A/N: This was just a random story idea I had in my head. I think there was a prompt somewhere to the effect of Freddie, Spencer, and Gibby having a threesome, but I can't remember where exactly. PWP, proceed at your own risk.

Freddie hits his head hard against the front of Spencer's bedroom door. He would probably have said "ow!" or something to the same effect were his mouth not completely occupied with Spencer's.

"Mmrgh," Freddie mumbles as Spencer pushes his tongue down his throat. Freddie fumbles behind him for the doorknob. Turning it, the two almost fall over tumbling into Spencer's room, a mass of tangled arms and legs and lips and tongues.

They make their way to Spencer's bee and Freddie finally manages to push Spencer off of him and onto the sheets. Freddie only has a moment to regard Spencer and the very noticeable bulge growing in his skinny jeans before he feels another pair of arms wrap around his neck and hands cradle his face.

"C'mere Freddie," Gibby says, turning Freddie's head to kiss him from behind. The position is a little awkward but Freddie doesn't mind as he opens his mouth and let's Gibby's tongue meet his own. Gibby holds him closer and Freddie can feel the younger boy's dick pressing firm against his ass.

Not willing to simply be ignored, Spencer slides off the bed and stands up in front of Freddie. He reaches one hand down and gropes Freddie's crotch through his jeans, feeling the boy's already hard cock grow harder still in his hand, while he slides the other slowly under the hem of Freddie's shirt. Freddie let's out a small sigh into Gibby's mouth at the feel of Spencer's touch against his skin.

Spencer begins to slide his hand further up Freddie's chest, pushing his shirt up. Freddie breaks with Gibby's mouth to reach down himself and help Spencer pull the shirt off over his head. Gibby wastes no time recapturing Freddie's mouth while Spencer leans in to begin sucking on his neck.

Spencer runs his hands over Freddie's newly muscled arms and shoulders, and then across the boy's chest, dragging his thumbs over Freddie's nipples. Spencer grins as a shiver runs through Freddie's body and the two pink buds tighten and become taut. Spencer squeezes one and rolls it between his thumb and forefinger as he gently nibbles the nape of Freddie's neck.

"Nngh," Freddie moans. The three of them then begin to slowly work their way over to Spencer's bed. There, Spencer breaks off while Gibby pulls Freddie down to sit on the edge of the bed. Spencer pulls his own shirt off and Gibby does too, both discarding the garments onto the floor. Gibby quickly leans in again and before Freddie knows it their tongues are intertwining again in each other's mouths.

Now Gibby moves his hands to explore Freddie's body, running his fingers across Freddie's stomach and shoulders. Meanwhile, Spencer has knelt down and Freddie realizes he is spreading his legs apart. Freddie glances down for a second to see Spencer expertly flip open his belt buckle and undo his jeans. Spencer grabs at the waistband of Freddie's pants and Freddie wiggles a little helping him slide the pants off.

Freddie's erection strains against the thin fabric of his boxers, a large, dark spot of precum spreading out from where the head contacts the fabric. Spencer gives Freddie's cock one firm tug through the underwear before pulling the boxers off Freddie too, leaving Freddie completely naked. Freddie's dick is rock hard, standing straight up into the air. The swollen head leaks an ample amount of clear fluid while the thick shaft quivers slightly in the cool air of Spencer's room. His balls hang loose in the skin of his sac pooled on the sheets between his legs.

Spencer takes in the sight before loosely wrapping his fingers around the top of the shaft near the head. Spencer can feel Freddie's cock throb in his hand; with his thumb he swipes across the slit of the head, spreading the clear fluid around and eliciting another little moan from Freddie's mouth. With his other hand, Spencer cups Freddie's balls, fondling them gently with his fingers as he begins to stroke Freddie's erection.

Gibby meanwhile has moved from Freddie's mouth to his neck and is gradually kissing a trail from Freddie's jaw to his collarbone. Freddie's hand has made its way to Gibby's knee and Freddie is slowly working his way up Gibby's thigh under the light fabric of the boy's basketball shorts. Freddie's hand find's Gibby's bulge beneath his boxers and Freddie squeezes it tightly. Gibby groans in response, moving down from Freddie's neck to his chest, stopping at his nipples. Gibby pokes his tongue out to experimentally lick one of the firm nubs, and Freddie can feel himself get goose bumps at the sensation. Gibby lowers his mouth onto the nipple, swirling it with his tongue, sucking it and biting ever so gently. Freddie closes his eyes and breathes out sharply as Spencer at the same time quickens his pace. Freddie pulls his own hand out of Gibby's shorts and begins pushing them off along with the boxers, tossing both aside.

