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Henry, Annie and Me!



Henry, Annie, and Me

I'd known them for about three years. Henry had
installed some new plumbing fixtures in my fitness center.

We'd talked and sort of hit it off and began to see each
other socially. At first I'd been married but then my wife
and I divorced. My ex skipped the state to avoid
prosecution for embezzling money from the business but
friendship with Henry and Annie grew closer as they looked
after me during the traumatic legal battle. They were both
about my age, 44, with Henry being a year older and Annie
a couple of years younger. He was taller than I, almost
six feet. With graying hair, a slim build and blue eyes.



Annie was shorter, about five-four. With a great
figure. Her breasts were outstanding. Her nipples must
have been large because they always protruded no matter
what she wore. In her bikini, they were mouth-watering,
say the least. One Saturday Henry and I were riding around
in his truck, running errands when he casually asked, "What
do you think of Annie?" "Hey, Annie's great, the best.
You're a lucky guy. "You ever think about making it with

This question was as casual as the first, but I was
stunned. How do you answer that? I could piss him off
either way. If I said "no" would he think I meant she was
good enough for him but not me? If I said "yes" would he
think, having lost my own, I was after his wife? I decided
that honesty was the best policy so replied, "Yeah, I have,
she's a sexy lady." "How about tonight?" My brain felt
frozen. Was this a trick they were playing? If so, I was
going to play along, but cautiously. "What time?" I
croaked, trying to be cool.

Henry turned to see if I was ok, then patted my knee
and said, "It's cool, nine o'clock ok?" "Sure, I'll bring
some wine." Joe cool at his best. "Not necessary, but
that'll be fine." I showed up at their house in the
foothills at nine sharp, still not knowing what to expect.

Either sex with Annie, or a big laugh at my expense. I
nervously rang the bell as though I hadn't been there a
hundred times. Henry answered the door and led me to the
living room. I knew right then that this was no joke.
Annie was on the couch in a red baby-doll nightie that left
absolutely nothing to my imagination. Her nipples were
even larger than I'd thought and her breasts, though firm
and high, seemed to hang heavy with anticipation.

"Sit next to me, and get comfortable, " she smiled. I
sat next to her and she leaned over to kiss me, running her
hand under my knit shirt. As we kissed, I forgot all about
Henry and placed my hand over her left breast, feeling the
nipple grow even more rigid and extend into my hand. She
returned the favor by groping my cock through my sweat
pants. It was already hard and dripping. As we broke the
kiss, she said, "Let's get undressed." As if you could
call what she was wearing dressed. I shed my shirt, shoes,
and sweats like they were on fire. When I sat back down
she'd tossed the nightie to the back of the couch. We
kissed again, this time I slid my hand between her spread
thighs and cupped her silky bush.
I could feel that her lips were already damp and
squeezed slightly to enjoy the feeling of her cunt in my
hand. As we lashed our tongues together, I felt a hot
tongue run over my cock. I knew where Annie's tongue was,
so this had to be. . . Henry! Before I could recover from
this shock, I felt his mouth descend down the length of my
still-throbbing tool. His fingers encircled the base
stroked me as he sucked the head . Annie spread her legs
a little more and, without thinking, I pushed a finger into
her pussy. It was as wet and hot as Henry's mouth on my
dick and I threw my doubts to the wind and pulled Annie
against me to feel her breasts against my chest as we
continued our kiss. Her nipples were making dents in my
pectorals while I rubbed her clit with the juice I'd
gathered from her love nest.

Henry was alternating between sucking my cock and
licking my balls. When Annie said, "I want you in me,
now." I could never refuse a lady making that request and
this was no exception. I knelt on the floor between her
spread knees and Henry guided my dick to his wife's pussy.

It slid home smoothly as a banana through whipped cream.

She was so wet I could feel hot cunt cream soaking my balls
as I held it deep inside her, savoring the feeling of first
penetration into a new pussy. Henry got up on the couch
and knelt by Annie, rubbing his hard meat on her cheek.
She turned her head and slurped him into her mouth as I
began to pump in and out of her quivering snatch. I'd seen
a lot of porno films of cock sucking but this was
incredible, just inches from my face, Annie was sucking
Henry's dick and massaging his balls.

She rolled her eyes to look at me and winked. I
smiled back and she pulled Henry's prick, shiny with her
saliva from her mouth and pointed it at me, obviously
expecting me to suck it. What was I to do? I'd never
sucked a cock. I had mine sucked by a male cousin when we
were about ten or eleven years old, but I'd never done
this! What was the etiquette in social situations like
this? I think Miss Manners overlooked this one. I
realized I had no choice, here I was fucking my friend's
wife after he'd sucked my cock, and now his wife was
offering his cock to me. I did it. His uncircumcised cock
was smooth, very hard and felt surprising good as it slid
into my mouth, resting heavily on my tongue.

I glanced at Annie, whose eyes were glowing as she
watched me suck her husband's dick while my own was buried
deep in her pussy. She smiled and bent to lick Henry's
balls as he slowly pumped in and out of my face. To my
amazement, this was not just good, it was tremendously
exciting. After I'd sucked Henry for a few minutes, Annie
pulled his dick from my mouth and started sucking it
herself. Taking a clue from her, I bent to run my tongue
over his lightly-haired balls. I could feel them shifting
in his scrotum as I pressed my tongue against them. Never
having done this before, I wasn't sure what to do, but I
knew what I liked and thought if I just did that, I
couldn't be too far off.

