Frank & Joe Ch. 03

This is a continuation to my previous story about how Joe, my husband, and I had gone off with Frank, our best friend, to a motel for the weekend. We had gone out for dinner and then these two men had brought me to a park where I had to remain naked while we talked to another couple.

After that we drove back to the motel, Frank insisted that I stay naked in the front seat of the car, sitting between him and my husband until we arrived back at our motel room. Since it was already dark I didn't expect to be seen by anybody and we finally arrived back at the motel's car park. This time the two of them allowed me to carry my dress and the motel's towel with me and I got down from the car, naked except for my sandals, with my dress and the towel slung on my arm. As we stepped onto the porch and Frank was about to open the door, a door two doors away from us opened, and we saw that it was the couple we had met earlier. They came out of their room to greet us and we talked for a while then they invited us into their room for a drink and said that they wanted to know more about our arrangements. Joe agreed and took my dress and the towel from me, telling me to follow the couple while he kept my things, I took off my sandals also saying that I much preferred not wearing them and so followed this couple, now I was completely naked, into their room. What a husband I had, telling me to follow a couple of strangers into their room while I was totally naked!

I entered their room and they introduced themselves as Tom and Mary and told me that they were driving from New York down to Florida but had stopped here for a couple of days for a rest. Tom explained that they had read a lot about wife swapping but that Mary wasn't interested, however after we had explained our situation, Mary had expressed a desire to try flashing. The only reservation she still had was that she didn't want to be the only woman around with a bunch of men and asked me further if Frank was the only man that Joe and I were having an affair with. By this time there was a knock on the room door and I went over to open it and let my husband and my lover in, we had to bring them up to date about what we had talked about.

Joe explained our affair in more detail, explaining how, after Frank's wife had passed away, he was so lonely and couldn't find any interest in other women and how he was always asking me for sex. Then Frank added our agreement, about my being available and agreeing not to wear clothes, the whole deal. I added that this arrangement was something new and for the time being we had decided not to invite anybody to join us, we wanted to see how things would work out between the three of us before trying to bring other people into the arrangement. Then I offered myself to Tom, just came right out and told everybody that I was available if Tom wanted to fuck me, I could see the surprise on both Joe's and Frank's faces, but Tom looked closely at me and then said that he would love to do it but it all depended on his wife. Now all of us turned to look at her, I saw that she wasn't sure about things but she didn't come out right and said no so I added that there were no strings attached, I was available if her husband wanted me and I didn't mind if the rest stayed to watch or if they wanted to leave the room.

At last she smiled and nodded her head saying that it was alright with her adding that she wanted to watch, Tom quickly thanked her but requested that Frank and Joe leave us, giving the excuse that he wasn't comfortable with two younger men around to observe how he performed. I told Frank and Joe to wait for me back at our room and got up to open the door for them, they left after wishing all of us a good time. I locked the room door and walked over to Tom asking how he wanted to get started but he just sat there looking at me so I climbed into his lap and threw my arms around his neck. In the meantime Mary had gone and sat down on the bed and I could see her watching her husband and me. I felt that Tom was still inhibited with his wife looking on and so I took his hand and placed it between my legs and soon felt his fingers rubbing my cunt and playing around with my cunt lips, I knew he was getting aroused as I could feel his cock at the back of my thighs and now I put my arms around his neck and pulled his head down and started to kiss him, I immediately inserted my tongue into his mouth which he opened up and our tongues were soon licking each other's.

When I felt his fingers poking into my cunt I spread my legs wider and broke off our kiss to whisper into his ear that we should move over to the bed to be more comfortable. I got off his lap and pulled him up with me and we walked over to the bed, Mary realized what we were doing and she quickly got off the bed and moved over to the armchair. I sat down on the bed and started to undress Tom until he was standing naked in front of me and then we changed position so that he was now sitting on the edge of the bed and I knelt down between his legs and gobbled his cock into my mouth. I started sucking his cock in earnest and after a while I felt his hands hold my head from behind and then he started thrusting himself up to meet my mouth, then he lay back on the bed and Mary was telling me that he was about to cum so I stopped and quickly got up and climbed into bed on top of him.

