We have been swinging for quite a while and we both enjoy it immensely. One thing that detracts a little from the fun we have with others are condoms. My wife says they make a cock feel smoother, giving her less sensation. Although we tried ribbed and studded condoms they were not as good as the real thing in her opinion. This is how we ended up with a friend who no longer uses condoms when we play.

This particular evening we met at a motel in town, we chatted for a while then walked to a nearby restaurant for dinner. We picked up a couple of bottles of wine on the way back to the room and again sat around talking for a while. We had no need to rush however I was thinking that it would be nice to get something started. I went to the loo thinking that when I came back I would sit closer to Andrea and start massaging her legs but by the time I got back David had moved onto the bed she was sitting on and sitting behind her was massaging her shoulders and back. I took my previous seat opposite the two of them and while David was massaging Andrea we all continued our discussion. It was a different experience to watch Andrea with another guy like this. I have seen her many times with other men but I was always involved, either with her as well or with another lady. Never having sat back to watch before I found myself quite aroused and although at this point there was nothing sexual in the massage and both Andrea and David were still fully clothed, we all knew where it was leading.

A few minutes later Andrea said she was getting quite warm. We had turned the heater up as it was winter time and we like to play on top of the sheets, not between them. David quickly grasped Andrea’s jumper and lifted it over her head, she had no shirt underneath and as the jumper was removed from her arms she lifted both arms straight up giving me a fantastic look at her breasts clad in a lacy pink bra.

We always take a camera with us so that we can take a few photos for our collection and I now grabbed the camera and started to shoot. At first I just took pictures from where I was sitting. Once Andrea’s jumper was removed David continued massaging her back and shoulders but also occasionally ran his hand around the front and across her tummy. He also started kissing her shoulders and neck. Andrea twisted around and removed David’s shirt so that she could feel his body behind her. After a while the bra came off and David also then started cupping her breasts, massaging them and rubbing her nipples firmly which he knows she loves. I just sat in my chair taking pictures of the two of them and my cock by this time was rock hard. Andrea’s skirt was next to go leaving her in silky pink panties. The continual massage was now covering nearly her entire body. David was reaching from her knees, up her legs on the outside and tops of her thighs and all over her top half. Andrea was clearly loving it. David started to really tease her by rubbing the top of her mound and along the top portion of her inner thighs. Andrea was unable to open her legs because of the way David was sitting behind her with his legs on the bed around her. She later said it was an incredible tease as she wanted more stimulation but was unable to give him access.

Andrea couldn’t take more of this so she twisted around, and started kissing David while massaging his cock through his jeans. It was clearly visible that he too was quite aroused. Andrea removed his jeans to find he had no underwear on. She started paying lots of attention to his cock, teasing him by blowing on it, planting light kisses up and down the underside of it and gently rubbing the full length while cupping his balls in her other hand. Without warning she opened her mouth and took as much of it into her mouth as she was able. Andrea does not deep throat but gives the most slow and sensual head jobs that I and a number of other people have ever had, she can keep a guy on the edge for ages by just going slow and varying her suction and tongue work. David who had not had sex for quite a few weeks was kept rock hard and in a state of moaning bliss for about 20 minutes by Andrea’s expert oral ministrations. I had to stand to move around to get more pictures of Andrea with David’s cock in her mouth as all I could see was her beautiful bum sticking up in the air, her pussy lips open and wet. Naturally I took photos of that also……

My own pants had become very constrictive so I removed them along with my other clothing. I had had enough of watching and needed to get involved. Andrea had asked me a couple of times already to come and join in but I had resisted to this point. As soon as the last of my clothes were off Andrea told me to get on the bed and join in. As they were still on the single bed there was not a lot of space. David was on his back with Andrea kneeling beside his legs. The only space was behind Andrea and as soon as I was on the bed she grabbed my cock, rubbed some of the copious amounts of pre-cum that was flowing from me around my shaft and said “I want it in me”. She need not have worried about rubbing my pre-cum around, she was dripping, literally. There was a wet spot beneath her on the bed and as yet no one had even touched her pussy. Her lips were open and all I had to do was position myself and ease into her. I was so horny I had to control myself to prevent cumming straight away. Her pussy was like a warm, moist, silken glove that firmly wrapped around my cock giving me fantastic sensations. Andrea stopped sucking David for a moment to tell me to “Fuck me please, I need to cum”. I told her to let me get control and after a couple of minutes of very slow movements in and out of her drenched pussy I was able to start giving her what she was wanting: stronger, longer and quicker thrusts. She came very quickly and then came again a couple of minutes later by which time I was again losing control. I didn’t want to cum in her pussy as when we play with other people I usually wear a condom as not everyone likes cream pies or sloppy seconds. I personally didn’t like the idea of entering a pussy full of another mans cum and the thought of eating it turned me off.