Henry's sounds of approval told me that one of us was
doing something right, but was it me or Annie? I gave his
balls an experimental swipe up the back and was rewarded
with an "Ahhh, that's good, " from Henry. So I wasn't a
total loss. Annie's pussy was getting so wet I knew there'd
be a big spot on the couch before we were through. I felt
my own balls rubbing the fabric of the cushion as I ground
my dick deep inside her. She pulled Henry's tool out of
her lips and we switched yet again. This time I sucked the
head much more enthusiastically, bobbing it back and forth
to fuck him with me face. Henry's hands came down to
steady my head as he shortened the strokes. I could tell
that he was getting close to coming but didn't want to just

After we'd traded Henry's cock back and forth a few
more times, Annie asked us to trade positions so Henry
could fuck her, too. I knelt on the floor to guide his
cockhead to her well-fucked hole. I gave her clit a lick
and pushed my tongue as far into her passage as it would
go, savoring her juices. To be fair, I gave Henry a final
suck before I sent him off balls-deep in his wife's quim.

When I took his position on the couch, Annie sucked my
dripping tool in as though it was the fountain of life.
When she'd sucked all traces of her fluids from it, she
offered it to Henry.
Now it was my turn to benefit from this double treat.
Her lips and tongue on my balls made his sucking of my cock
ten times the thrill I'd ever felt from being sucked
before. As we traded back and forth, I became so excited,
I knew I was losing control. Annie was squirming on the
couch and rubbing her clit as she neared orgasm. She began
a humming moan around my cock and I felt a sloppy wet
finger (hers?) tickle my ass, then probe inside. Annie
must have been coming as her sucking became erratic and
very hard. I couldn't hold back and released a long stream
of semen into her mouth. She was making little "ummm"
sounds and I felt her tongue lapping the head as more of my
cream throbbed into her face.
Henry pulled out of her pussy, climbed on the couch
and presented his cock to her face. It must have been her
finger in my ass, because it was still there as he moved.

She gave me a final lick and traded my rapidly softening
tool for Henry's Steely Dan. As she switched, I could see
a small drop of my come on the corner of her lips. I tried
to lick his balls, but he was fucking her mouth so hard, I
could only give them an occasional swipe as they went by.

I pulled away a little to watch the action and saw her
twirl a finger in her gaping cunt, then push it into
Henry's ass. 'This must have been what she did with me, '
I thought. If it affects him like it did me, he won't last
much longer.

This turned out to be true as his thighs twitched as
he held his cock deep in Annie's mouth and began to come.

I reached over and held his balls as he'd done to me and
watched Annie swallow his semen. When we finally collapsed
on the couch, Annie smiled at me and asked, "Surprised?"
"Astonished is more like it, " I answered. "And poleaxed
with pleasure, too, " I added.

Henry, Annie, and Me, Part Two

As we relaxed on the couch, I had to ask, "Why me?
Not that I'm complaining, but what made you both think of
me?" "Oh come on, we saw how you looked at Annie, we're not
exactly blind." "Yeah, especially when I wore my orange
bikini. you couldn't keep your eyes off my boobs. I could
see you got a hard-on every time I bent over, too." "Hey,
that thing doesn't hide much. I'm not made of stone, you
know." "Oh yeah? This thing felt pretty stony a little
while ago, " Henry retorted as he gave my cock a squeeze.

"What made you think I'd go for all this? I mean, I'd
never, well, done a lot of things."
"Like suck Henry?" Annie asked.
"Somehow we just knew that when it came time, you'd be
ready. Were you? Did it bother you?"
"I guess not, I did it. What surprised me was that I
liked it."
"You mean to tell us that you'd never. . . Not ever?"
Annie was a little shocked.
"No, when I was a kid I had a cousin suck me once in
a while, but I never did him. Guess I was missing out on
"Annie gets really turned on watching. If you didn't
notice." Henry was holding his cock as well as mine, now.
"Mmm, yes. It gets me hot to watch two guys do each
other." Annie added.
"How about having two guys do you?" I asked.
"You seemed to like that, too."
"Let's see, " Henry said.
"If I take this one, and you take the other. . ." He
began sucking her right nipple. I got the hint and drew
her left nipple into my lips, feeling it start to grow in
my mouth. I let my hand wander between her legs to find
Henry had beaten me there. He shifted to give me some room
by pushing into her cunt while I played with her extended
"Ohh, God. That's so good, don't stop. Suck my
titties." Henry pulled his fingers out of Annie and
smeared her juices over her tits where we eagerly licked
off. It was so good that I moved down to the floor between
her legs and buried my tongue in her snatch, lapping like
a madman. After a minute or so of this, she pushed me to
my back and straddled my face, sucking my cock in to the
root as she lowered her silky fur to my eager mouth. I
continued to lick from her clit to her dripping cave,
fondling her nipples as I did. Henry moved behind her and
I had a worm's-eye view of his prick nosing into her cunt
as his balls dragged over my forehead. I stuck my tongue
up to lap around her labia where they were gripping the
base of his cock. I tried, but couldn't force it in
alongside his prick, so gave his balls a couple of licks
instead. Judging from his reaction, he liked that at least
as well. He thanked me by pulling from her pussy and
letting me suck her sauce from his dick.

