It was a whole week before we formally met Jennifer and her husband Dave. We were invited to a neighborhood beer and bar-b-q party. We met a number of neighbors, in addition to Dave and Jennifer, and had a great time. At one point Dave pulled me aside to thank us for spicing up his love life.

Evidently, Jennifer was pretty turned on by seeing Lynne and I fucking. When Lynne and I had stood to introduce ourselves, Jennifer had run from the house saying, "she had to go and 'fuck her husband, I mean go find my husband'." Lynne and I had gotten a good laugh out of the situation and hoped that her husband got a good fuck. Turns out he had.

Even though Dave and Jen were about our age, they had already been married for about 4 years, no kids yet. We started socializing with them on a pretty regular basis primarily due to the fact that they had a pool and loved to cook and entertain. We found out early on that Dave and Jen were high school sweethearts and had never had sex with other people. This was something that Lynne and I could scarcely comprehend. Never the less, we all got on quite well. However, soon an early summer heat wave changed the dynamic between us.

Lynne has always been completely comfortable with her body, not to mention a bit of an exhibitionist. Jen was clearly more guarded (hell she was a borderline prude) and was very careful about exposing too much of her skin around other people. Yet as the summer heat increased, Lynne was able to talk Jen into sunbathing topless at the pool when Dave and I weren't around.

Jen didn't even tell Dave she was going topless until he mentioned that he liked her tanned boobs. He told me later that she got all embarrassed at first, but was now going topless for Dave when it was just the two of them at home. Dave was very grateful for that too.

The four of us were enjoying a late Saturday afternoon when Lynne "accidentally" splashed some ice water on Jen's back while she was sunbathing with her top untied. When she sprang up in shock, I saw her lightly tanned breasts and her puffy pink nipples. Her top was untied because Dave had applied some lotion earlier. Being a guy, I popped some instant wood at the sight of her fine tits. Dave was inside and missed the show. Jen was embarrassed as she quickly covered her breasts with her top. I reminded her that she had seen me completely naked with cum dripping down my chest. This was the first time since "the incident" that I had said anything about it to her. I was surprised to she her eyes get glassy and her objections die quietly. I seized the opportunity and pressed my case.

Dave was just walking into earshot when I said, "You know Jen, a little flash of your nipples is nothing compared to what you saw at our house. I think you really owe us much more of a look if truth be told."

Dave was quick on the uptake. "He has a point Jen. You told me you saw them completely naked while they were fucking on the floor!"

"Dave!" Jen was blushing bright red, but her eyes told a different story. The memory of that afternoon must still really turn her on. She looked to Lynne for some kind of support. She didn't get what she wanted.

"Did you tell Dave we were fucking Jen?" Lynne could be so non-menacingly direct. "Actually Dave, I was rubbing my pussy along his cock. There wasn't a lot of penetration involved, well not right then. But now that I think of it, Jen must have had quite a view. I mean she was as close to me as you are now. We were so turned on by having had someone watching us that Jeff fucked me all night long."

Lynne waved her hand in front of her face. "Jennifer, with all of your talking about sex, I'm getting really hot. Would you guys be offended if we took off our tops?"

Jen started to object but with Dave and I completely comfortable with the idea of the girls topless, she was out numbered. Lynne was topless almost before her words were out of her mouth. It took Jen about fifteen minutes to finally drop her top. She quickly positioned her long hair over her breasts, well - you have to start somewhere. Hoping to put her at ease, I asked Dave if he would show me their new stereo set up. When we came back out about 20 minutes later, the girls were frolicking in the pool. Dave and I dove in and joined them.

Amazingly enough it was Jen who suggested we play couples version of 'king of the pool.' But it was good old Lynne who suggested that the girls mount the shoulders of each other's man. Jen probably figured I wouldn't see her tits that way. Poor girl, she simply didn't now how devious horny guys could be especially when her husband is in on the fix.

You see, Dave had contacted me not too long after the incident to thank us for the best sex since their honeymoon. In fact, Dave and I had many conversations about sex, and women, and the effort to keep the two elements (sex and women) together. While he loved Jen with all his heart, he was concerned that their lack of sex partners was an impediment in their marriage. As time went by, it was clear that Dave desperately wanted Jen to loosen up sexually with him. I decided to help him out - so here were playing battle of the boobs in the backyard!

During the pool battle Dave and I kept bumping the girls together then falling over. It didn't take long for Jen to drop her self-consciousness about being topless. I must admit to having copped a number of feels when she fell off a couple of times. When we all got out, she squeegeed her hair back and walked effortlessly around the pool with her breasts bare. Dave was quick to re-supply us all with cool drinks and soon we were all laughing. When I got a chance I gave Dave a surreptitious thumbs up.

