Our second share with her old Professor

CMnewtoplay

Couple
My wife and I went down to San Diego for a plant seminar and decided we'd spend the night at the hotel where the seminar was, instead of just driving down and back up the same day.

We got to the hotel several hours before the seminar and went down to the bay to walk around and relax. One thing I've always liked is seeing women in wet clothes, the way something normal can turn transparent and revealing when wet. Of course she likes it also because when I see it, I get aroused, and she then gets laid.

So in our walking around the bay, we both end up in the water in our jeans and dress shirts and after some fun swimming, playing around and making out, we headed back to the room for some great sex before changing to go to the seminar. We hadn't planned on swimming before going to the seminar so we both wore the only other clothes we brought, jeans and t-shirts and Audrey put on a pair of heels.

We got into the seminar and right away Audrey says, "Oh my God." I asked what was up and she said the guy in giving the seminar was one of her professors when she got her degree at UCI several years before. She gushed on what a great guy he always was and how they used to flirt a lot. She said once she graduated she'd kept in contact with him, but because he wanted a relationship with her but she didn't want to get involved with a married man she broke off contact with him.

During the seminar it was obvious when he spotted her in the crowd because he was just starting and scanning the audience when he saw her and did a double take and then stopped for a second with a big smile. After the seminar we went up to talk to him and when he was free, Audrey went up to him and gave him a big hug and kiss on the cheek and she introduced me.

His name was James and he was about her height, 5'6" with a full snow white head of hair, I thought he looked a lot like the older partner in Mad Men, tan and looked to be in great shape and I later found out he was 65, while we were both 50.

He insisted we have dinner with him and Audrey was ecstatic to see him and catch up so we agreed to meet at the hotel restaurant at 8.

During dinner they were like long lost friends, which I guess they were, and for the next hour and a half or so, I just listened to them catch up and tell stories of when they knew each other. We killed off three bottle of wine at dinner and they were becoming more and more touchy feely as time wore on. He told how his wife died a couple of years earlier and he was just getting to the point where he thought he'd start dating again and got a lot of sympathy from Audrey for his loss.

When Audrey gets aroused her nipples really stand at attention and I noticed, that since her bra had gotten wet during our swim and she'd had to leave it in the room drying with our other clothes, now they were straining against her t-shirt very prominently. After dinner we went into the bar while James excused himself to use the men's room.

I commented to Audrey that he was obviously smitten with her and she said they'd always had an incredible chemistry and it was the hardest thing she'd ever done to not have a sexual relationship with him. I didn't say much else and soon he joined us and we all ordered another drink as they continued talking and lightly flirting.

A song came on that he really liked and he asked me if I'd mind if he danced with Audrey and I said no so he took her hand and they moved onto the dance floor. It was a slow song and almost right away they were dancing tight against each other. They were the only couple on the dance floor and they moved almost as one. I'm a terrible dancer so I knew Audrey was loving dancing and they stayed on the floor through the next song also.

I could see him saying something to her and when the song was over she leaned forward and kissed him on the lips, shook her head no and then took his hand and led him back to the table. He excused himself again to the restroom and she told me during the songs she'd felt his erection pressing against her and he'd asked her if they could meet sometime when I wasn't around. That was when she kissed him and told him no.

I screwed up my courage and suggested we invite him back to our room and she didn't understand what I was saying and said she was hoping we could have sex again when we got to the room. I saw he was coming back from the restroom so I quickly whispered that maybe he could join us. She gave me a surprised look but sort of looked like a fish out of water with her mouth opening and closing, not knowing what to say then James sat down without her being able to respond.

The waitress came up and told us it was last call and we ordered another drink and when they came I suggested we take them outside. It was a beautiful evening so we sat out by the pool and spa and continued talking for an hour or so until Audrey said she was getting cold.

I was sort of disappointed when she said we should go to our room because I was really thinking she was interested in James and would be the second man to share her. We all stood up and started toward the pool exit when Audrey caught a heel in a seam of the concrete and stumbled and grabbed my arm to keep from falling and in the process thereof, her phone flew out of her hand and landed in the spa.

I was facing the other way and didn't know what happened until I heard the splash of her phone and then her, "Oh shit." By the time I turned around to see what happened, she'd let go of my arm and jumped in the spa to rescue her phone, of course, still in her heels and everything. She came up with her phone holding it out of the water ecstatic it was still on.

It was the Samsung S6 Active but we'd never tested it's waterproof claims but apparently they were true. Of course James and I really weren't paying that much attention to the phone but to her now completely transparent top. Seeing our expressions though, it dawned on her what we were looking at and immediately sunk down into the water again.

"What are you guys looking at," she asked with a smile. All James could say was "Wow," but I said that couldn't have happened better if I'd planned it. She was drunk enough that she really didn't seem to care that she was now topless because she stood up and sat back down in the spa a couple of times, specifically teasing me and giving James a great view of her breasts. She knew how aroused I'd instantly become so she really played it up, raising up one heel clad foot up on the rail of the spa and then back in the water.