I slowly lowered myself onto his hard cock, all this while he had his eyes closed and was just lying there while I did all the work, finally I was sitting on him with his cock fully buried in my cunt and then I started to pump myself up and down. I placed my hands on either side of him and slowly fucked him, he still had his eyes closed and just lay still. After a while I suddenly realized that Mary had walked over and was standing next to the bed and watching what I was doing to her husband, however she kept quiet and didn't say anything and I continued what I was doing.

Soon Tom started to moan and now he had opened his eyes and was starring at me, I smiled down at him and without any warning I suddenly felt a stream of cum shoot inside my cunt, feeling this I stopped moving and remained still as Tom finished shooting his load into me. Tom was smiling at me so I knew that he had enjoyed what we just did, however I could still feel his cock hard inside me and so I didn't move, Mary came nearer and asked him how was it, he smiled at his wife, a silly grin actually on his face which was as good an answer as any. After a short while his cock shrunk and slipped out of my cunt and so I got off, Tom got up and went into the bathroom to wash up inviting me along, I followed but told him that I couldn't wash as both Joe and Frank would wish to see my cunt filled with his cum, however I volunteered to wash his cock for him, hearing this Mary too followed us into the bathroom and looked on as I washed her husband's cock.

After that I called our room and Frank picked up the phone, when I told him that we were finished and for him and Joe to come on over, he told me that I should walk over to invite them, I reminded him that I was still bare assed naked and now had Tom's cum oozing out of my cunt but he still insisted that he wanted me to go over to our room as I was. Tom and Mary decided to accompany me but before we opened the door, Mary hesistantly asked me if either Frank or Joe would be willing to fuck her, she had talked things over with her husband and they both agreed that it would be a good idea for her to be fucked by either one, however she wasn't sure that they were willing because of her age. My reply was that they should feel honored she was willing for them to fuck her as they would be the only other men, apart from Tom, that had such an opportunity, I would bring it up with them and encourage them too.

So the three of us walked out of their room over to ours, I was the only one naked, but when we reached our room I found that the door was locked and so had to knock, I knew that it was either Frank's or Joe's idea to make me wait outside the room, naked, so that anybody passing by would get a view of me, it took them quite a while before opening the door but luckily (or unluckily) nobody came around to see me. They were pleasantly surprised to see Tom and Mary with me and the three of us were allowed into the room, I found some opened beer cans and asked what was the party about, their reply was that they were celebrating my cunt being used by another man. This gave me the idea about asking which one of them wanted to fuck Mary so I invited Tom and Mary to join the party, they willingly accepted.

There were now five of us in the room with me being the only naked person so I suggested that Mary too take off her clothes, I could see her hesitate but then Tom quietly urged her but she only kept quiet. During this time I was sitting in Tom's lap, he had his left arm around me and his right was on the arm rest so I took hold of it and placed it between my legs, he knew what I wanted and started to play with my cunt, tickling and pulling on my cunt hairs, then slowly inserting his finger inside, of course it went in easily since my cunt was still full of his cum. He was also pulling my cunt lips apart so that his cum dribbled out, I realized what was happening and spread my legs as far apart as I could so that everybody else in the room saw what Tom was doing to me. Once I was sure that I had everybody's attention, I reminded Mary that she wanted to be fucked by either Frank or Joe, telling her also to see what I was willing to do to liven up the party that both Frank and Joe had started, at the least she could do now was to strip.

Of course Frank and Joe were taken off guard when I mentioned Mary wanting either one of them to fuck her and they quickly asked me what I meant but I just told them to check with Mary if what I had said was true, they turned to look at her, she shyly nodded. Then they looked over at Tom and before they could say anything Tom quickly confirmed my statement saying that since he had so much pleasure fucking me, he felt that they should get some pleasure from fucking his wife too, at this stage Mary quickly added that she had never had sex with anyone but Tom and that she wished to try another man. Both Frank and Joe quickly offered themselves!

