About Christmas last year I was lucky enough to bump into an old flame at a night out. Julie is now 47 and wearing well with it. She had recently split from her husband who happened to be an old friend of mine. Her husband had been having problems with alcohol for years and their marriage had been sexless as a result. Julie is above average pretty with stunning green eyes and perfect lips. She has looked after herself and still turns heads. Her dark brown hair is bobbed at slightly above shoulder length and her figure and bum in particular has always fascinated me. It is superbly shaped and only slightly dimpled and wobbly. She is a size 12 with slightly sagging D cup breasts and lovely dark nipples. Julie has really nice legs too that would be the envy of most women. Her pussy is a temple and she is always closely shaved. Her pussy lips are special and she has the longest slit I have ever seen. Her hole is always warm, pouting, welcoming and wet. That first night after much drunken innuendo and teasing we ended up back at my place and fucked frantically on the couch. I soon had her on her back with her tights and panties at her ankles and her skirt hiked up to her waist. We were both almost fully dressed aside my trousers and boxers being round my ankles too. None of us had even got the length of taking our shoes off. We were like two 17 year old novices that night and due to the complexities of the situation we were both a little embarrassed afterwards. It is hard to imagine two 47 year olds with pink faces, trembling hands and gasping for breath. That is how it was though. The orgasm was explosive and her pussy was still wide open, twitching and dripping cum as she pulled her tights and panties up and muttered a kind of embarrassed apology. She immediately phoned a taxi and was gone in ten minutes as I tried to reassure her all was well. It was almost a month before we bumped into each other at the shops and she blushed as we exchanged mobile numbers. After a few weeks of text messages and calls it was clear she had felt guilty about what had happened and said it had brought closure on her marriage. She also said she is highly sexed and my cock had been the first inside her for 5 years. After several afternoon meetings for coffee in crowded places she realised I was beginning to lose interest at how sterile and sexless it had become. Julie then said she appreciated my patience and offered to stay the following Friday night. When she arrived that night she looked stunning and we had our first ride that night on the landing halfway up the stairs. It turned out to be a fantastic weekend. Well worth the wait. Julie also likes to give you late night calls from her bed before she goes to sleep. Initially the calls were tame but eventually they developed into right good filthy pillow talk. The late night calls often caused me to jump in the car and drive over for a quick knee trembler in her kitchen as her daughter slept upstairs. It was during those calls we explored the "imagine this, imagine that" fantasy talk. We were clearly testing the boundaries as we all eventually do. It became clear that Julie would like to be an exhibitionist but in her own words said as much as that she was lacking in confidence to see it through. During sex we role played and pandered to imagined scenarios that drove her and I over the edge. Julie had a favourite fantasy of being naked and peeling her pussy flaps open with her fingers as another man wanked to it and as it makes her shudder out her best orgasm it is the one I concentrate most on. During one of these sessions I took it a step further and introduced a friends name to the proceedings. I held my breath as she digested the name I had mentioned and smiled to myself when she authorised and vindicated my suggestion by having a huge orgasm. When the dust settled the usual reassurance was required that it was only pillow talk and fantasy. For many sessions thereafter though I pushed the same button and reintroduced the same name with the same desired result. Every time I did though I took the scenario a little further. The friend I had introduced to the fantasy is called Joe. Julie had previously admitted that she admires him and finds him very manly and sexy. As time passed the fantasy was talked through in the cold light of day and we both agreed it was a possible goer. Julie used to blush and become aroused when we talked of it and asked how we could make it happen without it coming between us and being common knowledge. I assured her that Joe is very discrete and to his credit he never discussed the few conquests he has had during his twenty year marriage. Not even with me. "It is a private matter" is the only quote you ever got from him. The next week Joe and I met for an overnight fishing trip and I asked if I could take him into my confidence and discuss something private with him. Joe listened and then said, "you know if we go through with it I will take the secret to my grave". We spoke all night and by the morning had set the boundaries and agreed the protocol of the proposed meeting. Where, when, how and how far. When I arrived home at lunchtime the next day I was showering when Julie popped into see me. She had a kind of nervous expectant look on her face and asked how the fishing trip had gone. I was wrapping the towel round me and casually said, "caught nothing, oh except Joe, he would love to see you naked and I have invited him round tonight". Julie seemed to panic for a moment then composed herself and asked, "for real, no kidding, are we going to go through with it". My smile gave her the confirmation she needed and said, "look at my hands they are shaking". They were too. We reassured each other that if we took cold feet we could call a halt at anytime and that Joe would never breathe a word to anyone. I told Julie I needed a sleep and to come back at 8 as Joe would be over at 9. Julie arrived at 7.30 dressed to the nines and looking stunning. She looked fantastic and so perfect in every way. We again spoke and had a few drinks to calm the nerves as the time dragged past. Eventually the doorbell rang and Julies face blushed. Bang on time it was Joe. The tension was almost unbearable as we three talked utter drivel and avoided eye contact for the next hour or so. Things seemed to suddenly settle and I took the bull by the horns and said "anyone for cards". I soon realised all three of us were nervous but each had a cheeky grin on our faces. The coffee table was placed between us and the two couches pulled closer facing each other. Although it was beginning to get dark the lights were slightly dimmed and the curtains drawn. I sat beside Julie on one couch and Joe sat facing us on the other. I realised too that none of us had shoes on and would get to the conclusion a little quicker that way. The cards were shuffled and placed on the table between us as I began by turning over the top card. No jack. No forfeit. I felt relieved and disappointed at the same time. Julie was next. No jack. Then