It was midweek and Elizabeth and I were going into town for her to get a new dress for to go to a wedding the following weekend. We went in to the city centre and my feet were killing me going from shop to shop but after a few hours Elizabeth got her dress I asked her did she want to go for a coffee and she said o.k. . We went into one of the local coffee shops ordered and sat down Elizabeth was wearing a plane dress low cut about knee length we were sitting chatting when a old work friend Tom came over to the table I had not seen him in about ten years Tom was in his early sixties we were both in or forties back then. I need to go to the toilet so left Elizabeth and Tom for a bit when I got back Tom was telling us his wife had past away and he was now on his own we got round to swapping phone numbers and told him to call anytime. After we part Elizabeth said he got a little saucy I said how she said he was say things like you have a lovely smile and eyes and Iam sure you and Denis have lots of fun she said he could not take his eyes of her 44dd breast. Anyway the next day Tom rang and Elizabeth answered and asked him over for drinks on Saturday night. When I come home she told me about the call, I asked what she was thinking and she just smiled I said a Little fun and she smiled again. So Saturday came about and I asked Elizabeth can I pick what your going to wear she said ok so I said to her your cream french knickers no bra your see through pink nightdress and long silk cream house coat she said ok, she has lovely red hair and I asked her not to shave herself when getting ready. The time came for Tom to come and I pen the door and let him in I told him we were going to watch a film and lead him in to the living room and set him to the left of Elizabeth. I went and got us al a drink and came back and put the movie on it was a sex movie with lots of fucking and sucking I was to the right of Elizabeth and I put my arm around her and put my hand on her breast and started to squeeze it I seen Tom looking the strap around her nightdress I opened but at this point you still could not see anything. I then pulled the left of her nightdress open which showed her left side of her body under her nightdress her leg stomach and her left breast with her hard nipple. Tom was not watching the film but more what I was doing I eased her tit out and started to play with her nipple Elizabeth speed her legs and took Toms hand and put it on her thigh I looked over and smiled at him I said i was away to get some more drinks but I stood in the hallway and watch both of them Tom put his round her waist and they started kissing Tom was pulling and rubbing her tits and nipple which were now rock hard and she had her hand on his cock. at this point she stood up and took of her house coat, at this I came back in and pulled her night dress over her head leaving her standing in her french knickers I got her onto the floor he and Tom started to strip and got to each side of her Tom was fairly well hung about easy nine inch and he was rock hard we both stared to kiss and touch her al over sucking her tits and bitting her nipples Toms hand was inside her knickers rubbing and finger fucking her pussy she was breathing very heavy. I did not see Tom Get her knickers of put the next thing her legs were over Tom shoulders and and his cock was deep inside her red pussy He was fucking her lick a champion I was kissing her and pulling her nipples she was pulling my balls then she started to scream with delight as Tom said iam going to cum she said to him in me in me he came loudly also and fell on top of her. He rolled of her and I turned her round and got her up into the doggy move Toms spunk was still coming out of her as I put my cock into her and started to fuck her I looked over and Tom was still hard so Elizabeth took his cock in her mouth which really got me fucking her harder she was sucking him good I here Tom come again at this I shot my load right her pussy. I knew I had to go down on her so we started to do the 69 I was licking al that cream out of her and she is sucking me hard again I was really enjoying myself licking her pussy I was rock hard again then I can't hold back and I cum in her mouth she did not spit it out. The night was not Tom got her back into the doggy move and took her again I watched as he he fucked her like that and also keep putting his finger in an out of her bum what a night when he left Elizabeth said we have to have him over again and we did lots of times.