James asked if he could take a picture of her and she said sure and did a several of poses for him in and out of the spa. My cock was trying to burst out of my pants and I could tell that James thought she looked incredibly sexy too.

I decided to just go for it so I asked him if he wanted to come back to our room for a nightcap and he instantly said sure. I looked at Audrey and she was all smiles also.

As soon as we walked in the room Audrey exclaimed how cold it was because she was wet, so I told her to put on her "Pink Thing." She looked at me and said, "I can't wear that with James here," and I told her that it wasn't much different from her wet shirt and told her that while she was changing I'd pour our drinks.

She disappeared into the bedroom while I poured the drinks and James and I started talking when he stopped mid sentence and just stared past me. I turned around and sure enough, Audrey had changed into her "Pink Thing." It's a pink sheer baby doll nighty with an equally sheer g-string.

I was hard before when I saw her in the spa in her wet and transparent top but now seeing her in that with James also seeing it really kicked it up a notch.

Whenever we go on these short trips we come prepared. We bring the same liqueur and glasses that we have every night, a portable DVD player and a few movies, and a portable but great sounding bluetooth speaker so we can play some music while we're just lounging around.

I gave Ashley her glass and put some music on and after a bit of awkward silence he asked if she'd like to dance again. She looked at me and I smiled and said, "Do whatever you want."

We had no idea anything like this would happen so we'd never talked about any boundaries or restrictions or anything so I didn't have any idea how far she wanted or was willing to take things but I knew what I'd like to happen.
 
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She said she'd love to dance again so she downed her drink, handed me her glass and said she'd probably need a refill, and stood up and they moved in front of the sliding glass door and started slowly dancing. The song was Faithfully by Journey and being such a romantic ballad they just sort of melted into each other's arms.

They started with his arms around her waist and her arms over his shoulders but by the end of the song his hands were on her ass. The next song came on and they didn't break apart and at the end of that song she leaned forward and gave him a bit of a sensuous kiss with, I'm sure, a little tongue before pulling away and coming over to me.

She took a long sip of her drink and asked me to dance with her so we walked over to where they'd been dancing and I pulled her tight to me so she could feel how hard I was. We started kissing almost immediately and continued kiss as our hands roamed over each other's bodies.

I started playing with one of her nipples which really gets her horny and I felt her unbutton my jeans and push them down off my hips and down until I stepped out of them. She whispered in my ear asking what we should do about James and I asked her what she'd like to do. She said she thought she'd like to fuck him but didn't know if that would be okay with me. I told her that I'd love to see that too and maybe even be able to join in and she said that would be perfect.

We finished dancing to the end of the song, Total Eclipse of the Heart, and when it was over we broke our kiss and went back and both took a sip of our drinks before she asked James for another dance. She finished her drink and before they walked over to where we'd all been dancing she reached out and started to undo his pants and said, "You're going to have to loose these."

He was more than happy to help her take his pants off and soon they were walking over to dance with her in her nighty and g-string and he was in his shirt and boxers. As they started dancing his hands right away went to her ass and pulled her close to him as they locked in a kiss, but her hand went right to his crotch and while I couldn't see well, I assumed she was playing with his cock, either in or out of his boxers.

Part of me felt a little weird about their passionate kissing while the other part was incredibly aroused seeing her play with his cock and his hands squeezing her ass. The other time she'd been shared with a man, there hadn't been much kissing and for some reason I felt a little jealous with as much intensity and caring as their kiss seemed to be conveying.

As they turned a bit I could see that she did have his cock out of his boxers and was stroking it and he finally took one of his hands off her ass and moved it up to one of her breasts and started playing with her nipple. She broke their kiss and tilted her head back and looked straight up and moaned, something I know her to do when she really loves how she's being stimulated.

He moved his mouth down and started sucking her other nipple and her stroking of his cock got faster and much more aggressive. I heard her say something to him but couldn't tell what it was and he had a several second response. They were speaking pretty quiet so the music drowned them out, but I could tell next from watching her mouth what she said, "I want you to fuck me."

They slowly sunk to the floor and before it had time to really sink in what was happening, she was laying down with him on top of her and he was obviously positioning his cock to enter her. He moved his hand away and then sunk down onto her and from her expression and moans, he'd entered her bareback.

That was one thing we'd talked about. With the other guy she'd had sex with, it had been a friend of mine and we knew he was safe from any diseases but we'd agreed that if it happened again, which it now was, we'd want to be sure the guy was wearing a condom.

Those thoughts were running through my mind but seeing him start to pull out and then thrust back in took over any thoughts other than the incredible carnal view. Within a minute I could tell she was having an orgasm and when she's highly stimulated, they just follow one right after another and I could tell that was happening now.
 
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Audrey was becoming more and more vocal as he continued to plow into her with a lot of force. I assumed his cock wasn't very large because his strokes looked about the same as mine but each time he'd really thrust into her and I could hear their bodies hit and her grunt with passion each time he impaled himself in her. He really started speeding up and she was yelling with pleasure when he started groaning and with one last thrust, buried his cock in her as far as it would go and also let out a loud yell as he was obviously cumming inside her pussy.