It was great. Annie lifted her head from my crotch and
said she wanted to try a new position. This was so good,
I couldn't imagine what she wanted. I soon found out when
she rolled on her back and had me put her legs over my
shoulders to fuck her. Henry straddled her head and she
began licking his balls as he pushed his cock into my face.

Here I was again, balls-deep in his wife and he expected
to suck him. This time, I was more sure of myself and took
him in eagerly. As we all worked on each other, Annie
pulled a cushion from the couch and put it behind her head
so she could twist to the side and watch me giving the
second blowjob of my life. I suddenly, if appropriately,
thought of a cartoon I'd seen years before. It was a
completely black panel with the caption,
"Suck, Mary, suck. Blow is just a figure of speech."
I felt Annie's fingers exploring her pussy then move away.

Henry gave a lurch then a contented sigh as she ran the
slick digit around, then into his ass. I should be so
lucky, I thought and stepped up my sucking and fucking.

When I felt Annie quiver through a small orgasm, I wondered
again what was the etiquette here. Should I come first and
then let Henry have sloppy seconds? Pull out and let him
go first? Did he plan to come in my mouth? I wasn't sure
I was ready for THAT, even though I'd done it plenty with
my ex-wife and other partners. Before I could resolve
these issues, Henry pulled out of my mouth and said,
"Let's trade."
"Yes, whimpered Annie, I want some more." More what
I wasn't sure, but whatever it was, I was willing to give
it to her. She pulled her legs from my shoulders and lay
flat on her back. Henry began sucking her cunt and she
motioned me to kneel over her face. When I did, she began
by licking my balls, all the way back to my ass, then
sucked my cock deep in her mouth. I leaned forward with my
hands on the floor to keep my weight off her and allow her
to suck as much of my cock as she wanted. Henry had moved
up and I looked over my shoulder to see him plunging his
dick into her cunt. This was getting to be more than I
could handle and I knew that I was about to come. Annie
held my hips and tickled my ass with a finger.

As I was about to let loose, she disappointed me by
pulling her finger away. I wasn't disappointed long,
though when I felt a hot, wet tongue circle my back door,
then cautiously poke inside. Of course, it was Henry,
driving me over the top and I came instantly, squirting
long streams of cock juice into Annie's mouth. She seemed
to gurgle happily around my sex drill as it unloaded on her
tongue. Henry switched to a finger in my ass, massaging
prostate until I thought I'd never have any come again.
collapsed to the side, and watched as he shuddered through
his own climax, I noticed how his hips jerked as he filled
her depths with semen. I leaned over to kiss Annie, my
mouth skidding on a drop of my own come dribbling from her

It was familiar. It wasn't the first time I'd tasted
my own juices.
"Thanks, I needed that, " I quipped.
"It was absolutely the greatest."
"I think we all enjoyed that, " replied Annie.
"I know Henry did. I could feel him twitching when he
got off. He does that when it's a really good one." Henry
was laid back against the couch. He looked like a bowl of
limp noodles, his prick lay against his thigh, come seeping
from the tip, the rest slick with Annie's cream. She
crawled over to him and slurped the pliant prick into her
mouth, cleaning it of the sex gravy they'd made.
"Oh, I'm sorry, did you want some of this?" She held
the flaccid member up to my gaze. I knew what she wanted
was to see me sucking it, so I moved over and drew it in so
she could watch. After her mouth, it was totally cleaned
of any flavor at all. She milked the base and a small drop
of come oozed onto my tongue. I pulled back, leaving a
strand between my lip and his cock tip.
"Ohhh, nice, " she cooed, moving in to lick the
shimmery string from my face. As we kissed again, I could
taste the mixture of juices on her mouth. It was really a
night of firsts for me. I went home that night with a
mixture of feelings. This had been the best sex I could
remember for a long time. But this thing with Henry was
confusing. I thought I knew them both pretty well, now I'd
learned that he was bi-sexual and what about me? Was it
just the excitement of having Annie, whom I'd secretly
lusted over for years? Was I just doing this to please
her? But I had to admit, I LIKED the feeling of Henry's
hard dick in my mouth as I fucked Annie.

It hadn't really bothered me to lick his balls or do
anything else with him. I hadn't felt any urge to kiss him
or do anything really kinky, but what I had done did feel
right. What if he wanted to fuck my ass? I'd had a
girlfriend a while ago that used to do me with a dildo or
a vibrator and I'd liked that. But it was with a woman.
Still, I was really curious. What would it feel like? I
suspected it might be better than the double dildo Pat had
used. She used to put one end in her pussy and fuck me
with the other. I used it on her, too. I'd hold it
between my legs to fuck her pussy while I had my cock in
her ass. She'd liked the "anal stimulation" as she'd
called it. Henry was about the same size as the dildo. So
I knew there wouldn't be any problems taking it. What if
they wanted me to fuck Henry? Could I keep it up to do
that? I went to sleep with more questions than I had

About three days later I had a call from Annie. She
wanted me to come over and spend Saturday night.
"The kids will be at my folks for the weekend. We
thought we'd have a cook-out and, well, you know." I could
almost see her blush over the phone.
"Sounds great, I'll bring some beer and steaks."
"Fine, we'll have everything else. Oh, you won't need
a suit for the spa or pool." she giggled a little as she
anticipated my reaction.
"I take it there won't be anyone else there, then."
"No, just us chickens."
"Sure you don't mean Jaybirds?"
"You're bad, be here at six." I showed up at six on
the tick, a little nervous but already semi-hard thinking
about her breasts with their long nipples and silky bush
with the velvet lining.

