Son's Friend

This story was written upon request, but is based on a true story. All people and events are totally fictional. Always practice safe sex. Remember: this is a fantasy and does not promote non-safe sex.

My wife and I have been married for over twenty years and although our sex life was OK, I sometimes though that we should pep things up a bit.

It all began so innocently, that I can't really remember when I first became suspicious. It all started when Paul started to visit our son, Sam, on a regular basis. Paul was a slim, good-looking, dark-haired guy of around 22 with a friendly, easy-going manner. He and Sam were both part of the varsity athletics team.

Elaine, my wife, was 45 years old, but still looked really good. She had kept her figure well through sport - mostly aerobics and tennis. As summer approached, she started wearing her usual light cotton summer dresses.

One particular afternoon, Paul had called around. Sam hadn't yet got back from University and was sitting around with Elaine and me while we waited for him to arrive. I was sitting next to Paul on the sofa with Elaine sitting opposite us. She was wearing a navy-blue cotton dress which buttoned down the front and came down to just above her knees. Sitting down in the comfy chair had, however, caused her dress to slide up so that I could now see a lot more of her long slim thighs. Since she had her legs together, there was little else to see.

Paul and Elaine were and laughing and chatting so easily that it was clear that there was an undercurrent of attraction between them that more than bridged the 23 years age difference between them. As the conversation continued, Elaine relaxed back into her chair and in doing so, her legs fell apart slightly, so that I now had a clear view of her panty-covered crotch. She was wearing a pair of black cotton panties with lace edging.

I glanced over at Paul and saw that he too had noticed the show that my wife was giving us. He kept glancing down at her crotch, while continuing to chat with us both. Just as I began to wonder whether Elaine was aware of what she was exposing, the door opened and Sam came in. Shortly afterwards, Paul and Sam disappeared outside, leaving Elaine and me in the kitchen. I decided to talk to her about what had happened.

'Elaine, were you doing that on purpose?'

'Doing what?'

'In the sitting room, when Paul was there.'

'What did I do?'

'From where we were sitting, we could see right up your dress!'

'Really? Oh, I didn't realise.'

'You need to be more careful how you sit. We - me and Paul - could see your panties from where we were sitting on the sofa.'

'Oh, well, it's no big deal. I mean it's just like wearing a bikini, right? And anyway, the guy's over twenty years younger than me - he's hardly going to be interested in an old woman like me, is he?'

'I don't know about that; he certainly looked often enough!'

'Don't be silly! Come on, let's go to the pool, I could do with a swim.'

With that, I turned my mind to other things and let matters drop.

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A couple of weeks later, Sam had invited Paul around for a beer and we decided to have a barbeque in the garden. It was one of those baking hot summer evenings and we were all soon drinking more beer than we should have done on empty stomachs.

Elaine was dressed in a navy-blue T-shirt and thin white cotton trousers. The material was so thin that not only was the outline of her white lace thong visible, you could also just about make out the pattern of the lace panel covering her crotch.

The evening passed in a flash as we all laughed and talked about our childhoods and some of the crazy things we had got up to. I was aware of the rather intense eye contact between Elaine and Paul, but ignored it as we were all having a good time. As the evening drew to an end, Sam suggested that his friend stay over as he had had too much to drink, to be able to drive home.

Elaine agreed and set about preparing a temporary bed in the sitting room. Thirty minutes later, having cleared up all the plates and cutlery, Elaine and I were in our bedroom getting ready for bed. Elaine had changed into a short babydoll style nightie in a plain peach-coloured material which was just about long enough to reach mid-thigh level. Although the material was opaque, her nipples could be clearly seen as they poked through the soft material.

I didn't really think too much about it - and was looking forward to climbing into bed with her - when Elaine suddenly announced that she needed something to drink after all the alcohol that evening. I protested that she couldn't go down dressed like that when Paul was downstairs.

'Don't be silly. This is almost as long as the summer dresses I wear. I am probably not going to bump into him and anyway, he's not going to be interested in an old woman like me.'

'You're not old and I still don't think that you should be parading about in front of him like that!'

'I am not PARADING in front of anyone. I simply want to get a drink of water. OK, if it bothers you, I'll put some panties on.'

Before I could say another word, she grabbed a pair of red panties from her underwear draw and tugged them on. Without even looking at me, she opened the door and headed off downstairs.

I waited a few seconds, unsure as to what to do. Then I pulled on my shorts and headed off after her. I arrived in the hallway to hear soft voices coming out of the kitchen.

I crept up and looked in through the crack in the door.

