Friends with Benefits Pt. 03

The concert was going to be a country/western concert, so Patty wore a pair of extremely low hip hugging jeans. The zipper in the fly in front was only about an inch and a half long. In the back she showed a good inch of butt cleavage. She wore low rise panties with a pantie liner to catch all the cum that Don had fired into her. While the pants had originally been bell bottoms, she made the legs straight so that she could wear them inside a pair of knee high western styled boots. They were western styled because unlike cowboy boots the heel was about three inches and there was a zipper on the inside aspect of each leg so that the boots fit her legs snugly. She wore dangling navel jewelry and on top wore a push-up bra. Over that she wore a checkered shirt that tied up under her breasts, leaving much of her midsection exposed. She wore earrings that matched her navel jewelry and pulled her platinum blonde hair behind her ears before letting it hang full length down her back. She wore a cowgirl hat. Her makeup could best be described as, "girl next door."

Don wore tight black jeans and a muscle shirt. He wore no underwear, and you could notice his cock hanging down his right leg. He wore conventional cowboy boots and a western hat.

When Jim arrived he was wearing cowboy style boots, but they were knee high and zipped up the inside aspect of his legs so that they fit tight. He wore these over leather-look lycra pants. He wore underwear that lifted up his cock and balls and pushed them forward, showing off his package even under the tight pants. On top he wore a western shirt open to the waist and a vest in which he carried his wallet and keys. He, too wore a western hat.

They got into Jim's pick-up truck, all three sitting in the front seat, Patty in the middle, and drove to the concert venue. A fee was paid when you parked your vehicle and that covered entry to the concert as well. They brought two blankets and set them up on a hill overlooking the stage. Once the concert began, they moved down in front of the stage and danced until intermission. The two guys would often sandwich Patty between them. Patty would often reach back and play with the cock of the man behind her or reach forward and play with the cock of the man in front of her. The men were constantly trying to feel up her ass and her tits and even her pussy - as much as they could without drawing the attention of security.

By intermission time it was dark. There was not even much of a moon. Patty asked to go back to the truck and Jim went with her because he had the keys. Don stayed behind to watch their stuff, which was just the two blankets and some drinks they had purchased. When Jim and Patty got back to the truck, Jim opened the door. Patty moved inside the door but had Jim stand so as to obstruct the view of anyone passing by. Patty proceeded to take off her pants so she could take off her panties. Then she put her pants and boots back on. She took off her shirt and bra. Out of a large handbag she pulled out a pair of clip-on suspenders with straps about an inch and a half wide. She had Jim fasted the clips to her pants in back. Pulling the straps over her shoulders, rather than zip up her pants and button them, she folded them back at the zipper, each side at a forty-five degree angle. Then she clipped the suspenders on in front over the fold to keep the fold in place. If you looked at the "V" that was created you could see the top of her pussy slit and her clit sheath. She put some spirit gum on her areolae and also on her shoulders to keep the suspender straps in place. "Think we'll get kicked out?" she asked.

"I don't think so," replied Jim. "By now the cops will be occupied with drug and alcohol abusers."

"Do you think Don will like it?" she asked.

"If he doesn't, he's blind and half dead," said Jim.

They went back to the blanket and found Don. He was speechless. Before he had a chance to gather his wits about him Patty was grabbing him by the hand and taking him down front to the dance area. The more they danced, the more Patty's nipples freed themselves from the spirit gum and the suspenders. She would tuck them back in only to have them peeking out again after a song or two. After the fourth time of this happening, Jim noticed a security officer heading toward them. "Time to go," he said to Patty and Don. They saw the officer, too. Jim gave the officer a big smile and a thumbs up sign and the group headed toward their blankets, quickly picked them up and continued walking to their truck. The officer did not pursue them. They went back to the gym and Don's apartment.

"Give me a few minutes to get ready," Patty told the guys as they entered Don's apartment. She went into the bathroom with her suitcase. "While I'm getting ready, you can get naked," she said. In the bathroom she stripped and took off all her jewelry. She rinsed out her rectum and lubed it up. She put in a jeweled butt plug. She put some rouge on her tits and vulva and put on a pair of six inch platform heels and came out of the bathroom announcing, "Let the games begin."