He reached over for a tube of sunscreen and squeezed it into his hand. He leaned toward his wife and applied some lotion to her nose. "Safety first... we can't allow any of this soft skin to burn." He then applied lotion to her cheeks, neck and shoulders. As Jen relaxed into the ministrations of her husband, I got up to use the bathroom. When I returned, Dave was rubbing lotion onto Jen's breasts slowly and sexily. Her eyes were closed, and I was careful to make no sound. I found out later that Lynne had to do a little persuading to get Jen to relax and let Dave apply the lotion completely and properly.

Dave was rubbing Jen's breasts to the point that her nipples were clearly erect. Dave kept rubbing her tits with one hand as the other began to apply lotion to her abdomen, hips and thighs. Lynne and I watched as Jen slowly let her legs spread apart in response to the gentle pressure of her husband's hands. Her wet bikini bottom revealed a prominent camel-toe, and her breathing was deep and slow. I noticed that Dave brushed the crotch of her bikini as he moved from thigh to thigh and back again. Jen was clearly getting aroused.

"I hope you save some lotion for me. I don't want to burn either." Lynne said it so softly the first time she had to repeat it slightly louder for Dave and Jen to hear her.

Dave didn't miss a beat. "Should I take care of our guest honey?" When Jen answered with a dreamy "of course" Dave turned to Lynne and started with her nose. He was applying lotion to Lynne's shoulders when Jen realized that she wasn't being touched. She turned her head and looked at Dave and Lynne first, then at me. I had my dark glasses on, and she could not see that my eyes were open just enough to see everything. I guess she thought I was asleep.

As Dave's lotion covered hand descended to my Lynne's breast, Jen sat up. "What are you doing?" she whispered.

"What you told me too." Dave whispered back. Lynne 'ssshhed' them both and told Jen to let Dave finish his work. Jen watched transfixed as her husband languidly worked the lotion into my Lynne's soft beasts. Every so often Jen would look in my direction, but I remained motionless.

When Dave began to lotion Lynne's thighs I heard her tell Jen 'make sure he gets all the exposed skin otherwise I'll get a bad sunburn.' Damn if Jen didn't point out places Dave had missed until his hand was pressing against Lynne's fabric covered pussy. Lynne sealed the deal as simple as could be.

"I hate tan lines. Jen do you mind?" Jen shook her head no without having the slightest idea what Lynne was really asking, I knew though. To the sound of Dave and Jen's collective inhalation, Lynne hooked her thumbs into her bikini bottoms and whisked them down to her ankles and off before they could react.

She seductively wiped her palm across Dave's as she held his hand inches above her bared cunt. "I better apply this. Why don't you do Jen?"

Dave turned to his wife, gently pushed her back in to the chaise, took hold of her bottoms and pulled. Jen lifted her hips and seemed absolutely stunned to find herself completely naked with another couple present. Her pussy was covered in soft wisps of sparse blonde hair. Her cunt lips were clearly visible and appeared to be quite swollen. The light breeze carried her scent to me. Damn.

Dave rubbed his wife's newly exposed skin. Soon his index finger was pushing down between her swollen lips. To my and no doubt Dave's collective amazement, she wasn't stopping him. Dave was clearly and uncomfortably erect but didn't dare stop to adjust himself for fear of breaking the spell.

Dave was unaware of the movement behind him until out of the corner of his eye he saw Lynne straddle the chaise I appeared to be asleep on. "You guys are way over dressed." Dave watched as Lynne unsnapped my trunks and slowly pulled them off. My erection popped up and swung lazily as Lynne worked the trunks down my legs. When Dave looked at his wife he found her eyes locked on my erection. Damn.

Dave now turned his head to look at Lynne and me. He was eyeball to... well, he was looking right at Lynne's bare cunt. It was less than two feet from him. For the first time in his life Dave was looking at another woman's "live and in the flesh" cunt. Damn. Things were getting very interesting, and I had no idea where it might all lead. Oh, I had my fantasies, but what were the others thinking?

Jen seemed clearly confused as she looked at my cock, Lynne's cunt and made half-hearted attempts to push Dave's hand away from her. Dave seemed confused also except that his eye's were riveted on Lynne's cunt and he seemed to be leaning closer and closer to it.