Now with Gibby fully naked, Freddie begins to work him in earnest. Freddie grips Gibby's hard-on with his hand, noting that while it is a little shorter than his, it is much thicker, so much so that Freddie can only barely get his hand all the way around the shaft. His grip firm, Freddie strokes Gibby's thick cock and begins pushing back against him, taking dominance. Freddie sucks Gibby's neck and uses his other hand to twist the boy's nipples, eliciting pleasured moans from the boy.

At this time, Spencer decides he wants to do more to Freddie than just jack the boy off. Giving Freddie's dick one more tug, Spencer swiftly replaces his hand with his mouth.

"Mmm, yeah," Freddie moans as the warmth of Spencer's mouth surrounds him. Spencer expertly sucks Freddie, running his tongue all up and down the shaft and across the head, then taking the entire length of Freddie's cock into his mouth. Freddie's hips buck with pleasure; Spencer holds Freddie back, but allows him to slowly push deeper into his mouth until the head of Freddie's cock slides into the back of Spencer's throat.

"Ungh," Freddie breaths, "that's so good." Freddie moves down to lick and suck Gibby's nipples like Gibby had done to him. HIs hand is covered in the ample amount of precum flowing from Gibby's cock and slides up and down the thick shaft easily.

Soon, Freddie can feel that familiar tingling sensation welling up inside him. Not wanting it all to end just yet, Freddie breaks off from Gibby and reaches down to hold Spencer's shoulders. "Spencer, I think I'm gonna come," he says, stopping the older man.

Spencer pulls off and sits back on the floor. He wipes his mouth on his wrist and smiles.

"What do you want to do then?" he asks wryly.

Freddie looks to his left where Gibby is leaning back on his hands, his chest heaving a little and his hard dick covered in precum and glistening in the light. Then Freddie looks down at himself, his own dick also covered in a mixture of his own precum and Spencer's saliva, bobbing a little up and down. Then Freddie's eyes reach Spencer, sitting on the floor.

"First," Freddie says, grinning, "I want to get you out of those pants."

Spencer smiles back and stands up as Freddie stands up too. Freddie reaches out and undoes Spencer's belt and then the button and fly on his jeans. Freddie slides the jeans down Spencer's legs, taking his boxers with them and revealing Spencer's cock. The head is moist with precum; Freddie licks his lips at the sight.

"Get on the bed," he says, walking forward. Spencer does as he's told and gets on the bed. He scoots back as Freddie crawls up onto the bed as well. Kneeling over him, Freddie takes Spencer's cock in his hands and then slowly lowers his head down to place his lips on the tip. Spencer shivers beneath him and Freddie smiles before opening his mouth and taking Spencer inside.

As Freddie sucks Spencer, Gibby gets up and crawls over behind Freddie. He reaches between Freddie's legs and grabs Freddie's dick, beginning to stroke it. "Mmmhm," Freddie murmurs around Spencer's hard shaft, the vibrations making Spencer quiver again. Gibby leans over to plant his lips on the back of Freddie's neck and moves his free hand to stroke Freddie's ass. Gibby slides his finger between Freddie's ass cheeks and across his hole; Freddie jolts in response and sucks Spencer harder, causing the older man to moan.

"Fuck Freddie, I'm too close," Spencer says, leaning up. Freddie pulls back and captures Spencer's lips in a kiss, his own covered in Spencer's fluids.

Now Freddie turns to Gibby. He pushes the younger boy down on his back and immediately moves to lick his cock. Freddie opens his mouth wide to take in all of Gibby's girth.

"Ohh yeah..." Gibby moans in response. He fists the hair on the back of Freddie's head, controlling Freddie's speed and pushing his cock deeper into Freddie's mouth. Freddie doesn't protest and allows Gibby to set the pace.