Henry answered the door and led me to the back patio.
Their house was on the side of a hill with most of the
property in back and no neighbors above them. We'd have
complete privacy around the pool and spa. Annie was in a
robe that matched Henry's, blue silk with geometric designs
in dark blue and green. She kissed me and handed me a
package, neatly gift-wrapped. I traded the steaks for
having given Henry the case of Moosehead earlier.
"What's this, my birthday's a long way off."
"Just a little something for a good friend. Open it."
When I pulled the lid off the box, I saw it was a robe, to
match theirs. Not only was it beautiful, but symbolic,
"Well, are you going to model it?" Henry called over
his shoulder as he maneuvered steaks on the grill.
"Now?" I asked.
"Now, " said Annie. Not being one to buck the tide, I
started for the house to change. Annie followed me and led
me to their bedroom instead of the guest room I usually
stayed in.
"Let's get out of those things, " she said, pulling my
shirt over my head. I kicked my shoes off and sat on the
bed to let her pull my shorts off. She got the underwear
with them and as she worked them over my feet gave my cock
a little kiss as it bobbed in front of her.
"Are we going to start before we eat?" I asked.
"I thought we could talk." She handed me the robe and
sat next to me. As she leaned forward, her robe gaped open
and I could see one of those magnificent nipples.
"I want to make sure you're, well, comfortable with
what we did last week. If you'd rather not uh, with Henry.
. ." Now she was blushing.
"No, I've thought about it and I know that I liked it.
It's just new to me so you may have to be patient and
sometimes tell me what to do. If it comes to something I
don't like, I'll say so. But I've decided to try anything
that doesn't involve drugs or hurting someone."
"Good, because that's our rules here. We won't have
anything to do with any drugs. I can hardly get Henry to
take an aspirin. You know that." She laid her hand on my
leg, just below my cock, which was starting to grow again
and I was sure had an oil leak.
"You know how much I liked it last week. I trust you
two enough that I'm not concerned about anything. Let's
just enjoy and be happy."
"Good now that that's clear, we can eat. May I have
an appetizer?" She held my dick through the robe.
"OK, but let's not stain my new robe, OK?"
"No problem, " she said as she flipped the robe aside
and sucked me in to the root. I felt her tongue lapping
all the lubrication from the head as she sucked me gently.

When I was slick and clean, she stopped and said,
"Let's go eat." When we joined Henry on the Patio, I
caught the smile she exchanged with him, evidently letting
him know that everything was cool. I helped put the salads
and Annie's special baked potatoes on the table. She'd
slice them open and pour in a special mixture of butter and
spices that I loved. She kept the recipe secret, saying
long as she had a hold on me, I'd keep coming back. Henry
served up the steaks and we settled down for a serious

The dinner conversation centered mostly around
business, Henry's construction and supply business and
Karate school. I'd had a Nautilus fitness center before
the divorce but had eventually closed it rather than let
ex and her lawyer steal it. I really hated that because
the income was phenomenal, and while not making me rich,
was certainly well-off. But that's a different and sadder
story. When all the dishes were in the washer, we headed
for the spa as we usually did. This time, though was
different. Instead of me being tantalized by Annie's
orange bikini, I was treated to her nude body and, I admit,
my growing interest in Henry's organ. I settle into the
bubbling warmth with a contented sigh and a glass of white

Annie and Henry positioned themselves on either side
of me. Through the foam, I could see Henry's cock waving
in the currents and Annie's tits bobbing at the surface.

She leaned her right nipple into my arm and kissed me,
gently at first, then with passion, out tongues thrusting
and parrying like fencers in a tournament. A hand grasped
my stiffening organ and when I looked down, Henry had one
hand on my dick and one on Annie's dark-furred pussy. I
could see he'd already worked a finger into her as he
simultaneously stroked my foreskin back and forth under
Annie held a breast out to me and I happily sucked her
turgid nipple between my lips. Henry's head lightly bumped
mine as he did the same on her other breast. Annie leaned
back and sighed, "This is great, a steak dinner and then
two cocksuckers to lick my titties." Her nipples, at least
the one I had in my mouth were at rigid attention and she
was lightly thrusting her hips at Henry's hand in the
"Let's go in the house, " Henry said. Because we were
limited in what we could do in the spa, we all made a
bee-line for the bedroom. We didn't even dry off first.

As we hit the King-sized water bed, I snuggled between
Annie's legs and began licking her cunt lips. She lay back
and accepted my efforts like a queen receiving gifts from
her subjects. I was stretched out on my stomach between
her legs and Henry was between my legs, licking my balls.