She told the men that they were going to begin by having a group fuck. One guy would get to kiss her, play with her tits, fuck her tits, or have her give him a hand job or a blow job. The other guy would get to play with her pussy and ass. They would do this for about seven minutes, then change places until they were ready to DP her. To get started, there would be a contest. The two guys would jog around the gym, keeping pace with one another. They would do this for five minutes. Then they would stand in front of Patty and play with themselves until they got a full hardon. The first one to get fully hard would decide one of two things: either where he wanted to play with Patty first: top or bottom; or else when they went to double penetration whether he wanted to fuck Patty's pussy or ass (the one who took her ass needing a condom).

The first one to get hard was Jim and he opted to fuck Patty's ass in the DP. Don then elected to begin by playing with Patty's pussy, and the games began. Don began by licking Patty's pussy and clit. Soon he was fingering her inside her fuck hole trying to find her "G" spot. Once he found it it did not take Patty long to have a squirting orgasm. At the same time Jim was feeding her his cock as he played with her tits and gently pulled on her nipples. For a while he stopped feeding her his cock and spent the time sucking on her tits. Then he lubed up his cock and started to fuck her tits before time was up and it was time to trade places. Patty started on her back, but eventually moved to her hands and knees and even to her side. Even though Don had cum in her two times earlier that day, it was Don who gave the warning that he was not going to last much longer. Patty asked him whether he wanted to be on top or on the bottom for the beginning of the DP. He indicated that he wanted to be on top. In the meantime Jim had put on a rubber and had lubed it up. He carefully pulled the butt plug out of Patty's ass and had her sit on his cock. Once she got comfortable on it she leaned back and he started gently fucking her ass. When she was comfortable with that she invited Don to enter her pussy. He slowly entered her and then began to fuck her. She felt so full of cock. Don could also feel Jim's cock through the thin membranes that separated them and Jim could feel Don fucking his wife. It was surreal.

Patty was just rolling her head back and forth and saying, "Oh fuck, Oh fuck, Oh fuck, Oh Fuck, I'm so full of fucking cock, Oh fuck, Oh fuck, Oh fuck." Don didn't last very long. He had not been fucking regularly and was quite sensitive. The sensation of fucking Patty plus the additional stimulation he received from feeling Jim's cock rubbing against his own separated only by a few membranes was enough to put him over the top and he came in Patty's pussy for the third time that day. He soon grew soft and dismounted her. At that point she got off of Jim's cock. He got her up on her knees and reentered her ass, fucking her hard. He reached around and started strumming her clit with the fingers of his left hand. Then he reached inside her pussy with two fingers and found her "G" spot. He worked her "G" spot with his fingers, and strummed her clit with his thumb as he fucked her asshole and she came violently, squirting her female ejaculate all over Jim's hand and the mat they were fucking on. Patty had been having a string of rolling orgasms ever since the first one that Don gave her at the beginning of this three person fuck, so she was pretty well spent. Don knew he had shot his last load of the evening. Jim would be ready to take Patty home, but if Patty revived by the time he got her home, he'd be ready to listen to her story about her private fuck with Don as he fucked her again before the night was out.

Patty and Jim went home. Jim walked the babysitter to her home and came home to find Patty naked on the bed waiting for him. Jim listened to the story of Patty's fuck with the big black bodybuilder, and then reclaimed her by filling her pussy with his own load of cum.

Monday both Jim and Patty took the children to school. Then Jim went to work after dropping Patty off back at home. Patty put on a pair of four inch heels, a pair of hot pants (like booty shorts), a crop top, and dangling jewelry from her ears and navel. Her long and now blonde hair was pulled back into a "George." Betty took one look at her and said, "I approve. Now let's get to work." Eventually they saw Don and he talked with the two of them but Patty knew he was trying hard not to give off any indication as to what had happened the night before. Nevertheless, when Don went out onto the floor to begin training one of the people who had come to the gym, Betty said, "Wow, he seems to be in a good mood today. He must'a got some pussy over the weekend."

Patty kept her mouth shut, but thought to herself, "Busted."