Meanwhile, Spencer has gotten up onto his knees and has crawled over behind Freddie. Spencer takes a firm hold of Freddie's round ass, spreading the cheeks wide and revealing Freddie's pink entrance. Spencer licks his fingers and draws them across the puckered hole, Freddie moaning in response. Spencer then slowly slides one finger into Freddie's ass, wriggling it around inside. Freddie pushes back against Spencer's hand and Spencer quickly adds a second finger, spreading the tight hole wider and pushing in deeper.

"Mm, yeah," Freddie moans with Gibby's cock in his mouth. "Do it, Spencer."

Spencer grins and removes his fingers. Repositioning himself slightly, Spencer grips his hard dick at the base. He pokes the head against Freddie's ass a few times before slowly pushing in. Freddie moans again, deeply, as the head pushes past the tight ring of muscles. Spencer continues to slowly push until every inch of his long cock has slid into Freddie's ass.

The feel of Spencer's hard dick filling him is intoxicating for Freddie. Spencer pulls back until he has almost fully retracted before driving powerfully back in. Freddie grunts and nods. Spencer quickly builds up a steady rhythm until his thrusts into Freddie's ass have synchronized with Gibby's thrusts into Freddie's mouth.

"Fuck, Freddie, your ass is so tight," Spencer says, not losing a beat.

"Mm, your mouth is so hot, too," Gibby agrees, leaning back and closing his eyes.

Soon, Spencer stops and moves to change the position. He pulls Freddie off Gibby and onto the bed so the boy is lying on his back. Spencer spreads Freddie's legs wide and raises them into the air over his shoulders before thrusting back into Freddie's ass again with full force.

Gibby doesn't waste a moment before crawling over and pushing his own cock back into the warm wetness of Freddie's mouth. Freddie takes it willingly, sucking hard and deep.

Freddie can feel himself quickly reaching the edge as Gibby and Spencer fuck him simultaneously. He reaches down to stroke his own cock, closing his eyes and letting the sensations overtake him.

"Shit, I'm gonna come..." Spencer says, thrusting more frantically.

"Mmm, yeah, me too..." Gibby says too.

"Freddie... Freddie... Freddie, fuck, Freddie!" Spencer shouts, pulling out at the last moment as a thick stream of a cum shoots from the tip of his cock, soaking Freddie's chest.

"Yeah, Freddie, ungh, oh Freddie!" Gibby says at the same time, also pulling out just in time, his cock throbbing and entire body shaking as cum pours out of the tip all over Freddie's cheeks, chin, and neck.

The feeling of the warm jets of Gibby's and Spencer's cum hitting his body, and the sound of them screaming his name as they come is all it takes to push Freddie over the edge. HIs own climax hits him like a ton of bricks. Freddie's entire body shakes as he comes all over his abdomen and hands.

When Freddie opens his eyes, he is a little confused. First, he's not naked. Second, he's not lying in Spencer's bed covered in cum. And third, Spencer and Gibby, who are also neither naked nor in Spencer's bed, and both working on hammering nails into some strange plywood construction. Freddie looks around and finds himself to be sitting in the armchair in the Shay's living room.

"Freddie!" Spencer shouts. Freddie jolts and looks up. "Did you hear me?"

"Huh?" Freddie asks, still confused.

"I asked if you could help us here," Spencer says, matter-of-factly.

"Yeah, man, don't just sit there daydreaming all day," Gibby says.

"Oh, uh," Freddie begins. He is suddenly acutely aware that he is painfully hard. "I actually gotta go..." He hurries out the door before either Spencer or Gibby could respond.

Freddie quickly makes his way back to his apartment. He kicks off his shoes and speeds to his room, closing the door behind him. Collapsing into his desk chair, Freddie leans back and tries to understand what had just happened.

Had he really been dreaming?

Had he really been dreaming about Spencer and Gibby?

Had he really been dreaming about Spencer and Gibby fucking him?

Had he really been dreaming about Spencer and Gibby fucking him at the same time?

No matter how he spun it, the only answer was yes.

Freddie sighs deeply to himself, letting his chin fall to his chest. Looking down in his lap, he realizes that he's still extremely hard.

"Well," Freddie says, grinning ever so slightly to himself. "They never have to know." With that, he quickly sheds his jeans and boxers and pulls his shirt over his head. Reaching into his desk drawer, Freddie produces a small bottle. Squeezing a generous amount of the clear liquid into his hands, he gips his aching cock and begins to stroke.