I said to Andrea that David and I should swap positions. As I was saying this David’s hand came up and Andrea stopped her sucking and asked David “Would you like to swap with Dave?” He sort of managed to say “yes”. As we were moving into our new positions David said that he had been about to cum and was just going to tap Andrea on the shoulder to let her know when she had stopped sucking. Apparently she had stopped just in time to prevent him cumming.

As I lay across the bed with my legs off the side, Andrea turned around, bent over and kissed the head of my cock, David moved behind her and slid his cock, which is slightly longer and thicker than mine right up to his balls into Andrea’s pussy. At that moment I realized the reason I had not been wearing a condom was because we had not got them out when we started to play and that she now had a bare cock in her pussy because David had not put one on either. That thought, and the fact that Andrea was sucking me quite fast, swirling her tongue around the end of my cock and wanking the lower portion of my cock as she sucked made me cum.

Andrea continued to wank me as my load shot all over my belly, chest and upper arm. Most times it oozes from my cock but this night it shot up 18 inches. I looked at David and he was held still behind Andrea with his cock fully inserted and had reached around and was gently rubbing her clit. She looked close to cumming again and then did. The familiar look that could be mistaken for a grimace of severe pain was on her face and I could see ripples of contractions happening on her lower belly as it was all tensed up. My own cum was now running down my sides so I slid off the bed and went into the bathroom to clean up a bit. I was gone no more than a minute and a half and raced back so I could watch Andrea being fucked by David. His cock was still in her but they were kneeling upright while she was twisting around kissing him. After a couple of minutes Andrea said her knees were hurting and she climbed off David and the bed saying as she did that she would be back in a minute. What I saw as she climbed off the bed though gave me another hard on. Her pussy was gooey with cum, there was a streak of cum down her inner thigh and a long pearly string of cum strung out from her pussy to David’s cock, which, as I watched, broke and swung to her thigh. It stuck beside the other cum which was slowly sliding down her leg. I was in heaven and was speechless. All I wanted to do was look at her pussy but by the time I could talk she was in the bathroom and already had wiped most of it up with a towel.

David explained that upon entering Andrea he also realized he had forgotten a condom because it had been a couple of years since he had unprotected sex and the feeling was so incredible. He said he had to hold still to gain control and prevent cumming on the first stroke so he played with Andrea’s clit and when she came he thrust only a few times before he could hold back no longer. He had delivered a huge load into her and seeing as Andrea is baby proof and we had known David for some time we didn’t really worry too much about any health issues. Andrea is the only person he has had sex with in the past 12 months.

We all sat on the bed and laughed about how we had spent the entire time on a single bed when less than three feet away was a perfectly good queen size bed. We had to return home that night and Andrea now insisted we leave even though it was only just reaching midnight. David was staying on in the motel so at least he had a clean bed to sleep in. The other was a mess with cum stains from us two guys and a huge wet spot from Andrea on it.

Once in the car I said to Andrea that I was disappointed to be leaving so soon, that I was really horny still and could not wait to have my cock in her pussy again. She said “We can’t keep playing now, my pussy is a mess and you would not like it.” My reply was that I had always thought I would not like it but actually seeing a load of cum in her pussy was a huge turn on. I asked her how well she had cleaned herself up and her reply did nothing to curb my erection. She said there was cum all over her pussy and legs so she just wiped up the excess and put on her panties, planning on having a shower and cleaning up further once we were home. I placed my hand on her thigh and ran it up to her panties which were saturated. Imaging this was all David’s cum I said to her that she had kept a lot of him inside herself. Andrea informed me that it wasn’t all his cum, she was still horny also. I looked at her and said that I was sure David would not mind if we went back. Andrea said we should just go home and think about how fun next time with David could be as now he has been in her without a condom, there does not seem to be much point using then any more.

I kept my hand up her skirt, rubbing her pussy through her panties virtually all the way home. We headed straight for our bedroom and I removed her jumper, kissed her while I undid her skirt, then lowered her skirt while hooking my thumbs into the waistband of her panties and taking them both off together. She started to walk toward the bathroom but I said “Please stay, I want to see your cummy pussy”. She asked if I was sure and I just nodded. Andrea came back to me and I kissed her again and lowered her back onto the bed. She was like a rag doll in my hands, I picked up one leg and positioned it, then her other leaving her wide open. Her pussy smelt different, very used but very arousing and the sight of thin traces of cum within her vagina as I opened her with my fingers just totally awed me. Next thing I knew I had my tongue in her vagina and was trying to lick every bit of her pussy. It was fantastic. Once before I had eaten my own cum from her pussy but had not enjoyed it, this time I loved it. So did Andrea, she started to cum and just kept cumming till she told me I had to stop because she couldn’t get her breath. I moved up her and slowly inserted my cock and as I entered her added another load of cum to her pussy. We lay together for quite some time before falling asleep. In the morning first thing I did upon waking was place my hand over her whole pussy and just gently squeeze. She squeezed her thighs together trapping and holding my hand against her pussy.