When I looked over at Mary I could actually see her blushing, I smiled at her and told her that her fears about the men not wanting her turned out to be untrue, they were now having an argument about who should have the honor of fucking Mary! I got up from Tom's lap and suggested that they draw lots and as the three men were trying to decide how to draw lots, Mary came over to me and whispered in my ears that she would like to take on the two men at once, she wanted to suck off one while the other fucked her, I was flabbergasted! She was turning from such a shy demure woman into one that was willing to take on two relative strangers at the same time! So now I clapped my hands to stop the men's discussion and told them about Mary's new suggestion, they were all for it but now Frank and Joe started another argument, who was to get the blow job and who was to fuck her cunt.

Tom interrupted them by saying that Mary had never sucked his cock in all their years of marriage so this would be a first for her, this made the two of them argue even more. All of a sudden Tom told his wife that if she was going through with what she had said then she had better be naked, this stopped Frank and Joe and all of us turned to look at Mary, she smiled shyly and said that she couldn't imagine stripping naked in front of us but wanted us to undress her. Frank and Joe quickly got up from the bed they were sitting on and went over to her, I too went over and soon the three of us were removing her clothes, her husband sat in the armchair looking on while we stripped his wife. Her blouse and skirt came off first followed by her pumps, then Joe and I stood back while Frank slowly removed her panty hose, then Joe pulled her corset off and Frank was quickest to unfasten her bra and remove it. Her huge tits sprung free, they sagged but not too much then I insisted that I take off her panties, she stood still while I rolled them down her legs and lifted each one as I took off the last of her clothes. She was now standing in front of us totally naked, she did try to cover her cunt with her hands but I pulled them away saying that she had committed herself and to forget any inhibitions and just enjoy being naked.

Tom then got out of the armchair and went over to his wife and took hold of her hand and then turned her around telling all of us to take a good look at his naked wife adding that, to his knowledge, this was the first time she has stood totally naked in front of strangers, Mary gave him a small and light kick, for saying "to his knowledge" because she said that he should know better. This was all in good fun and I now realized that Mary was totally committed and there would be no more shyness, the only problem we now had was whether it would be Frank or Joe that would fuck her first. Now Tom led her over to the bed and told her to get on it and either Frank or Joe would be coming to "take care" of her, and now surprisingly Mary herself came up with the answer, she said that she would suck off Frank while Joe fucked her and then they could change over later, she asked me help her get into the most comfortable position for this, of course both Frank and Joe agreed and were soon stripping off their clothes.

When both Frank and my husband were naked we all saw their hard ons so I quickly went over to Mary to help her, she had to get off the bed and while Frank lay down and she knelt next to him with her ass in the air and then I guided Frank's cock into her mouth. At first she gagged a little when Frank thrust up go push the full length of his cock into her mouth so I told him to slow down and she was finally comfortable with Frank thrusting slowly in and out of her mouth. Now I went over to her back and spread her ass cheeks and Joe slowly pushed his cock into her cunt, doggy style, she was so wet that he went in easily. I sat back and watched as she sucked Frank's cock and Joe fucked her doggy style and when they were moving in harmony I got into the other bed with Tom. I lay down next to him, spoon wise, I faced towards the three of them on the opposite bed with Tom behind me, he had his right hand under my body and was kneading my tit while his left hand was slowly finger fucking me, both of us were not really paying much attention to each other but watching the action in the other bed.

Tom was slowly getting excited watching his wife, he told me that she very rarely sucked his cock and that too after a great deal of persuasion and begging from him, he added that she had never swallowed his cum and wanted to see how she would handle it when Frank started to cum. I, too, was slowly getting aroused with Tom playing with my cunt, I really enjoyed it, he was pulling lightly on my cunt hairs and spreading my cunt lips and then finger fucking me for a few moments before going back to doing all the other things between my legs. I knew I responded by thrusting myself harder against his fingers but I wasn't really expecting to climax, I thought that both of us were concentrating more on the action before us on the opposite bed.

