I was staying with friends. I'd known Carl for years through work and I'd met his wife, Kate, a good few times at functions. We'd also been out together with my girlfriend for a couple of drinks a while back. Like me, they're both in their mid 50s. But they'd move away to Birmingham and I'd lost touch a bit until my job had me visiting a site not far from them so I'd got in touch and they said I should stay.

There'd always been a chemistry between Carl and me and while nothing had ever happened, I'd always hoped it might I just found him attractive and warm and sexy. We'd ended up in the changing room of a swimming pool once and I'd seen his body - not athletic but definitely defined... soft pale skin and not very hairy - but he had a phenomenal thick bush and a gorgeous, huge, uncut cock. He'd caught me looking for a little too long and as our eyes met, he glanced back down to my cock. It was all very quick but I never forgot it.

That evening I stayed, Kate cooked a lovely meal. We had plenty of red wine and the conversation came very easily. Kate sat next to me and she seemed very pleased to have me at the table. She was relaxed from the wine and there was a lot of smiling and 'incidental touching' as we all chatted together. She's what you'd call - voluptuous... a gorgeous, sexy, mature woman with rich, grey hair that really suits her and a full, curvy, body. She has the most fabulous breasts and you can often she has big nipples, hard through her clothes. Well, she was next to me, her leg was against mine a lot of the time and I'm pretty certain Carl wasn't missing it. He kept filling all our glasses anyway. And I was loving it.

Anyway, it was getting late and Kate decided it was time for her to go to bed but there was still half a bottle of wine left - so Carl and I stayed where we were as she kissed first him goodnight and then me. On my lips. Her soft lips on my lips. It surprised me a little. And it wasn't a quick kiss either. Again, I'm sure Carl noticed as Kate's hand brushed across my shoulder as she left. As the door closed behind her, we looked at each other and I said "She's just lovely, Carl." He nudged my leg with his and said '"I know", and took a mouthful of wine, still looking at me.

"You been going to the gym then?" he asked... and we talked a bit more about my recent conversion to getting fitter - the first time in my life. My body is a bit less flabby now and I certainly feel better for it. "It shows," he said, leaning over ad playfully running his hand down my torso. He stopped with his hand on my thigh and we looked at each other for a moment. Awkward but not awkward.

"Bed time, I think", I said.

"Yep"... a pause "you know which room you're in. I'll sort this stuff. You go up."

I headed upstairs. My room had its own bathroom and I was soon ready for bed - naked tonight, getting under the duvet with the lights out.

My eyes were soon used to the darker room which had some light coming in through the curtains, I lay there - thinking first about Kate - her body, her breasts, wondering if she had a hairy cunt. And then images of Carl in the changing room that time - his pale skin, his dark bush, his...

Suddenly, I heard my door open and it was closing as I turned to see Carl there in his shirt and boxers.

I didn't know what to say as he walked over to the bed and stood there.

"Dan."

"Carl?"

"Remember when we went to swimming on that away day..?"

Before I could say anything, he was taking off his shirt, slipping down his boxers and then... he just stood there. Naked. My friend, Carl, was naked in front of me. In the light coming from outside, I could that gorgeous body, his pale skin and his huge - looking bigger than I remember - all against his dark bush.

A pause.

I pulled back the duvet and, without hesitating, Carl climbed in - next to me, our bodies touching. Two married men naked in bed, facing each other. He leaned over and, holding my face with his hand, gently kissed me on my mouth.

My arms instinctively slipped round his body and I kissed back, open mouth on open mouth with our tongues inside each other's mouths - and I felt his body against mine.

He pulled back.

"Is this okay?" he asked. "Nice?"

I pushed him so he was on his back and looked down at him.

"What do you think..?"

I kissed his chin, his neck... moving to his chest, licking my way to his nipple, feeling the swirls of the hair around them on my lips. Stroking his body, I moved down the bed until my head was next to his penis. Fuck - it was just beautiful. Long and thick and powerful looking... and very, very, hard. Carl's penis was huge and hard for me.

I leant over and down and... slowly took him in my mouth. He whispered "Oh Go" as he felt my hot wet lips sliding up his shaft, my tongue swirling round the girth of his awesome cock. His soft bush was against my face as I sucked, sucked, sucked him. His hands were suddenly in my hair, fingers caressing, stroking my head. We were two mature married men - naked and hot for each other.

He sat up and lifted his hips for me to lick down his cock to his balls. Shit, I loved the feel of his bush on my lips. He opened his legs and I knew what he wanted. My tongue traced through his hair, over his taint, down to his arsehole. The musky smell made my cock throb and I moved forward, my tongue swirling, devouring the taste. My arms wrapped round his legs and I pulled him against my face, my tongue pushing deeper into his man cunt, licking the sensitive walls of his hole. Velvety, soft, I licked him, tasted him. I wanted all of him. My saliva was now drenching his arse. He could feel every move of my tongue and...

Suddenly, the bedroom door opened.

Kate was standing there just staring at us. She audibly gasped, not able to believe what she was seeing. Her husband on his back with me between his legs licking round his hole.