Elaine was standing with her hand on the fridge door and laughing, looking over her shoulder at Paul, who was watching her, dressed only in a pair of grey shorts.

'Yeah, right. Why would a guy like you be interested in an old woman like me? What's wrong with the chicks at University?'

'I mean it. You are a very attractive woman Elaine.'

Still laughing quietly to herself, Elaine opened the door to get the water from the cool box at the bottom of the fridge. To my surprise, she didn't crouch down to get it, but bent forwards, straight legged. This caused her nightie to ride even higher until the red silk panties she was wearing were almost completely exposed. Paul whistled though his teeth.

'Now that is something to sink your teeth into!'

Elaine stood up, turned around and laughed.

'Maybe not your teeth, but you could certainly sink something else into it!'

I couldn't believe what I was hearing. Looking over to Paul I could plainly see the bulge in his shorts - reflecting the state that I was in.

'Look, I've got to get back. Why don't you come over on Tuesday evening. We'll have the house to ourselves and we can continue this conversation then.'

Paul grinned.

'OK, but I'd like a goodnight kissed to be getting on with.'

Elaine walked over to him and made to give him a quick kiss on the lips. Paul was having nothing of it. He grabbed her head and pulled her into a full tongue kiss before dropping his hand and cupping her breast through the soft peach coloured material. Elain twisted away and broke off with a gasp.

'I've got to go. Tuesday?'

'I'll be there.'

With that, Elaine turned and walked towards the doorway where I was standing. I quickly made myself scarce and just made it to my bed before she came in.

'And?'

'Just as I said, Paul was in the sitting room - probably dreaming of some cute chick at University.'

My emotions were in a turmoil. On the one hand, I was furious and felt betrayed by what I had just seen. On the other hand, I was incredibly turned on by the scenes that kept playing before my eyes. I decided there and then that I was going to make sure that I was there on Tuesday night.

Feeling incredibly horny, I pulled Elaine down onto me and slipped one hand down to stroke her silk panties. She was soaking! It seemed that I was not the only one who was turned on by the events. Forcing Elaine onto her front, I pulled off my shorts, knelt behind her and tugged her sopping panties to one side.

With one thrust, I entered her and fucked her hard and fast until we both came.

'What's up with you tonight? You're not normally so direct!'

'I dunno. Just feeling horny I guess. Complaining?'

'Nope!'

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Tuesday arrived. This was the day that I normally went out with my drinking buddies for the evening. This time, I rang each one of them in turn and told them that I couldn't come, but that they shouldn't mention it to Elaine. After a few questions as to what was going on, they agreed to do as I had asked, presumably assuming that I was meeting another woman. Little did they know.

At 7pm I called to my wife that I was going and drove off down the driveway and went around the block, where I parked the car. I returned by foot to my house, taking a small side pathway which enabled me to climb into our back garden without being noticed.

30 minutes later I heard the doorbell ring faintly and walked to the window in time to see Elaine lead Paul into the sitting room. He was dressed in a smart shirt and trousers and carrying a light sports bag. Elaine had also done herself up and was wearing a body-hugging white dress and was barefooted.

Even from here, it was clear that Elaine wasn't wearing a bra as I could see her nipples through the white material of her dress. The other thing that suprised me was that she was wearing a pair of blue panties under the dress - they too were clearly visible. This was always something that I had wanted Elaine to do for me but she had always refused, saying that it was too sluttish.

Before I could think about what this might mean, Elaine and Paul were buried in a full kiss and Paul's hands were all over Elaines bum and back.

I was a bit exposed out in the garden, so I decided to slip into the house which would also let me hear any conversations they might be having. I silently slid the key into the lock and let myself in, closing the door behind me. I took my shoes off and walked quietly into the hallway. Here I found a good hiding place where I could look through the half-opened doorway without being seen from the sitting room. What I saw made my heart start pounding with excitement and made my knees weak. Elaine was down on her knees and was pulling his trousers down! This done, Paul stepped out of them and Elaine reached up for his shorts. As she tugged them down, a hard cock sprang out, its swollen head only inches from Elaine's face. She pulled his shorts down completely and then took hold of his cock in both hands. Without the slightest hesitation, she leaned forwards and took Paul's cock in her mouth. Her head started bobbing up and down as she slid her lips up and down his shaft. It was clear from the expression on his face that Paul was not going to be able to stand much more of this. Elaine reached up and grabbed Paul's buns, pulling him onto her. Within seconds, Paul called out that he was going to come. I tensed, waiting for Elaine to pull back like she always did. To my surprise, she pulled Paul tighter towards her and held him there, presumably fellating him with her tongue. Suddenly Paul stiffened and grunted as he came and I watched in both fascination and awe as my wife swallowed every last drop of come Paul had to offer.