I could see that Joe had increased his speed and was really pounding in and out of Mary, this pushed her against Frank who was now holding onto her head with both his hands and at the same time thrusting himself up into her mouth, I noticed that Mary didn't seem to be able to move or do anything much, Joe had his hands around her hips to keep her steady while Frank had his hands on her head so she wasn't able to move around but I realized that she wasn't struggling toget free, she just allowed her body to be manipulated by the two of them. Suddenly Frank let out a loud groan and pulled Mary's head down on him and I realized that he was shooting his cum into her mouth, she struggled at first but then kept still as Frank continued cumming in her mouth, I noticed that quite a lot of his cum had dribbled out of her mouth so knew that she wasn't swallowing most of it but since his cock was in her mouth right up to the base she must be swallowing a little. As this was going on Joe too suddenly stopped moving, thrusting himself hard against her ass and then keeping still, I knew that meant he was also shooting his cum into her cunt, so now Mary had Frank cumming in her mouth and Joe cumming in her cunt!

Now I suddenly realized that Tom had increased the speed of his finger fucking of me, I could feel his fingers deep inside my cunt and unconciously I was thrusting myself harder and faster against his fingers so I turned to lie on my back and gave myself up to the pleasures he was giving me. Tom was fully dressed and so I couldn't get to his cock so now I turned to face him and threw my right legs over his hips and pushed harder as his fingers fucked me and we continued until I felt a wave of pleasure flow outwards from my cunt throughout my body. When we finished and looked up, it was to see the three of them, Frank, Joe and Mary sitting on the edge of the bed and smiling at us, I smiled back. I didn't have to ask if they enjoyed themselves since all three of them had this great big grins on their faces, Tom mentioned that it looked like we had all enjoyed ourselves.

However my husband surprised me and all of us by saying that he wanted a blowjob from Mary and when Frank heard this he added that he wanted Mary's cunt next. We all turned to look at her reaction to this, she was blushing at this directness by my men but at the same time she was smiling and finally nodded her head, I leaned over to kiss her lips and then mentioned that I could taste Frank's cum on them. She made to wipe it off but I reminded her that I had swallowed a lot of Frank's cum before and in fact I did enjoy swallowing cum because I get a thrill feeling a man's cock shooting cum into me. Tom made the observation that Mary seemed to have become a real slut overnight, taking on two men at once and swallowing cum, something she had never done for him in the past, I quickly told him that I was sure she would do so from now on. Tom was still on the subject of his wife successfully becoming a slut and now he said that she should remain as naked as me and wanted her to send her clothes back to their room, both Frank and Joe quickly volunteered to accompany her back but then I said that we should all go together.

Frank and Joe got dressed and so it was now three fully dressed men walking with two totally naked women out in the motel's corridor, we took a slow walk from our room to Tom and Mary's room, I could see that she was very conscious about her nudity but gamely went along with us. By this time it was already quite late so we didn't meet anybody during our walk and then again when we walked back to our room, when we closed the door behind us Tom reminded his wife that she was totally naked in our room and didn't have a stitch of clothing to cover herself. Mary tartly replied that she now much rather be naked than to be dressed because she still wanted to be fucked some more! It seemed that since making the decision Mary had also decided not to do things halfway and now wanted to fully embraced the idea of having sex with anybody and everybody.

We were now just sitting around drinking beer and just talking about things in general but of course the main topic was sex, soon the beer that Frank and Joe had bought were finished and we had to decide about getting some more. However both Mary and I were not so interested in more beer, I suggested that we should get a couple of bottles of wine and this was eagerly seconded by Mary so that was agreed, but a new problem arose about who should go get the drinks. Joe told us that there was a liquor store a couple of blocks away that was opened 24 hours and we could take a walk over, I had to remind my husband that Mary was naked and didn't have any clothes handy while, although I had my dress in the room, I didn't want to put it on to leave Mary being the only naked person around. Frank had the simplest solution, he took one of his shirts and one of Joe's and handed them over to Mary and me telling us we didn't need anything else for the short walk over to the liquor store. Of course I was willing but I noticed a slight hesitation by Mary so I went over to her and said that we could walk together and now would be a good time for her to learn how to be naked in public or at least scantily dressed, she nodded her head and stood up to put on the shirt.