My cock was trapped under my body and I raised up a little
to free it, never removing my mouth from Annie's juicy box.


Instead of reaching around to play with my boner as I
expected, Henry ran his tongue up over the back of my balls
between my cheeks, over my anus and to the top of my ass
crack. It felt so good I made an "mmmnn" noise before I
realized what he was doing. When he did it again, he
stopped to run his tongue around, then into my ass. It
felt so good I automatically arched my hips up to give him
better access. Annie guided my head to her clit and I
began working on it with my tongue. When Henry continued
by putting a finger in me I knew I wasn't far away from my
first ass fucking. I hoped I was going to enjoy it.

Henry, Annie, and Me, Part Three

Annie scooted down in the bed, away from the clit
sucking I'd been giving her. She turned to slide under me
into a sixty-nine position. Henry was somewhere behind
having temporarily, at least, removed his finger from
ass. As Annie pulled my cock into her mouth I felt my back
door being rimmed again. After a few tongue thrusts I was
squirming with the pleasure of being expertly reamed.

Henry's removed his tongue and quickly replaced it with
cock. As I felt the head of his tool nuzzling my anus,
Annie stopped her sucking of my own tool to hiss,
"Yes, fuck him, stick it in. I want to see it go in."
From her position under me, she could look straight up at
the cock about to penetrate my virgin ass. She excitedly
licked my balls as her husband worked his tapered cockhead
past my puckered rim.
"Push out with your ass, " Henry advised. He knew this
was my first time.
"Just go slow, " I panted. So far it hadn't hurt at
all, but was feeling better than I imagined. A real cock
is so much better than a vibrator or dildo. It's warm and
soft on the outside and conforms to your ass better. I
pushed as he suggested and suddenly felt about half his
cock slide into me.
"Ohh, God, " Annie moaned.
"You're fucking him. It looks so good." She slurped
my cock back into her mouth and began sucking furiously.

Henry pulled back slowly until only the head was in me and
then pushed in just as slowly. It felt great and he was
able to get more in this time. He repeated this
slow-motion fuck until all of his dick was buried in me.

I groaned a little and returned to licking Annie's cunt.

As I thrust my tongue as deep into her as I could, She
fondled my balls, rubbing them against Henry's as he held
motionless inside my ass. Her tongue did a twirling dance
around my glans and I instinctively began fucking her
mouth. This had the additional effect of moving my ass
back and forth along Henry's dick.
"Ahhh, that's good, " I heard him sigh as he began
pumping in time with my own movements, making longer
strokes as we got into a rhythm. Annie was making little
contended noises as she sucked my cock. I was now running
my tongue along her clit, up one side of the hood, across
the top and down the other, making racetrack ovals as she
twitched under me. Her cream was running down her ass,
soaking it. As I gripped her cheeks, I pushed a finger at
her puckered ass. She was so wet it slid in easily. A
muffled "mmnnn" around my dick told me that she liked it
I pushed in a little deeper and began fingering her in the
same rhythm as Henry was fucking me. The full-length
strokes he was taking seemed to be pushing my intestines
back and forth as he pumped his cock in my ass.

Annie's mouth on my dribbling tool and her hand on my
balls were pushing me to my limit. I plunged another
finger into her ass and began sucking her elongated clit.

She humped up against me and ground her pubic bone against
my chin. I drew her clit into my mouth and stroked it with
my tongue tip and I sucked. She hummed her orgasm around
my cock and squeezed my balls gently. I felt her ass
contract around my fingers as I gave her clit a final flick
and started coming in her mouth. It felt like each squirt
was timed with Henry's prick pushing into my ass. Maybe
was my prostate being massaged on the in strokes that did
it. Whatever it was, I shot four long streams of semen
into Annie's willing mouth.

My balls felt as though they were retracting into my
body and my ass was going into spasms I'd never felt
"Oh, God Damn! You're coming! It's so tight, so hot,
Ahhhh, sheeeiit." Henry shoved deep into me and I could
actually feel his cock throbbing as he shuddered in his
orgasm. I felt a warmth in my ass and knew it was his
come, pouring from his body into mine. Annie put her arms
around my waist and pulled me down on top of her, Henry
collapsed over my back and we rolled onto our sides, still
locked together. I hadn't even removed my fingers from
ass and Henry was only beginning to soften in me. We'd
started out covered in water from the spa and now we were
covered in sweat.
Henry rolled onto his back, pulling his cock wetly from
"Damn! That was good. You're sure you've never done
this before?" He panted. Annie finally let my deflated
dick slid from her mouth. She licked a drop of semen from
her lip and said, " We almost came together. That was
great. It's hard enough to have two come at once, but
three, wow!" She squirmed up to me and kissed me deeply.