I watched as the expression on Jen's face turned from confusion to curiosity. When I saw Jen lick her lips as she stared directly at my wife's cunt I finally whispered to my wife. "Back up Lynne, Jen needs you." Lynne slowly backed away from me until she was standing next to the chaise that Jen was on. Dave slowly removed his finger from Jen and paused, I was curious about what would happen next. I heard Lynne's voice, "Jen would you mind if I showed Dave how every woman really wants to be touched."

Dave appeared mesmerized as he watched Lynne lean in closer and closer to his wife's cunt. He watched as Lynne's barely touched Jen's outer lips. A long sigh of enjoyment flowed from Jen's mouth. Jen's scent filled the air around us.

Lynne turned to Dave. "Does she taste as good as she smells?"

Dave shook his head, "I don't know... I mean, I've never really... she doesn't like..."

Lynne slowly pushed her finger into Jen's who obligingly arched her hips for deeper penetration. Lynne waved her wet finger under Dave's nose and then stuck it in her mouth. She removed it with a ceremonial smacking of her lips.

"Smells good... tastes better. Dave you don't know what you're missing and Jen has no idea what you've been denying her. "

"I don't deny Jen anything... I'd do anything..."

"Well you've denied her this!" Lynne lowered her mouth to Jen's cunt and began to lick. The effect was instantaneous as Jen spread her knees wide and cried out, "Yes! Oh yes! Oh!"

I don't think it took more than a minute for Jen to be thrashing about in orgasm. Dave just looked on in utter amazement. I looked on with undisguised lust and a ferocious hard-on. I knew what I wanted to do and who I wanted to do it with but I'd known Lynne long enough to let a woman lead in these kinds of situation. I was horny alright, but that didn't mean I was stupid.

Dave looked a little chagrined, maybe even a little embarrassed. He was clearly aroused judging by the tent in his trunks. Lynne placed her hand on his knee and rubbed slowly up and down his thigh, he finger tips easing just under the open leg of his swimsuit.

"Dave do you think that Jen would like to feel like that every time you two are together?"

Dave didn't even have time to answer before Jen utter a very contented, "YES!"

"Yes, I do... it's just that I've never..."

"I know, I know. No one ever taught you and Jen didn't know how to ask." Lynne's hand was halfway up the leg of Dave's swimsuit. "Jen, would you like me to teach your husband how to eat pussy?"

"Yeah." Jen slowly sat up. I quickly got off the chaise I was on and made room for Lynne. I stood next to Jen. Like I said, I'm not stupid.

The first thing Lynne did was get Dave out of his trunks. Holy Cow the guy was hung! Lynne laid back on the chaise and spread her legs, she gave Dave a quick tour of her cunt. First she touched herself with her finger, and then she had Dave touch her with his. She kept telling him 'softer, slower' until she was satisfied with his efforts.

"Now do that exact same thing with your tongue." Lynne placed her hands on each side of Dave's head and pulled his mouth to her cunt. Her deep sigh said it all.

Jen was watching intently. OK, we both were watching intently as Dave slowly and evidently correctly, licked Lynne. I couldn't help myself and I slowly began to stroke my erection. I saw Jen turn and look at me, she had a funny look on her face.

I let go of my cock. "I'm sorry. It's just..." Stupid began to creep into my brain and leak out my mouth. "I guess I could use a hand." I turned so that my back was to Lynne and Dave. Jen's hand rose slowly and wrapped softly around my shaft. She began to move it very slowly back and forth... too slowly. For me, slowly fans the flames of stupid.

Jen's feather-like touch and slow stroking served only to increase my desire for her. Any thought of Lynne and Dave, what they were doing or what they might think about what we were doing was dissolving away from my mind.

I leaned slowly toward Jen. The flow of stupid was increasing and I wasn't smart enough to stop it. "Open your mouth Jen. Open you mouth." I reached out with my hand and gently pulled her head forward.

Jen's full lips were slightly parted as the tip of my cock made contact. I watched as her mouth slowly accepted the head of my cock. The soft heat of her mouth was intoxicating and stupid took full control.

I glanced over my shoulder and saw Dave's head moving vigorously between Lynne's thighs. His hands were filled with her tits. For a rookie Dave seemed to be getting the hang of oral sex rather quickly.

It was at that very moment that I had a revelation of sorts. If Dave was a rookie at oral sex, then it was quite likely that Jen was too. That meant that it was quite likely that my cock was the first cock that she had ever had in her mouth. I based this on two things; one, her mouth was just around my cock, it wasn't moving at all and two, Dave had clearly said, 'we never."

"We never..." Jen was a virgin cock sucker. I looked down into her innocent eyes. Eyes that looked back up at me, her expression questioning me as to whether she was doing this right or not. I smiled at her; she smiled back through a mouthful of cock.