Patty worked into her new job nicely. She spent her clothing allowance on many new sexy outfits and never came to work dressed the same as the day before or even a day within recent memory. Many of the bodybuilders at the gym wanted to pose in pictures with her and they even had a small portion of the gym that had lighting and backdrops to use when guys wanted to practice their routines and have pictures of some of their poses. While they liked to pose with Patty, almost all agreed that there was something lacking in the pictures. When Don hired a new trainer, the trainer spotted the problem right away. Patty was soft. She looked good, had great proportions, but compared to the ripped bodybuilders she was just too soft. Don was now meeting with Jim and Patty several times a month, and did not want to say anything. He was afraid it might jeopardize his relationship with Patty. However, the new trainer was quite blunt, and one day showed a picture of Patty and a bodybuilder together and pointed out how they were mismatched.

The next time she saw Don she asked him about it. Don offered to set her up at a gym for women. The gym was run by Don's sister. She had started out wanting to be a nurse, but was not so sure that she could handle the bad smells that sometimes went along with that job. She was told that after a while a person gets used to it and can manage it. But after a year of working in a hospital she still got sick herself several times a week when she had to deal with vomit or diarrhea. An opportunity opened up for her to purchase an old warehouse that could be turned into a physical fitness facility. She could get a low cost government backed loan to finance it as the city was trying to revitalize the area. This is what Don had done to start up his gym. Diana, his sister, would follow that same pattern and open up a serious training facility for women.

When he talked with his sister, she was aware of his arrangement with Patty as a friend with benefits. "If you send her to me, you will be raising her up on the fitness or attractiveness scale," she said. "Her husband will begin to be left behind, and you will change the dynamics of their marriage and their relationship to you. Are you trying to steal her away from her husband?" she asked.

"No, not really," Don replied, "although I'd like to go out with her alone a few times rather than always go out as a threesome. But I don't want to break up her family or have her move in with me."

"Then you had better at least offer Jim a membership in the gym and the services of a personal trainer so that he keeps up with his wife," she said.

"But wouldn't that put me in a position where I would be somewhat dominant over Jim?" Don asked. "I wouldn't want to do that. That would change their marital dynamics as well."

"You don't have to become his trainer. Assign him to somebody else - somebody good - but somebody else who will help him develop parallel to his wife."

That's what happened. Jim came in to the gym early in the morning before work and was assigned to the new trainer, who knew what he was doing and helped Jim put on some serious muscle. Patty went to the gym right after she picked up the children from school. Diana's gym had a room for child care so that mommies with children could come to the gym and work out.

Both Jim and Patty developed hard bodies, though neither of them entered competitions. But now when guys wanted to pose with Patty, the pictures looked more authentic. The relationship between Patty and Diana had another result. Diana had gotten breast implants to keep her feminine form. Patty had had nice breasts, but after breast feeding two children, her breasts were never the same. She admired Diana's shapely breasts and finally asked her about where she had them done. She talked it over with Jim and with his approval had the surgery done. She was now a generous D cup with a very tight body.

Jim had liked to take her to bars where she could enter wet tee shirt contests or bikini contests even before the surgery. After the surgery and with her new hard body, it was phenomenal.

Diana and Patty had formed a friendship. Diana knew that Patty and Don were friends with benefits. Don had confessed to Diana that he wished he could go out with Patty a few more times, just the two of them, but that it just wasn't going to happen: having Jim stay home and babysit the children while Don took Jim's wife out on a date. Don also had a solution. If Jim would go out on a date with Diana the same night that Don took Patty out, that would remove the difficulty.

However, Diana had not dated in a long time. In high school all the guys were interested in was in getting their rocks off - preferably in her. She had several very bad experiences with men in college while she was going to nursing school. They were extremely manipulative and she had been, at the time, too trusting. She had her heart broken a number of times. She was attractive but seemed to attract only those guys who wanted to take advantage of her body. She was just to be another notch on their bedpost. In the end she had to use some of the martial arts skills she had learned to protect herself from men who seemed to think they owned her and could use her any way they wanted for their own pleasure. After that she had, in effect, sworn off men.