I could again taste traces of my come on her tongue. We
broke apart and she leaned over me to kiss Henry just as
deeply. I wondered if he recognized my come on his wife's
mouth. Annie looked at me seriously, "Thanks, that was
really one terrific fuck. We both appreciate it."
"I liked it a lot, too, you know. It's not like I
didn't get anything out of it." I replied.
"Believe me, I know, " Annie smiled, licking her lips
sexily. Henry leaned over and gave Annie another kiss,
patted my ass and said,
"Now that we've had our mutual admiration session,
what say we have a quick shower and attack the desert we
never had."
"Desert?" I asked hopefully. Annie was a wizard with
deserts. After all this exercise, I thought I'd earned
some high-calorie rewards.
"Desert!" Annie said.
"I just had mine." She smacked her lips again as she
stared pointedly at my groin.
"But maybe if I let you two recharge, I'll get some
"Deal, " said Henry and I almost together. We all
shuffled into their master bathroom and I was treated to
the most sybaritic shower of my life. Because Henry was
the construction business, he'd built their bathroom
the best he could find. The shower was huge, with a
separate shower head and controls on each end. Both heads
were of the massage type on long hoses. They both were
experts in using these clever devices and sandwiched me
the middle and used both heads on me at once. When they
were through, I'd been rinsed, lathered, massaged, rinsed
again and generally treated to a luxury bathing.

They even took turns sucking my cock and rimming my
"Got to make sure we got all the soap off, " Annie
"Sometimes it's best to get a second opinion, too." I
was too tuned out to reply. All I could do was lie back
and grin. When we got out, they had warm towels ready.
I'd always liked big towels but these were so huge they
could have been terry cloth bed sheets. I did ask how they
kept them so warm.
"The towel racks are part of the plumbing." Henry
answered. The hot water flows through them, getting the
towels warm while you shower." Damn clever, these
plumbers. We put our matching robes back on and Annie
served desert. It was my favorite that wasn't chocolate.

Pineapple upside down cake. I have this theory called Rule
"If it ain't chocolate, it ain't desert." Because
this wasn't chocolate, it was just a delayed part of the
meal and we weren't really having desert. Good thinking,
huh? I noticed Annie ate a very small portion, but like
me, Henry pigged out. We sat on the patio, watching the
stars over the mountain with Annie snuggled between us
the padded bench by the pool. She had one hand under
Henry's and my robes, gently fondling our balls. I
reciprocated by slipping my hand inside hers to cup her
breasts and tweak her nipples. I glanced down and Henry's
hand was between her thighs, moving slowly back and forth.

I though I could detect a whiff off her cunt cream so she
must have been getting very wet. My dick was starting to
rise as her nipples grew in my hand. I looked over and
Henry's cock was sticking straight up from between the
of his robe.

Never one to miss an opportunity, Annie bent over and
sucked the head into her mouth, sucking noisily. Her new
position turned her hips to me with the bottom of her robe
just barely covering those rounded cheeks. I slid my hand
under the hem and felt the firm globes and the crevice
between them. My fingers wandered around her smooth hills
and then explored her crack, running over her ass all the
way into her pussy, now juicing freely. She shifted around
more to get her knees on the bench, never loosing her
liplock on Henry's tool. Annie waggled her ass at me so I
moved to my knees behind her and ran my tongue into her
cunt then up over her ass, all the way to the top of her

On the way back down, I stopped to circle her dark
pink starfish before scooping more of her delicious cream
from her pussy. I made another round trip, this time
stopping on the return trip to part her asshole with my
tongue, slipping it as far inside as I could. She moaned
around Henry's cock as I thrust it in and out. My own cock
was now dripping pre-cum and throbbing for some pussy.
moved behind her and rubbed my prick up and down her cunt
lips, wetting the head with her juices. I pushed it up
between her ass cheeks to get my balls against her open

When I felt her warm cream coating my balls, I pulled
back and gently put the head into her opening. She
wriggled her hips again and pushed back against me and I
slid in until my balls were once again resting against her
clit. We paused for a few seconds to savor the feeling,
the began a sln ow fuck. I ran my finger around her labia
where they grasped the base of my cock. She was so wet,
there was fluids coating me here. too. When the finger was
liberally covered with her juice, I ran it around her ass
then pushed it in to the second knuckle.
"Mmmm, yes, do my ass, too, " Annie mumbled as she
licked Henry's balls. He was thrusting up into her face
and holding her breasts as he began breathing fast and
deep. She must have been giving him a special blow job if
he was going to come so fast. Especially when it wasn't
the first time tonight. I speeded up my fucking of her ass
and pussy and reached around to play with her clit. I've
always believed that nice guys finish last and wanted her
to get off at least once before I came in her cunt. This
wasn't going to be easy because she felt very tight in this
position and my finger in her ass was massaging my cock as
we fucked.

She must have been doing even better on Henry than I
thought because he suddenly groaned out
"Oh, shit! I'm coming, I'm coming!" and shuddered
twice as he humped deeply into Annie's mouth. I could hear
her swallowing so it must have been a large load of semen
he gave her, She added her hand to mine, massaging her
labia and clit until she gasped for breath and I felt her
pussy and ass contract several times as she climaxed around
my fingers and cock. I slowed down to allow her to recover
and she rose up from Henry's groin to suck down more air.

What she did next, I'd never even seen in a porno film.
I'd heard of it, but didn't think it was really something
that could be done, much less enjoyed. She stuffed my cock
in beside his, sucking both heads at the same time.

