You would love to feel that wouldn't you?... Feel that big black prick splitting you open... then filling your pussy with hot cum... "

"Yes... oh yesss... "

..". And I'd watch as he did you... see him ram in and out of you... his cock swelling and beginning to unload... "

"Yessssssss... yessssss... ohhhHHHHHHH... "

Dawn's body arched up as her second climax overtook her. She pressed the vibrator tighter against her clit. I held the end of the thick ten inch dildo and worked it furiously into her wet pussy. Her juices coated it and moved slickly in and out of her. We were playing out one of our favorite fantasies and I really found watching her jack off as I fucked her with a dildo to be erotic. Turning off her vibrator she laid it beside her and I slowly moved the dildo in and out. She lay quietly as I moved down beside her, holding it loosely in my hand her muscles pushed it out and it fell between her thighs.

Dawn and I have been married for just four years. We had known one another back in high school but following graduation had gone our separate ways. We had both married and divorced. She had been single for close to fifteen years before moving back into the area. I had been in a marriage for twenty years until one day when my wife decided it was time to move on. I had vowed not to remarry until Dawn and I crossed paths, then after a year or so had decided that we really enjoyed one another and had gotten married.

I looked at her beside me. In her late forties she still was fantastically attractive. Short light brown hair with pale blue eyes and a body that she would show off to me. Standing naked she would run her hands over herself while telling me "38C.. 28.. 40.. and 140 pounds of pure sex..." Her nipples were a light pink and sensitive, she kept her pussy completely shaved and as she would open her thighs the folds of her slit would beckon you to taste. When excited her clit could barely be seen poking out from the lips. I felt I was really lucky to have her, especially when I felt I hadn't aged so gracefully. Six foot, 170 pounds, brown eyes and a nicely trimmed salt and pepper beard, which I told her was to make up for the lack of hair on top. I was a partner in a construction firm and had spent close to thirty years outside so my tanned skin was weathered and creased. I wasn't overly endowed, I didn't feel, but had never had any complaints of my fairly thick seven and a half inches. Dawn had kept my shaft and balls shaved while trimming the thick brown hair that surrounded it, and 'it' presently needed some release!

She looked over at me then down at my fingers playing on my hard prick. "Oh my! It appears you are in need... I think I can help. " She moved down closer to my cock and pushing my hand away took it in hers.

"Oh damn that feels good... " My hips raised towards her. I wanted to watch her full pouty lips close over the head.

"You want me to suck it?.. run my lips over the head?... then shoot your load and have me swallow?... " Her fingers moved up and down the shaft and she licked the head as she talked.

"Yes... yes... ohgawd... "

"After you watched him fill me with cum, you would want to cum too wouldn't you?... You would be so horny you'd do anything for me?.. " Her fist moved faster, my balls filled. Her mouth closed over the crown.

"Yes... I would... " Her nipples brushed against my lower belly. She always made sure I got off when we played our fantasy game, but this was something new. She seldom carried the fantasy on.

"This is what you would do... " Lifting her leg she straddled my face and lowered her slit to my lips. "I'd lower my cum filled pussy against your mouth... and feel your tongue flick over my clit... " Her fingers and lips teased my cock and balls. She knew I was at the point of having to cum!

"You would do... what-t-t-t... mmmrrggghhh... " She pressed tight to my mouth and my tongue worked against her clit. I felt it harden and I sucked it between my tips and flicked it. Her hips moved so my lips and tongue tasted her juices the entire length of her slit.

"You would take it all... every drop... ohhhhh.. don't stop... " Dawn held my cock tightly, not moving, as her hips ground down against me. "Yes!.. yes!!.. suck it out... tongue my clit-t-t-t... ohhhHHHHCUMMINGGGGGG... "

I couldn't breath! Her cum flowed from her and I was immersed in her juices. She bucked against me as her orgasm peaked. Slowly her motion stopped and she moved off me. Her breasts were against my thigh and she resumed stroking my cock. "That was so good... I came so hard... you would really like to see me do that... wouldn't you?"

I was going to explode! "YES!... I would!!!... please... " I had to cum!!

"So would I!!!... " She pulled gently on my ball sac and her fist pumped my throbbing cock. "I want you... to... watch me... get filled with... cum... " Her fist slammed to the base of my prick with each word.

"You-u-u-u... do-o-o-o-OHHHHHHH... DAMNNNNNNNNN!!!!!!... " She pressed my cock to her breasts and I watched my cock pulse and release load after load onto them. She continued to pump my load onto the slope of her breasts. Spent, my cum oozed from the tip and down over her hand. Her head moved to her fist and I watched her take my flaccid cock fully into her mouth. Gently she cleaned me. As I drifted off to sleep I saw my cum drip from her breast to my belly and could feel her soft lips encompassing me...

