I had booked the holiday at short notice - my wife had to go to her parents to look after her Mum and suggested I took a break. There wasn\'t much choice and I booked in a small hotel near Milan. I am 29 and in a good job, so spent a bit more on the holiday than we usually do. When I got there, I realised it wasn\'t really my sort of place. Quite smart and all the guests were OAPs, except one couple about 50. They joined me for a drink after dinner on the first night. She was tall and very elegant, with a posh voice and everything abut her looked expensive. She said she was a hospital doctor; her husband was an engineer. A nice bloke. They both looked fit and were very friendly. The next day at the poolside I was able to admire her slender figure in a turquoise swim suit, but didn\'t want her to catch me looking - I reckoned she would have hit me if she thought I was eyeing her up! That evening after dinner they said they were going out the next day as the hotel was a bit quiet and did I want to join them. As I was bored, I thought why not. Next morning we headed off in their hired Mercedes. I sat in the back and suddenly thought it might be really boring, visiting museums or something. Tom drove us to the River Po nearby and Georgina and he immediately got out with a travel rug and picnic basket. They headed along the riverbank. In the distance I could see several people sunbathing and as we got closer I went red as I realised they were nudists. I was waiting for Tom and Georgina to turn around, but they just walked past the first few people and then found a quiet spot a few yards back from the bank, partially shaded by the trees. Tom spread out the rug. I was really nervous, and aware that I had developed a sight erection as I had looked at one or two of the unashamed naked girls. Then Tom started to undress and quick as a flash Georgina whipped off her dress then her bra, exposing a small pair of breast with pert quite erect nipples. She sat on the rug and pulled off her knickers, then sat with a hand on each knee, her legs wide apart as I couldn\'t stop staring at her beautiful vagina; just a wisp of hair above her clitoris, the rest bare, and the outer lips open revealing a deep pink swollen slit which was glistening. She looked me in the eye, and told me to undress rather than gawp. I knew I was getting stiffer by the second, but then I looked at Tom, who was now naked and quite turgid. I slipped off my shirt then my shorts and pants and watched Georgina as my cock sprung out, already at 90 degrees. I\'m not huge, but well enough equipped and am a good stayer. I sat down quickly and watched in surprise as Georgina took Tom\'s cock into her mouth and sucked for a few seconds. Then she said, in this really smart voice in a matter-of-fact way, that the sun really turned her on and she wanted me to fuck her. As she said this she leant over me and took me in her mouth. Tom stood up and went to one side (I think to check no-one came along) and Georgina immediately straddled me, expertly pushing my cock into her open hot wet hole. For the next 20 minutes or so I fucked her in all positions and finally she groaned in orgasm and as her cunt muscles squeezed me and I spunked inside her. As soon as I had finished, Tom came over and started to fuck her. He said he loved sloppy seconds and came in a few thrusts. After that we swam, drank wine and ate the picnic. The Georgina said she wanted another orgasm and I performed for her again. We drove home and after I showered we met over supper; it was as if nothing had happened. The posh woman had had her fucks from a young man and wasn\'t interested any more.