Joe. Same. We were small talking and all relaxed by now as we worked our way through the deck. We must have turned twenty cards before Joe turned over the first jack. Julie and me looked at each other and smiled as Joe casually stood beside the couch and continued talking as he removed his shirt and threw it in the corner. "A twirl for the lady please" I said. Joe obliged and gave a slow twirl for Julie who's face was looking a deeper shade of pink by now. I pulled the next two jacks and removed my shirt and socks with the obligatory twirl. Thankfully Julie turned the next jack and continued talking nervously as she stood by the couch and unbuttoned her red blouse. She kept eye contact with me as she peeled it open and slipped it off her shoulders. Her gorgeous stiff nipples were all too obvious through her silky red bra. Her face was a deeper red now and she looked a little flustered as she twirled and smiled at Joe before sitting down. Brilliant! We sat talking as we shuffled and began turning the cards again. We struck gold as Julie again turned a jack. "Oh well" was all she said as she stood by the couch and reached round to undo her bra clips. Julie eased her bra off her shoulders and uncupped her beautiful breasts as she stood side on to us. She gave them a little squeeze as she twirled and smiled at us as she sat down. Her nipples were really stiff and I felt so proud to be showing Julie off as mine as she settled by my side. She was loving it and even the tone of her voice had altered as she spoke. Joe and me kept smiling and nodding approval to each other throughout. I turned the next jack and had my trousers off in a flash as I twirled and proudly showed off the tent in my boxers. I feared Joe was starting to wilt under pressure when he turned the next jack and took his socks off. He was looking a bit nervous but smiled again as Julie immediately turned a jack too and stood up. Before Julie had got to her feet Joe turned his card and we all laughed as it too was a scorer. They stood at the same time facing each other as Julie unzipped her mid-thigh black skirt and Joe unzipped his trousers. "Oh my" said Julie as Joe too dropped his clothing and exposed his boxers with a sizable tent poking out in front. Julie allowed her skirt to drop to the floor as she revealed her black lacy hold-ups and tiny red thong. Julie did her twirl as Joe squeezed his rigid package and praised her fabulous body. We were all red in the face now and all coughing nervously as we spoke. The tension was wonderful. It was like being young and inexperienced again. Julie called time out as she went and poured more drinks and we admired her fine figure from behind. She practically pushed her bum in Joes face as she leaned over to put his drink down and playfully tousled his hair as she did. We again smiled and nodded approval as Julie reveled in her exhibitionism. She was flaunting herself for all she was worth and clearly very excited. "You dearest" said Julie as I turned a jack. I was up like a shot desperate to show everyone my hardon. I peeled the boxers off and did a really slow twirl and stroked my cock. "Do it again" said Julie as I stroked my cock inches from her face. I felt ten feet tall and really excited now. "Cards" I said as I sat down. We turned again and bingo! Julie struck gold. Her hands were noticeably shaking as she stood by the couch and turned her back to us. She eased what little there was off her bum and eased the thong down her legs over her hold-ups. She still had her back to us as she threw the thong in the corner. Julie slowly turned to face us and we clapped for some reason as her shaved pussy and huge gaping slit came into full view. "You are one lucky fucker" said Joe in genuine praise. Julie twirled a few times and ran her hands over her bum as she did. I was so proud of her. She was looking so pleased with herself. To see Julie standing there naked showing off in front of my best friend was unbelievably thrilling and erotic. Julie reversed that gorgeous bum onto the couch beside me and as I wrapped an arm round her as she sat down I could feel her heart beating inside her chest. We had a kiss and she gasped and sighed as I gently squeezed her tits and tweaked her nipples. When we broke from the kiss I could see the excited expression on Joes face and looked down to see Julie with her legs apart and her finger running up and down her open crack. "Let Julie see your cock" I said to Joe. Julie sat back stroking her opening as he got to his feet and eased his boxers down. She gave a surprised gasp as his cock was freed and stood to attention then turned to me open mouthed and asked "are you both going to do it?". It sounds strange but I was not sure how far she meant us to go and had to ask "do what, wank on your pussy?" "Yes, I want you both to wank on my pussy" said Julie. Joe and me positioned ourselves over Julie and watched her go from holding her pussy open to inserting two fingers at once. Occasionally she would hold it open with her fingers and rub her clitoris with the other hand. She was climaxing every couple of minutes and we were delaying to let her enjoy it more. Joe muttered he was ready to cum and Julie asked him to come closer and cum on her pussy. As he moved closer she took hold of his cock and my heart jumped into my mouth. Julie lay back as she guided it between her legs to her open slit and wanked it with one hand as she held her pussy open with the other. She held it an inch from her opening as I willed that she let him slip inside but stopped there and wanked Joe harder as he began to squirt a huge amount on her open pussy lips. Julie was gasping and wriggling and as the last drop was about to shoot from his stiff cock she shocked us all by thrusting her hips forward and guiding half of Joes thick 7inches inside her hole. Joe tried to ease forward and fully insert but she held him back until he had finished cumming in her hole then pushed him clear. The look on my face must have been a picture as I gazed down at Julies open crack seeping Joes sticky cum. Julie then pulled me close and lay back again. She held her pussy open and said "show Joe" I pulled Julie off the couch and bent her over and entered doggy style. Her tits were swinging as I rode at full pelt from behind and turned her over before spunking over her tummy and pussy. This was a lifetime best orgasm for us both I think. We sat recovering and sipping drinks for the next half hour before Julie lay back and opened her pussy for us both to wank on again. She rubbed our cum all over her opening and then on her tits as she kept saying how good it was to have two cocks. Joe left soon after and I asked Julie if she had wanted him to ride her. Julie said she wanted us both to ride her and was looking to me for the nod but I was miles away with a dreamy look on my face. Joe is coming over again on the 1st August and we have agreed if the mood is good then we will go all the way this time. I had a great past with my ex girlfriend but this is all so exciting and new.