I woke to sunlight streaming in the window and Dawn curled close to me. I moved as quietly as possible and looking down at her naked form went into the shower. I pulled on a pair of boxers and went into the kitchen. Dawn was sitting at the table with a cup of coffee. "Last night was fantastic! I've never cum so hard!" She looked over at me and smiled, "Nor have you!!"

"I know! You drained me!!" I took my first swallow of hot coffee.

"You know if you really want to see that... I think I would like it too. " Dawn looked directly at me.

I sat quietly gathering my thoughts. We talked for a couple hours about actually making our fantasy a reality. Although nervous we both agreed we were curious. I sat down at the computer and did some searching. It took a few days but I finally found a classified ad and sent an email. James answered my email and wanted to set up a meeting over coffee. He lived about a hundred miles away and after discussing it all with Dawn I made the plans to meet him for lunch.

"Well!.. well?... what happened... what's he like... is he nice??... " I had just pulled in the driveway and hadn't had time to get out before Dawn was running out the door and asking questions.

I laughed and taking her hand we went inside. "Whoa, slow down... yes we had lunch and he is a very nice gentleman. He's in his mid thirties and... well here.. see for yourself. " I handed Dawn a CD. She sat down at the computer and bringing it up saw that it was pictures. James had told me what it contained so I sat on the couch and watched her. "By the way, he's going to call tomorrow evening and talk to you. " I could see the monitor from where I sat and could also see Dawn's reactions.

"He is? I'd like that... oh my... oh MY!.. " She viewed picture after picture her hand was between her legs and I could see her getting excited as rued herself. "He's not circumsized... and so big!"

The first pictures showed him in slacks and jeans and bathing suit. Each showed him with less and less clothing. When he was naked it showed his soft prick hanging between his thighs. You could see the foreskin covering the head. As the pictures progressed he stroked it until it was standing at full erection. The foreskin pulled back exposing a large dark colored head.

Dawn had undone her shorts and her fingers worked busily inside her panties. My own cock was hard and uncomfortable being confined so I unzipped my pants and released it. "Oh Jerry! My gawd it reaches past his belly button! It's huge!... " Dawn looked over at me her finger moving inside her panties. It was then she noticed my cock standing outside my pants and my fist slamming the length. "Oh damn! You want him to do me don't you? You're cock is so hard!" She stood and pushed her shorts and panties down, stepping out of them she approached me pulling her blouse and bra off. Naked she walked towards me, her fingers pressed tight between her legs.

"Yes.. yes I do... " I pulled my pants down and yanked my T-shirt over my head, tossing it to the floor. Wrapping my fist around my hard cock I squeezed the precum from the tip and coated my fingers. The view program on the monitor held each picture for twenty seconds before moving to the next.

Dawn moved over me and positioned herself so she could see the screen. Holding her slit open she lowered her pussy onto my cock, then returned to jacking off her clit. "His cock is so-o-o big... it's going to... " She was riding my length and her finger increased its tempo. "I... I.. want to feel it in my... hand... pussy... ohhhh damn Jerry!... you're... you're-e-e-e... yes.. yes... do it... NOW!!"

Her pussy gripped my cock... her finger pressed and moved over her clit... she kept talking about the pictures... "OHHHHHHHHHH HHHHHH... " I unloaded my cum until it leaked from the edges of her slit and ran down onto my balls.

"YESSSSSSSSS!!!!!!!!!!" Her finger was a blur as her orgasm overtook her and she collapsed against me. "Oh damn... oh damn-n-n-n-n... "

++++++++++++++++++++++++++++++++

"Hello? Hi James... Yes she is... " I chuckled. "She really liked them... Yep right here, just a second. " I held the phone towards Dawn. We had been sitting on the couch watching a movie before the phone rang. I turned the volume down.

"Hi... it's nice to hear your voice... " Dawn paused and listened. I could only hear one side of the conversation and see her expressions. "Yes I saw them... they were quite explicit... yes I liked them. " Dawn was sitting cross legged with an old T-shirt and no bra with a pair of cotton panties. I watched her nipples harden against the material and reached over and gently rubbed them. "ohhh... no... no... Jerry just... yes it does feel good... yes I am wet... " She nodded into the phone. ..". panties.. " She glanced over to me. .." boxers... yes he is... " I knew what had been said, my cock was hard and I had taken it out the opening. "You want me to do what?" Dawn got up off the couch and walked towards the bedroom. "Ok.. yes I will... " She motioned for me to sit still and indicated she would right back.