When she smiled her tongue pushed up against the underside of my cock head, that real sensitive spot. That extra stimulation and the fact that she had never stopped stroking my shaft did what they were intended to. Seemingly out of nowhere, my orgasm swept up though me. My cock swelled dramatically and there was a brief instant where Jen and I knew exactly what was happening. We were both still surprised, her in particular, when my cock spurted into her mouth.

Well the first spurt was in her mouth.

The second splattered across her cheek and hair.

The third, fourth, and fifth spurts resulted in her first (I'm assuming here) pearl necklace.

The rest dribbled onto her hand and wrist.

The fog of stupidity slowly lifted. I was somewhat alarmed at the amount of my stupidity dripping down Jen's chest. She was looking at it too. She was also still holding on to my semi-erect cock.

Behind me I could hear Lynne panting toward her orgasm and I quickly suggested a quick clean up dip into the pool. Jen nodded in agreement and we quickly made our way across the yard.

Once we were in the pool, if I was smart, I would have let Jen clean herself.

Unfortunately, the fog of stupidity didn't creep back in on little cat's paws. It came roaring back in and hit me upside my head. Stupidity wasn't the only thing that came roaring back.

As soon as I had Jen out of view of Dave and Lynne, I kissed her. She resisted for a moment and then started to kiss me back. I pushed my erection into her stomach and ground against her, she ground right back. I had her pushed against the side of the pool as I slowly walked us into deeper water. She instinctively wrapped her arms around my neck for support. Her legs parted and I simply lifted her high enough to slide my cock between her thighs.

"What are you doing? No... we can't... I've never been with another man... Jeff... Jeff don't... ohhhhhhhhhhh."

Oh god she felt good. We just stayed there like that. Her arms around my neck, her legs around my waist, out foreheads touching as we both looked down between us into the water. The still water of the pool could not disguise that fact that my cock was inside of her.

We just stayed that way, holding on to each other. I flexed my cock and she squeezed back with her cunt. I started to thrust and she said, "no." So I didn't. We just stayed that way - me inside of her. I don't think that I have ever just been inside a woman without thrusting. I kinda dug it.

That's when I felt it. I could feel it build slowly within. At first I didn't believe it, it couldn't be happening. I looked into Jen's eyes and they seemed to reflect what I was feeling. I kissed her softly on her left cheek, her right, and then her lips. That's when it happened.

"I love you." The words just came out. It was like some kind of emotional ejaculation. When I saw her reaction I wished I'd had some kind of verbal condom to contain my effusiveness. She pushed off of me and slowly swam away.

She kept looking over her shoulder until she reached the steps.

I kinda drifted over towards her - I kept plenty of water between us.

I didn't say a word - I'd already said too much.

She just sat on the steps. Knees drawn up to her chest, chin resting on her knees. She was just looking at me. She didn't appear afraid, or mad, or whatever.

Curious - yeah, that was the way she was looking at me; cautiously curious.

I slowly let a smile play across my face.

She returned it - slowly.

Then her eyes smiled and I felt as if a great weight was taken off me. That's when I knew everything would be alright between us.

"Oh here you are." Taken by surprise, I turned to see Dave standing at the pool gate. It wasn't his arrival that was the surprise, it was the tone of his voice. He clearly hadn't expected to find us here. He wasn't happy to find us here. There was something else in his voice too.

My first conclusion was that he thought that Jen and I had gone off somewhere to fuck.

I started to say something when I noticed it and I was dumbstruck.

It was his cock. His cock was as limp as over cooked spaghetti. Speaking for myself, it takes one incredible orgasm or two really good ones to leave me that flat.

"What did you say?" Lynne came around behind him. She saw Jen first and started in surprise. Then she saw me and stepped back - too late.

Her inner thighs were dripping in cum and her labia were long and stretched.

"Son of a bitch!" I swam to the side got out and walked right past them. I grabbed my shorts and pulled them on. I was halfway to the gate when Lynne called out.

"Jeff! Jeffery! Don't leave now, we need to talk about this - with everyone. It's not what you think."

I stopped and turned. I looked right at her used sex and Dave's dripping cum.

"It's not what I think? Oh yeah? Ok Lynne - what do you call it?"

Even in the evening light I could see the answer in her eyes.

"Yeah - that's what I call it too."

The loud 'klatch' of the gate closing behind seemed to follow me like an echo all the way back to our house.

Our house.

It seemed mighty empty right now.

I just sat there drinking my beer with my back to the door, the evening breeze felt good.