After a few seconds, Paul pulled Elaine to her feet in front of him. Elaine started to unbutton her dress, but Paul stopped her.

'Wait. I want to film you stripping!'

'Paul, I'm not sure I ...'

Paul ignored her protest and rifled through his bag before pulling out a video camera and switching it on.

'OK. Now slowly unbutton your dress for me.'

'I don't know. I don't think this is a good idea.'

Despite her protests, Elaine did as she was told. Slowly, button by button, she undid her white dress, slowly exposing the smooth valley between her breasts. As she continued, her smooth, flat stomach appeared, followed by the lace rim of her royal blue silk panties. Within seconds, her panties were completely exposed and Paul was kneeling in front of her obviously zooming in on her panty-covered crotch.

'Now let your dress slip over your shoulders.'

**Elaine did as she was told and let the dress fall to the floor, exposing her full breasts, her dark nipples stiffened with excitement. From here it was clear that Elaine was turned on, her panties had darkened where they hugged her pussy and her face was flushed with excitement.

'OK. Now turn around and lean onto the sofa - support yourself with your hands.'

In doing so, Elaine's bum was thrust up towards Paul, who continued to film her, apparently focussing his attention on her silk-covered pussy. In this position, the material had been pulled up tightly into her pussy so that the outline of her labia was to be seen.

'Now turn around again and sit on the sofa. Lean back and spread your legs for me.'

This time Elaine didn't even question the instructions, but did as she was told and before Paul could say anything else, she had thrust her hand down inside her panties and started to finger herself. She shut her eyes and her movements became more rapid.

'Wait. I want to film you doing that! Take your knickers off.'

He continued filming as my wife slid her knickers down her thighs and over her shins before kicking them off to one side. Within seconds, she had spread her legs again and exposed her swollen pussy to us both. Her hand returned between her legs as she continued her ministrations.

I glanced over at Paul and saw that his cock had returned to its previous erect state, the shiny purple head exposed where the foreskin had been drawn back.

Elaine made a stifled moan and bit her lip as she came; her body stiffening and her thighs clenching, trapping her hand between them. As her orgasm subsided, Paul pulled off his T-shirt and set the camera on a tripod.

'Get on your hands and knees on the floor.'

Elaine did as she was told without comment.

Her full breasts hung down and her back arched as Paul knelt down between her shins, placing his hands on her buttocks. For one second, I thought he might want to take her bum but then he placed the tip of his cock between Elaines thighs and entered her in a single smooth thrust, causing Elaine to exhale loudly.

Holding her by the hips, he started to thrust into her before pulling back and then thrusting fowards once more. Elaine was pushing herself back onto his cock in time with his movements. Now covered in a light sheen of sweat, Elaine arched her back and called out loud as she came for the second time that evening, before collapsing onto the floor. Paul pulled out of her and I caught a look of his erect cock, glistening with their love juices.

Elaine got up and turned around, pushing Paul down onto his back on the floor. Kneeling astride him, she lowered herself down onto Paul's cock and started a gently rhythmic rocking motion, rubbing her pubic mound against him and cupping her breasts with her hands.

Paul was groaning now and Elaine dropped her hands and placed them on Paul's hips. Supporting herself with her hands, she rubbed her pussy against the tip of his cock, letting the head of his cock enter her before lifting back again. This was too much for him and he came, pushing up against Elaine as she bored down on him.

Once they had both recovered, they disentangled themselves and Paul turned off the video camera.

'Paul? What are you going to do with that film? I don't want you showing it around!'

'It's just for me - for when you're not there. But I'll give copy it for you now.'

'What? How?'

'I've got everything with me.'

With that, he pulled out a new video tape and a variety of cables from his bag and hooked up the camera to our video recorder.

'Shit. Look at the time. We've got to get dressed!'

'Can I have a quick shower?'

'Yes, but hurry up.'

Pulling back so that I couldn't be seen, I hid until they had both showered and dressed. Once Paul had packed everything away and given Elaine the tape, they said their goodbyes and Paul left, I watched Elaine to see where she would hide the tape, before sneaking back out of the back door and returning 10 minutes later via car.

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Needless-to-say, we had some pretty steamy sex that night although Elaine must have been pretty tired from her earlier activities. She behaved as if nothing unusual had happened. Now the only thing that I need to decide is what to do with the tape. Maybe I'll just confront her with it ...