Castiel doesn't know how this happened, but he could guess.

It all started with him and Balthazar on their bed kissing. It was turning passionate when Dean walked in, the hunter first freezing at the scene and then grinning as he walked towards them. Balthazar then got a mischievous glint in his eyes and snapped his fingers. Suddenly, Dean was tied to a chair and started yelling at his brother, but Balthazar just smirked.

"I just want to try something new." Balthazar said, "How about me and Cas have out fun and you watch us."

Dean fell silent as he pondered the question.

"I can't touch you?"

"Nope."

Dean then looked at Castiel, who found the idea intriguing and arousing. He and Dean looked to at each other and then Dean sighed.

"Ok, fine, but could you untie me at least?" He growled out, making Balthazar chuckle and snap his fingers again and releasing Dean. What happened next was a blur, all Castiel knew was he and Balthazar's clothes were gone and they were now in a 69 position.

Castiel hummed as he sucked Balthazar's cock as he lay on top of him, sucking it with a moan while he gripped his thighs. Balthazar was sucking loudly, his tongue moving around a lot. He then smirked as one of his fingers went between Castiels cheeks and rubbed against his hole. When he pushed in, he was awarded with a keen.

Dean was watching the two angels suck each other as he started to stroke himself. He couldn't help but think how hot they look, especially Castiel. His cheeks were flushed as his head bobbed on the older angels dick. Balthazar was making loud sucking noises and the bastard knew Dean was watching because he then spread Castiels cheeks and let him see pressing in his fingers. Dean grunted as he stroked faster; sneaky bastard.

When Balthazar added another finger, Castiel pulled back with a groan and looked at Balthazar.

"I-I can't take it anymore." Castiel said gasping, "I-I want…"

"Oh, I know what you want." Balthazar said in a husky tone. "But does Dean know?"

Castiel then looked at Dean and flushed as Dean stared at him heatedly. Balthazar then pulled into Castiel into his lap, rubbing his cock against the younger angel's entrance.

"Say what you want, Cassie." Balthazar said as he licked and nipped his neck. Castiel moaned as he writhed in his brother lap.

"I-I-I want you…inside me…please, Balthazar!" Castiel cried out.

"Since you asked so nicely." Balthazar said and then slid into Castiel all the way to the hilt. He then started to pound relentlessly into Castiel, making him cry out.

Dean groaned at the scene, watching as Balthazar and Castiel faced him, with Castiel going up and down on Balthazar's dick, then seeing the angels kiss, all sloppy with tongue and saliva.

"So hot, you two." He groaned, "So hot."

Balthazar looked at Castiel, who had his eyes closed and groaning as he moved into his lap.

"You like this, don't you Castiel?" he whispered hotly, against his ear, "Being fucked from behind with Dean watching? Watching as my cock slams into your little hole? You like that, don't you, you slutty little angel?"

Castiel response was a whimper as his hand went to his cock to relive it, but Balthazar grabbed his hands and heled them behind his back.

"Oh no, love, you ae just coming from my cock." He said, making Castiel groan in disappointment.

"Oh, Bal, don't be cruel." Dean murmured as he stroked himself faster. Castiel started to shake and whine as he bucked himself in Balthazar's lap.

"I-I-I'm so close." He whispered, when suddenly Balthazar rushed their lips together and start piston his hips. Then Castiel felt something else, his grace intertwining with Balthazar's.

That's what did it.

Castiel comes with a scream, coming hard. He was only dimly aware of Dean's shout of pleasure and Balthazar biting his shoulder as he came inside of him. He then fell back with Balthazar on the bed, both breathing heavily. The bed then dipped as Dean lay next to them.

"Fuck, you two are so hot." He said, making the angels laugh.

AN: Phew, finally got this done.

I wanted a threesome fic with these boys, with the angels having their fun and Dean is watching. So, I made this, yes, Balthazar is a dominant top.

Enjoy and comments are loved! I don't own SPN!