I could feel Henry's glans, hot and throbbing
slightly, pressing against mine as Annie's tongue lapped
over and around both of us. She couldn't get much suction
going with her mouth stretched out like that but everything
else felt great. Her hands cupped our balls as Henry tried
to fuck her mouth with short movements that rubbed our
dicks sensuously over each other. I steadyed myself with
a hand on her shoulder as she took her hand from my balls
and rubbed her own crotch with it. When her hand
returned, she parted my butt cheeks and used the
now-slippery finger to stroke my rim. She moved her other
hand to her bush and gathered up some sex juice before
giving Henry the same treatment.
She finally pulled her lips from our tools, looked up
at us and said,
"Sometime I'd like you both to come like that but
right now I need to be fucked. Both of you at once." She
pushed us to the mats and we rolled around kissing her
nipples and playing with her clit before she pulled Henry
on top of her and guided his dick to her sex nest. After
her was in to his balls, they rolled to their sides, facing
away from me.
"In my ass, but slowly, " Annie hissed. I moved down
to check out that lovely piece of her real estate. In her
position her buns were closed so I spread them before
licking once more into her valley. She was still somewhat
wet from my earlier reaming, so I gave her only a short
treatment. Henry's balls were close by so I gave them a
few licks while I was in the neighborhood. It seemed like
the friendly thing to do considering I was about to fuck
his wife in the ass. I probed her with one, then two
fingers. It's really true, I could feel his cock working
in her cunt, although the separation was considerably
thicker than the "thin membrane" you're always reading
"Your cock, now." Annie commanded. I quickly slid back
up behind her and pressed my hard-on between her cheeks.

She arched back to meet me a little and I felt the head
wetly nuzzle her ass. I pressed and she did her part by
pushing out with her sphincter until my tapered glans
slipped in. I paused to give her time to adjust. She
humped back at me until about an inch of my shaft was in
her. Henry had considerately stopped fucking her pussy
until we were ready. Annie moved a little more and I kept
the pressure on her from my side. She seemed to suddenly
open up and I slid in all the way. With my cock nestled
deep in her ass, I held her breasts from the rear and
savored the sensations. Henry's cock was a hard pressure
against mine in the heat of Annie's body.

I could feel her rectum making little twitching
motions as it adapted to this invader in her depths. Her
nipples were not just hard, they were extended almost an
inch and seemed to snuggle into my palms as I cupped her
tanned tits. Henry finally started stroking in and out
her pussy, but slowly. I asked Annie, "how do you want
this, together ot alternating?"
"Alternating for now, if you can." When Henry pulled
out, I waited until I felt him leave just the head in her
then began to pull my rod back. As I slid out, I felt him
push in. When he started out again, I matched his speed as
I stroked back in. The sensations were almost too good for
"Ohhh, God, yes, yes, fuck me." Annie sighed so
softly I almost didn't hear her. She held very still and
let us pleasure her. I began thumbing her nipples as
Henry, no doubt more familiar with what she wanted, speeded
up slightly. We continued to alternate strokes as Annie
began breathing hard and gasping passionate orders.
"Mmmm, yes. Faster, fuck my ass, fuck my pussy. Do
it, both of you! Oh shit, it's so damn good. Two cocks in
me. Fuck it, fuck it." She began having small orgasms
and I know we both felt ripples in her pussy and ass as her
muscles twitched and contracted from the double fucking
was getting.
"I'm getting close, " Henry panted. My own come
wasn't far off either. Henry began pumping faster,
ignoring our earlier rythym.
"Yes, come in me. Both of you come, come, come!"
Annie began bucking her hips back and forth urging us on.

The contractions in her body and the feeling of Henry's
hard dick stroking alongside mine were pushing me over
edge. When Annie began wailing and crying out that she was
coming again, I couldn't wait. I shoved my cock as deeply
into her as I could and felt my entire length contract
almost painfully as I squirted into her. Henry was pumping
so hard, his balls were slapping mine. It was still almost
a minute before I felt his dick throb and knew he was
coming, too. My own penis was half-deflated by now and
Annie's continuing contractions were beginning to push
from her body. I snuggled in so her butt was pressed
against my groin and slowly fondled her breasts. It was
couple of minutes before anyone spoke. Then Annie sighed,
that was the most fantastic fuck I think I've ever had."
"Don't let it go to your head, " Henry said, "she says
that almost every time."
"Well, I certainly can't argue about it. Do you guys
know any more tricks designed to turn me into an old man
before my time?" Annie turned to smile at me over her
shoulder, "As they say, you ain't seen nothin' yet."
"Oh shit, I may be dead before tomorrow night. Hey,
I'm not a young guy any more."
"Oh sure, " Henry grinned,
"I'm your age and I don't teach karate classes every
night and kick those 20-year old's asses for fun."
"Yeah, but I don't have to fuck 'em first. Besides,
I can outsmart those guys, I'm just a beginner here.
Especially next to you two."
"Honey, you're a fast learner." Annie chided me.
"With your attitude and equipment in such good shape,
you'll do fine." I was too whipped out to think of an
appropriate response so I just rolled onto my back and
closd my eyes. It was time for my morning nap. I'd never
taken one before but this seemed like a good time to start.
I hadn't really intended to take a nap, but Annie
eventually got up and came back with hot towels and
washcloths. Before I could get up, she bent over me and
"Relax, it's time for me to take care of my men." She
started cleaning me off and the warmth of the towel and the
soothing strokes of her hands on my satiated sex relaxed
so much that, when she covered me with a warm towel and
turned to do Henry, I drifted off into a dreamless sleep.