I couldn't make out what she was saying but heard her talking. It was quiet for a few moments and I sat stroking my cock wondering what was happening.

..". YES... " I looked up as I heard Dawn. She came from the bedroom and with glazed eyes walked back towards the couch. She had removed her T-shirt and her nipples were rock hard. She still had her panties on but pulled to the side. Hanging lewdly between her thighs was the end of the dildo. She sat down next to me and pumped it into herself. "I am... almost all of it... yes I can hear it... ok... "

Dawn looked over to me, "He's got his cock out and has it coated with oil. I can hear him stroking it. " She listened for a moment. "Honey... come get me off with your tongue so James can hear it... " She pulled her panties farther to the side so I could see the pink tip of her clit. "Yes they are still on. I pulled them to the side... he is hard... yes he is stroking it... OHHHH.. " My tongue found her clit. "Yes his tongue... I am... fucking myself... ohhh damnnn... yes it feels good... yes, I hear you doing it... "

Dawn held the phone down near my ear and I could hear his hand working over his oil slick cock. I continued sucking and licking on her clit as she worked the dildo in and out of her wetness.

She put the phone next to her ear. "He heard it... he's doing the same thing... it was his tongue and the.. the.. dil.. dil.. dildo... "

I had increased the tempo of sucking her clit between my teeth and flicking the hard knob with my tongue. The dildo worked easily in her wet pussy. Her knuckles were white from holding the phone so tightly.

"Yes.. I hear you... he.. he is... ohh... ohhfuck... ohhHHHHHGAWDDD... " Dawn screamed as her body tensed and she pushed her hips against my mouth. I pumped the dildo faster and faster until her body began to relax. "ohhh... damn... " As her orgasm pasted I stopped the motion and pushed the dildo deeper into her and held it. Leaning back, my face covered with her juices I looked up at her, I held my raging cock in my fist.

She nodded into the phone. "OK... " Her finger slipped between the lips of her slit and she gently touched her clit, then looked at me. "Jack off onto my fingers and pussy... " I moved up between her legs. My thigh held the dildo deep inside her. My cock screamed for release and I felt my balls pull up tight to me as they filled. I looked down at her fingers buried in the wet swollen slit and my fist jerking my prick. "Jerry he is jacking off... I can hear him stroking his cock... cum on me lover... shoot your hot cum... " Her fingers moved faster over her clit. "He is... he's going to cover my pussy with cum... yes I'm going to cum... again... ohgawd!.. yes!... do it!!... Jerry he's cumming... his fist is going so fast he's cumming... "

I felt the release deep in my belly as my fist pumped. Glancing up at Dawn she was staring down at my prick and holding the phone tight to her ear. Her hand was rubbing her clit so fast now that her breasts bounced against her chest. I looked down at the purple head of my cock. "OHHHHHHHHHHHFUCKKKKK.. OHHHHhhhhhhdamn-n-n-n-n-n-n... " Holding my cock towards her cunt I released load after load onto her. Cum covered her fingers and panties then dripped down her slit and onto the end of the dildo. "ohhhgawddamnnn... "

"ohhhhhyessss... he... did... lots... ohhhhhHHHHH... ahhhHHHH... " Dawn's fingers moved rapidly against her clit as another smaller orgasm shook through her. Her body relaxed and I sat back on the floor, the dildo slipped out and fell onto the floor before me. "ohhh... that was unreal... I heard you and Jerry was cumming on me at the same time... " She smiled at me her finger slowly playing along the length of her cum coated slit.

I moved back and leaned against the recliner as she talked. "Yes we'll bring it... yes we have others... ok we'll bring them all... We have one too... I'll pack it also... yes.. no, not at all... see you tomorrow night James... ok... bye. " Dawn switched the phone off and sat looking at her soaked panties and well used pussy then over at me sitting on the floor. My cock limp between my thighs.

I smiled weakly and bounced my flaccid member in my hand. "Well that was different!... and fun. " I chuckled.

Picking up my discarded T-shirt she began cleaning our cum off everything. "It was that! He wants us to bring all our toys and our camcorder. He has one too, and I told him I didn't mind if he brought his digital camera. He also put a key card for the motel in overnight mail and we should have it tomorrow... "

I looked up at the clock. "It's almost midnight we better get to bed. I'll run to the store in the morning and get some more video tapes for the 'corder. " I stood and taking Dawn's hand headed for bed.

"I'm not so nervous anymore. " She murmured as she nuzzled her head into my shoulder...