I opened the door. What a sight! There she was lying on the bed, naked. She was on her back , legs apart. I could see the wet trail of sperm seeping from her well used pussy. He was lying next to her, sleeping, hand holding her breast, a smile on his face. How had we ended up here? Anne and I had been married 30 years plus. I had been diagnosed over 10 years ago and the tablets had really began to affect our sex life in the last 2 to 3 years. Regardless of how good she was at blowjobs it just would not get hard. No matter how sexily she dressed for me with her assortment of basques and sexy lingerie my cock did not respond how my mind wanted it to. We had to do something about it! Thats how we ended up here. Eventually after almost 2 years of trying to convince her, she had agreed to let another man give her what I wanted to , but couldnt. Anne was a hottie, 5ft 1 inch short blonde hair , blue eyes and her 130lb body was topped with 38D breasts to die for! Despite her age she still attracted admiring glances, especially when she wore my favourite little black dress with heels , stockings and suspenders together with my favourite set of black see through lingerie. The loyal wife took a lot of persuading to get what she was missing from another. She was happy with me using tongue and fingers! But I knew she was missing having that tight pussy really filled. I knew friends were out of the question, she could never handle that. If it was going to happen it would have to be with a stranger to both of us. So began my search of various websites looking for appropriate partners. I saw them all: long cocks , short cocks, fat cocks and thin cocks.They were attached to toned bodies and flabby bodies, bald heads and long haired heads. Attitudes changed when we received a reply from a male of 45, widower who wrote how he had looked after his children and had not had time to really think about sex. That changed when he saw Annes photos on the website and he was really different from some of the respondents who made it clear they saw her as tits and pussy that they wanted to use and abuse. Anne was really turned on by his writing and I could see an element of attraction in the fact that he was a widower and hadn't been sleeping around. Carl was 45, he said he was 180 lbs, 5 ft 10 ins and reasonably fit due to his liking for running every weekend. He had said it gave him time to forget and focus on other things for a while. He and Anne chatted a few times on the internet. I heard her laughing during one conversation so things seemed to be moving well.They agreed we would all meet at a small coffee place just to suss each other out prior to arranging their "date". Anne dressed in the aforementioned little black number. He was waiting for us when we arrived, he was very smartly dressed, jacket and slacks open neck shirt. I could tell there was an attraction straight away, I could almost see her nipples harden through the dress. Polite conversation followed, before I excused myself to give them some time alone. On my return , they were smiling and laughing as if they had known each other for years. Anne excused herself to visit the rest room and Carl took the opportunity to reassure me he would look after Anne, symapathising with my situation. He wanted me to know he was more than happy for me to accompany Anne to his home where they planned to have their "date". He asked me what she liked, this was my opportunity to pass on details. I told him to pay attention to her very sensitive nipples , but otherwisen take his lead and give Anne what she wanted, she would let him know! So, the date was made and we agreed to meet at his house the following Friday evening, he would arrange for the children to stay with grandparents. After a fine meal with good wine, we sat down and got to know each other , discussing our personal situations. Carl was full of compliments telling me what a fine looking wife I had and how lucky I was. He gave us a quick background regarding his wife who had died from the Big C some years before.I noticed his arm go around Anne's shoulder as he spoke about how he missed female contact. The time came for them to retire to the bedroom and Carl surprised me by asking him to go with them. Anne agreed she was happy for me to do so and off we went Carl taking Anne's hand leading the way. Once in the bedroom I encouraged Anne to undress for Carl. They decided to do so together.......Anne unzipping her dress , standing before Carl in the see through lingerie, stockings and suspenders. Carl took off his shirt exposing a lean chest and body. Then the trousers came off, leaving him in just his boxers. An impressive bulge had begun to form, I could tell. Anne was watching intently and her nipples were pushing hard at the lacey bra cups.As they moved closer to each other they began to embrace. I watched as Anne moved towards Carl, mouth opening waiting for Carl's touch. His arms embraced her as they kissed, then took her face in his hands as his tongue explored hers. Her hand slowly moved downwards and felt the outline of his cock through the boxers. I couldnt help myself. I moved behind her and slowly cupped her 38D breasts, topped with fast hardening nipples! Carl's hands moved toward her panties. They were kissing hard as I delicately examined those heavy tits and nipples like pencil tip erasers.I moved the bra clasp and undid it. I slowly released the straps of the bra and slipped them down her shoulders, exposing those beautiful mounds! They stood staring into each others eyes as she slowly stroked the shaft of his growing cock.I lifted the breasts, offering him her extended nipples.His tongue began to lap at the nipples glistening pink and long! His hands had pulled down her panties and he roughly grabbed at her arse cheeks pulling her to him as he took her breasts into his mouth.My excitement was growing but my penis wasn't! It was time for me to withdraw to the doorway. Carl led Anne to the bed . They lay on the bed and got into a 69 position. I watched from the bedroom doorway as Anne took his balls in her hands and began to lick..........and then slowly begin to suck, on first one then the other. Carl stopped attending to her pussy as he moaned in response to the attention. Gentle moans came from Carl as she licked the length of his shaft and watched the pre cum forming at the tip, he asked her to go slowly, no wife, he hadnt ejaculated for a while, and he was very close. He wanted to make sure he gave Anne what she neeeded. He returned to lapping at her wet pussy, using a finger and thumb to circle her clit for good measure. He moved to spoon her and took one of those luscious tits in his hand while using his other hand to finger her pussy. The head of his cock rubbed gently in the crack of her arse as first one, then two fingers entered her pussy. She knelt up as his hands moved to her hips. He lined up his engorged cock to her pussy entrance and began the first gentle rub along her slit.. The moans from Anne grew louder and I had to return to the room to see what was happening. I looked inside just in time to see Carl's cock enter Anne's pussy and hear her moans increase in volume as the thrusts from Carl grew more intense. I couldn't help but notice those 38D tits swinging as Anne took his length into her pussy. The speed and force of his thrusts increased until Anne was telling him to thrust faster and harder. As if determined to prove he was a real stud Carl turned her over onto her back. Taking her comments literally, Carl pulled her to him, thrust his cock fully into her wet pussy and began to grunt loudly spouting obscenities as he continued the attack on Anne's pussy. Anne's moans got louder and louder, after Carl had lifted her legs over his shoulders, thrusting wildly and now grabbing those bouncing breasts in his hands.I could hear her telling him to fill up and stretch her pussy! The speed of the attack slowed as the thrusts went deeper. Both now nearing their climaxes, the moans and grunts grew louder. Anne's hips moved forward to meet Carl's thrusts, He began to shout......."I am cumming I am cumming". His head moved to Annes tits as he took them in his mouth he sucked on the nipples as the contents of his balls were deposited deep inside Anne's pussy.The screams from Anne as her orgasm swept over her were almost as loud as Carl's grunts. Carl feasted on those magnificent breasts as Anne experienced wave after wave of her orgasm. I sat down in the living room, took a drink and considered if this was what life was now going to involve for me. I opened the bedroom door again and was wanting to take my wife home. Viewing the sight that confromnted me I had a feeling this was not going to be the last time we visited Carl.