I awoke with a tickle under my nose. Thinking it was
a fly, I tried to bruch it off without opening my eyes. My
hand met resistance much different than a fly, although
did rhyme, it wasn't a fly but Annie's thigh. My eyes
popped open and all I could see was a warm pussy, framed by
a dark, silky bush. Annie had straddled my face and was
rubbing her clit on my nose. I smiled, reached up and held
her ass cheeks and pulled her down to me, running my tongue
into and around her cunt. It was slighly damp and smelled
of soap and perhaps just a touch of Henry's semen.
"About time you woke up, sleepyhead." Annie rotated
her hips back and forth to settle her labia around my
"It's almost eleven o'clock. Time for your lunch
"I'm having lunch now, " I mumbled out of her pussy.
"Mmmm, yes. Don't eat too fast, now. There'll be
plenty for later." I felt someone standing behind me and
rolled my eyes around to see Henry, standing over my head.

I looked straight up and Annie was lifting his balls to her
lips. Her tongue slathered them with affection before
released them to suck his soft cock into her mouth. The
flavor of her pussy started to change as she lubricated.

Sometimes odd thoughts occur to me at the most
inappropriate moments. Right at that instant, the term
'Bartholoman Glands" pooped into my head. Maybe it wasn't
so inappropriate at that because those were the little
workers producing her delicious sex sauce. Still you
wouldn't think trivia like that would pop up while I was
eating pussy. Henry stepped back, his now-rigid tool
bobbing in the air.
"Let's change, " Annie suggested. I wasn't sure what
we were changing to, but she probably had someting in mind.

Henry lay on his back and Annie had me kneel between his
legs, and start sucking his cock. It felt odd, my ass up
in the air while they both observed my performance. It
wasn't long before Annie moved behind me and started
stroking my hard-on while fondling my ass. No one seemed
in a hurry, I knew I wasn't, so I tried a slow, sucking
with Henry. I liked that, to sometimes be sucked just
enough to keep the pot boiling without making me erupt too
soon. I hoped he liked it too. I definitely liked what
Annie did next. She started kissing my balls from the

I spread my knees to show my pleasure and make it
easier for her. When licked over my balls and up onto my
right buttock, I felt little goosebumps march over my ass,
right behind her tongue. She made this trip several times,
alternating between left and right cheeks. At the same
time, she was stroking my cock with one hand. On about the
sixth trip, she apparently couldn't decide between left
right so split the difference, making a slithery trail
my crack. When she teased my pucker it made my cock jump
in her hand and an extra-large drop of clear juice dripped
from the end. Annie felt this offering with her fingers
then moved her head around to suck it from my prick. When
she returned behind me, she ran her tongue around my
cheeks, then dipped it into my anus.

With one hand on my cock, and her tongue in my ass, I
lost my concentration on Henry who bucked his hips a little
to remind me his cock still needed some attention. I
resumed speed on his dick, still enjoying the attention
was getting from Annie when she moved away from my
backside. When I thought she'd gone for good, I felt a
movement behind me, then a warm, pleasant vibration around
my ass.
"This'll be nice, " Annie said. Well, I'd been fucked
with a vibrator before and knew I'd like that. I turned my
head and wow! Annie was sprouting a cock from her pussy.

She had a double dildo/vibrator bery similar to the one
had used on me before. One end fit into her cunt, the
other sticking out like a cock. The batteries and controls
were in the middle and stuck down like balls.
"Ready for this big boy?" Annie smiled as she twisted
the control and the techno-tool hummed at a faster rate.

She knee-walked around to Henry and stuck the business
at his face.
"Suck my cock, " she demanded. Henry sucked the soft
plastic as it hummed its tune as though it were the real
thing. Annie ooh’d and ahh’d as though she
could feel
something. I think she got off from watching her guy suck
cock. When she was satisfied with his performance she
returned to me, and gave my ass another tongue job. She
had the longest tongue of anyone I've ever known. It felt
like a hot snake slithering up my hole as she worked my
prostate with it. When she pulled back, I was quivering
with excitement and had sucked Henry's tool in to the base,
my lips almost at his balls. Annie positioned the tip of
her plastic pud against my hole and wriggled her hips to
ease it into my ass. I pushed out with my ass, (my haven't
we learned a lot the past week or two?) and it smoothly
slid in a couple of inches.

The vibration and Annie's soft hand holding my balls
reassured me that this was going to be special. She began
fucking in and out, going deeper every few strokes until
felt her pubic hair brushing softly against my cheeks.

Henry pulled his dick from my mouth and crawled down to
watch Annie fucking me. One of them, I think it was still
Annie, fondled my balls and cock as I continued to leak my
slippery fluids from the tip.
"Oh God Yes!"
We all lay exhausted and so tired from the extended
play time. I had enjoyed my time so much with them and I
knew we all would be together again most of our free time!
by Bondoogie.
-=[ THE END ]=-

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