But Don was persistent. Patty was at least willing to consider going out on a date with Don if Jim also went out on a date with an attractive woman. Diana was persuaded to go on a date with Jim just as a favor to Don. Although he would not admit it to anyone, Jim did understand Don's desire to be alone with Patty - just so that it did not happen too often. But he was not going to be the babysitter for them.

So when Don came to the gym early one morning and caught Jim before he went to work with the proposition that Diana would like to go out on a date with him while Don went on a date with Patty, Jim said that he would think about it. That night he talked it over with Patty. The next day Patty talked it over with Diana. Patty was afraid that Don was trying to manipulate them. She talked it over with Jim that night at dinner. That night Jim talked with Don on the phone. He told Don that Don's actions could be viewed as manipulative. In that case, Jim would have every reason to be angry with Don. On the other hand, he could view Don's actions as trying to be sensitive to Jim's feelings and needs - not expecting Jim to stay home alone and babysit the children while Don spent time with Patty. He could understand Don wanting to go out with Patty alone every once in a while. In fact, Jim reminded Don, the first time they tried to do a friends with benefits activity, Jim did give Don some alone time with Patty.

Summing up, Jim told Don that in the future he needed be more open and forthright with him and Patty and not just work behind the scenes. That way they could trust one another. Without trust this friends with benefits thing would not work. Don understood and apologized for his manipulative behavior. Jim then said that he would talk with Diana, and if she was truly willing to go out with him they could set up a night when Patty would go out with Don and Jim would go out with Diana.

When that conversation was over, Jim called Diana and explained why he was calling. Diana said she would be willing to go out with him. She had not been out with a man for several years, and warned him he should not expect too much. She also told Jim that Sunday nights worked best for her because the gym was closed. Jim knew that worked best for Don as well. Final arrangements were made between Patty and Don for that same Sunday evening. Jim got a babysitter for the evening.

Jim arrived at Diana's with a bouquet of flowers. She was wearing a very conservative dress which did nothing to reveal the hard body underneath. Jim decided he was not going to be aggressive with this lady at all. She may have been hurt in the past, but he would not hurt her now. He took her to a nice restaurant where they ate a leisurely meal. Jim got her to talking about nursing school and what additional training she had received in order to be a trainer for professional female bodybuilders. He asked her how she had become interested in bodybuilding. Jim had taken some courses in biology and anatomy and physiology when he was in college as an undergraduate so he could speak her language and understand what she was talking about when she got technical. When the meal was done they went to a club where they could dance. They served drinks there, but Jim did not drink alcohol - didn't care for it that much and he was driving, and Diana considered it to be a poison - harmful to the body. So they sipped glasses of soda and danced to the music. As they danced to the fast numbers, Diana noticed that as far as dress was concerned, she was the least attractive woman on the dance floor. Jim still kept his attention on her and kept the conversation on her business and her interests. When they danced the slow numbers, Diana could notice Jim's cock swell in his pants as he held her tight - but not inappropriately. He did not let his hands slip to her ass or her tits although staring into her face he did tell her, more than once, "You're very pretty, do you know that?"

The truth was that she was not thinking of that. From the time she began dressing for the evening she had only been thinking of how to keep from being mauled and manhandled. Only now that the evening had turned into night and as she felt that lump against her lower abdomen as Jim held her close did she begin to feel a longing for something more. She was astute enough to realize that from the very beginning of this date she had been giving off the message, "I'm just doing this to help my brother out. Keep your hands to yourself, buster, or you'll be sorry." As a result, Jim had been treating her much better than she deserved. He had brought her flowers, taken her to a nice restaurant, had engaged her in conversation and listened intently as she talked mostly about herself. She was with him because her brother had established a friends with benefits arrangement with his wife. She suddenly felt for the first time in a long time that she would like a friend (she wasn't sure of the benefits, yet) but a friend of the opposite sex. And there he was, holding her in his arms, and she was intentionally keeping herself from him. "That was stupid," she realized. "C'mon, let's get out of here." she said to Jim. "Take me home for a minute, I've got to do something. The night isn't over, yet, at least I hope not." With that she reached into her purse and put enough money on the table to cover their tab and a nice tip and practically pulled Jim out of the club.