I didn't know what to.. "Kate, I..." tumbled out while Carl and I both moved to sit up.

She took two steps forward - just staring at us. And then she stopped.

My heart was in my mouth. I could feel Carl's body tensing against mine but then... Kate's body seemed to relax. And she smiled.

"Is this okay..?" I said.

She said nothing but took the hem of her t-shirt and lifted it over her head to reveal her body. Her naked body. Her perfect naked body. She had flawless, soft, pale, skin with real curves with her tummy slightly hanging over her waist. Her breasts... so, so, beautiful - large, round, sagging just a little with her years to hang in that way that mature, loved, breasts do - her nipples were huge and dark and stretching with their fall. And between Kate's legs, the biggest, thickest, bush of dark I'd ever seen.

Fuck. Me. She was perfect.

"Oh darling, yesss... this is more than okay," she said, moving to the bed. She looked at me - the light from the landing falling across the bed - across her husband's naked body and mine.

Not waiting for her to change her mind, I turned back to Carl, leant down again and pushed his legs wider apart so I could start to lick his arsehole again. Gorging myself on his cunt, pushing my face harder against his hairy taint, I watched as Carl held out his hand to Kate. Not pausing, not thinking, she lifted one leg over his body and and I saw her big cunt lips yawn open in the middle of that phenomenal bush as straddled Carl, facing him, slipping his rock hard penis straight inside her. As I licked and sucked and tasted his hole beneath her, she leant forward, her hands on Car's chest, and started to rise and fall on his cock.

For a while, the three of us just licked and sucked and fucked. The room was full of moaning and sighing and whispers as we moved together - our hands and arms sweeping across each other's bodies, pushing into each other's skin, feeling the raw sexual tension, the pure lust overtaking all of us.

I started to lick up Carl's crack to where his cock was sliding in and out of Kate's cunt, her bush all wet now. Wet and hairy and musky and... I pushed against Kate's arse so she leant further a little more so I could lick and taste and pleasure both of them - Kate's juices, Carls pre-cum and my saliva all drenching Carl's balls and man cunt.

I sat up and I knelt and I lined my aching cock up with Carl's hole. Kate's body was beaded with sweat and she arched her back, pushing out her glorious breasts for Carl to hold and... no, not hold, he gripped them, he gripped them hard - and leant her head back and writhed on top of her husband, her vagina full of his cock.

I slipped my arm round Kate's neck... "You want me to fuck him with you?" I whispered in her ear, my hand running across the top of his, feeling the size of her perfect tits.

"Yes", she moaned. "Christ, YESSS - Fuck my husband. Fuck him with me".

And with that, I pushed my thick cock into Carl's arse, all the wetness helping me to push in, inch by inch. But, fuck, it felt so tight around my cock. I'd never felt harder as I pushed and pushed into him, both arms around Kate now. She and I pushed against each other, my hands on her breasts, stroking them, clutching at them, squeezing them as hard as I dared, while her body never stopped riding on Carl's cock.

I'd never felt anything so complete. I kissed the back of Kate's neck, pulling her head back, moving my mouth round and up to her chin when she turned her head so our mouths could find each other. As our tongues wrapped round each other, I squeezed her tits harder and started to thrust into Carl faster - sliding in and out of his tight hairy arse. Faster and harder.

And, fuck, it was happening. Kate was moaning so loudly as she thrust up and down on Carl, her nails were digging into his chest as lifted herself again and again. Sweating. Kate was covered in sweat. We all were.

"Jesus, I'm going to cum.." she shouted. Fucking him madly, she began to orgasm. And as her cunt tightened round her husband's cock, so I reached a frenzy of thrusting, slamming into his arse. Carl's whole body seemed to arch in ecstasy as I started to cum, his hands were gripping my thighs as I pounded into him. I was shouting out their names, both their names, uncontrollably. My whole body was consumed with this all-consuming sensation as I pumped my cum into that man's arse. My arms were squeezing Kate to my chest, helping me to fuck up into him.

And as Kate's body went rigid with the height of her massive orgasm, so the cum started to pump out of Carl's thick cock - deep into his wife. Like animals, we thrust and moaned and came for each other, in each other, over each other. As Kate's juices and Carl's cum were ran out of her sopping cunt onto Carl's bush and balls and onto me, I was suddenly aware of just how hard her nipples were. I squeezed them in my hands as I pumped the last of my cum into Carl.

We slowed. We moaned gently. We collapsed onto each other. Kate rolled off Carl, their bodies sliding with all the sweat. And my cock was softening as I pulled out of his used man cunt. As I sat back, my cum started to leak out and down the crack of his arse.

Carl looked at me and mouthed thank you I softly stroked Kate's back as she slipped an arm across Carl's chest and turned to look at me. I leant over and kissed her mouth which was so warm, so soft. I then turned to Carl and I kissed him slowly and passionately too, our tongues again finding each other in our mouths.

Together, we'd explored a new world of sex. I genuinely don't think they'd planned it. It just happened because it felt so right. And we all knew we wanted more. Much more.