He just sort of collapsed on her and she wrapped her legs around him to keep his cock in her pussy. They lay there for a few minutes before they started to stir. He started to get up and she whimpered for him to stay so he lay back down on her.

Watching them fucking, I'd taken my clothes off and finally after a couple more minutes he started to get up so I moved right in to take his place. I saw a big wet spot on the carpet and knew right away that she'd squirted, something she does very seldom and only when she's super stimulated, and her pussy was very red and open and had his cum seeping out of it. He'd just pulled her g-string to the side so I slid it off her and moved down and cleaned up his cum from the outside of her pussy but wanted to leave some inside. That feeling of slipping my cock into a cum filled pussy is something that I like more than anything and when I did enter her, it was just incredible. I know part of it is mental but it almost felt like her pussy was lined with satin and as my cock sunk into her it was incredibly warm from the friction of their passionate fucking and soft from his cum.

Of course there was no resistance to my cock going into her, just that smooth gooey feeling as my cock was instantly coated with both their cum. After several strokes, I pulled my cock most of the way out of her and looked down and saw a little ring of cum at the base of my cock and it was all shiny from both their juices.

As much as I'd like to say I fucked her for 20 minutes, in reality it didn't last more than four of five minutes. She'd started another series of orgasms as I was licking the external cum from her pussy and as I was fucking they continued while I was fucking her. I felt that telltale feeling deep inside me and started to moan and that really set her off and she was in the throes of a huge orgasm as mine built up, and I finally shot my cum into her, mixing it in with hers and James'.

After a minute or so I rolled off her and looked over to see James had taken his boxers and shirt off, sitting in one of the chairs, stroking his again hard cock. Audrey was almost in a daze and took a couple of minutes to come out of it but when she saw James sitting there still rubbing his cock, she got on her hands and knees and crawled over to him, took his cock from him and lowered her head onto his cock.

That is an incredibly sexy sight, your wife with another man's cock in her mouth, her cheeks sunk in as she sucked and her saliva soon coating his cock. I tore my eyes off her with his cock in her mouth to her red inflamed pussy, with now my cum seeping out of it, and alternated from watching all our cum slowly run down her thighs to her with his cock going in and out of her mouth.

I saw that we were about the same size as I'd thought but I'd like to think I was maybe a little thicker than he was.

After a few minutes she looked up and took his hand and laid back on her back and pulled him down onto her and this time I was in the perfect position to see him position his cock at the opening of her pussy and watched, enthralled, as he slowly entered her again. He really took his time entering her. He got the head of his cock in and then pulled out so just the tip was touching her outer lips and then he pushed in a little again until very slowly his whole cock was again buried in her pussy.

Again I thought that he wasn't wearing a condom but figured at this point it was too late to do anything about so just sat back and enjoyed the sight. He was really taking it slow. He'd pull out most of the way and then just as slowly, push back in until their stomachs were touching and she could feel every inch of his bare cock, buried all the way up her.

He'd speed up a bit and them stop for several seconds with his cock buried in her then pump in and out again before again stopping with his cock completely engulfed by her pussy. I moved around and sat in one of the chairs to watch them and pretty soon, to almost my surprise, my cock started to get hard again.

They kept their slow motion fuck up for probably 10 minutes before he pulled out and helped her onto her hands and knees. Before he could enter her from behind, she'd looked over at me stroking my now hard cock and crawled over and took my cock in her mouth and started giving me one of her great blow jobs, as James moved behind her and entered her again.

What an incredible sight, my cock in her mouth and looking down her back to James thrusting his cock in and out of her. We continued that way with her moaning through her orgasms while keeping my cock in her mouth for several minutes until James announcing that he was going to cum again and then I watch as he closed his eyes and moaned as he finally buried himself again in Audrey, pumping his cum all the way up into her pussy.

That sent me over the edge and Audrey sucked every drop of cum out of me until my orgasm subsided and then she moved forward and up, off James cock and kissed me. She had saved my cum in her mouth and as we kissed we shared it back and forth until we finally broke the kiss and both swallowed my cum and looked at each other with big smiles.

"Thanks," she said with a big smile and gave me another small peck on the lips.

We sat around naked for another 10 or 15 minutes talking about what had just happened. Audrey told me that she'd asked James if he had a condom and he said no but he was disease free because he hadn't had sex with anyone in over three years and had had several blood tests in the meantime.

Finally I said we should go to bed and Audrey told James he should go. I was kind of wondering if she wanted him to stay the night but later we talked and she said she wasn't ready for that and I was relieved also. After getting dressed James bent down and kissed Audrey again and said that sex with her had been more than he'd ever thought it would be and then thanked both of us.

After he left, Audrey and I brushed our teeth and crawled into bed and laughed that I'd cum three times that day while she'd probably had 15 or 20 orgasms. We started talking about and reliving it, but before too long we both fell asleep.
 
Great story, and well written. Really stirred my memories of watching my wife being fucked.
It's amazing how much different her pussy felt after another cock had just fucked her. Slippery seconds are magical and you described them fantastically.
Thanks for sharing.
 
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