I, on the other hand, felt like crap for any of a number of reasons. I wasn't thinking about anything in particular because I was thinking about everything in general. And in general, I was thinking that I was one big asshole.

I heard the gate open and footsteps coming to the back door. What was I going to say to Lynne? What was she going to say to me?

As soon as I heard her feet on the kitchen tile I didn't even turn to face her, I just spoke.

"I'm sorry. I guess I was just upset... I mean, you didn't... hell, you didn't do anything that I didn't want to do. That I should have..."

"Why didn't you?"

I spun around as I stood up. "Jen!"

She took one step towards me and I practically leaped on her. I kissed her fiercely as she started tugging at my shirt. I didn't question, I didn't hesitate, I took her right there on the floor in almost the exact same spot that she had seen me fucking Lynne (or vice versa, if you want to be accurate) a couple of months before.

It was a wham, bam thank you ma'am fuck.

We both came.

I pulled out of her and lay beside her on the floor. We were panting pretty hard.

"They think I'm convincing you to come back over to our house."

"You're very persuasive - in your own unique way." I rolled onto my side and slowly kissed Jen softly on the lips. "I'll do whatever you want... anytime you want... as often as you want... where ever you want."

"Then come back over with me." As Jen stood slowly a torrent of cum leaked from her. "Do you always cum this much?" I watched as she swiped her fingers through our combined goo and brought them to her mouth. "Yours is the first I've ever tasted. Until tonight I'd never even... you know, never even had David in my mouth."

I suggested a quick clean up before returning to her house and she agreed. Our return was anti-climatic as Lynne suggested that maybe we should all just sleep on it and get together tomorrow and talk it out when everyone is rested and had time to think. We all agreed.

Lynne hardly said a word until we were in bed that night.

"Did you fuck her when she came over to get you? I'm asking you, even though I'm sure I know the answer. Jen wasn't at all happy when she left and she seemed quite changed when you two returned. So?"

"Yes. We did." A part of me had really wanted to say otherwise, but what would that have accomplished? If there was one quality of Lynne's that I truly prized it was her perceptiveness. She just saw through it all. I gathered her into my arms; my chest to her back. I kissed her shoulder.

"We." There was a long awkward silence. "Do you have feelings for her?"

"No! What are you talking about? Where the hell is this coming from?" Every question I posed, and I posed a lot more then just two, was met with that same awkward silence until, I really had nothing else to say.

" Yes, I guess."

I waited for all hell to break loose. I deserved what was coming. I deserved it in spades. What Lynne had done with her body was one thing. What I was doing with my heart, her heart, Jen's and even Dave's was quite another.

"I'm sorry Lynne."

"Me too Jeff... me too."

That's it! That's all she had to say? I felt as if I was falling. I was, I was falling... I was - so fucked. The guilt that suddenly welled up within me was overwhelming. I tried to get out another apology. My words came out as a choked sob that cascaded into tears. I started crying, and once I started I couldn't stop. What the fuck was happening here?

Lynne turned over and held me. She didn't say a word, she just held me. She held me and she loved me.

I fell asleep in her arms.

When I woke the next morning I felt tremendous. I mean that I really felt like a million bucks... no, make that a billion, or more. I sprang out of bed and went searching for Lynne. She was in the kitchen sipping coffee.

I swept her up in my arms and kissed her.

"Ewwww - morning breath."

"Get used to it." I sat her back down and knelt before her. "I love you Lynne. I want to spend the rest of my life with you. Will you marry me?"

Lynne smiled (God she was beautiful), "You're serious aren't you? You really mean this."

I took her hand in mine and kissed it. "I'm very serious. I love you with all my heart... with all my Soul. Marry me."

"All your heart... all your heart..." Lynne stroked my cheek with her fingers. "I love you too Jeffery. I love you enough to marry you..."

The unspoken 'but' hung above me like a guillotine with an unraveling rope. My heart stopped. Like a fool I leaped into the breach. "I'll do whatever you want... anytime you want... as often as you want... where ever you want." The words just poured out of my mouth... that damn verbal ejaculation again.

Lynne smiled at first, until my face registered just what I'd spoken and the fact that I'd said the same words to another woman not 12 hours before. Her smile faded and she nodded understandingly at the depth of my betrayal. God could I be a bigger asshole here?

"... but, you have some unfinished business with Jennifer. You know it, I know it, she knows it. So for the present, my answer to you, 'oh love of my life' and I mean that with all sincerity. My answer is 'no -it's a probationary no... but it is a no.' When you and Jen are through with whatever you two need to do. I'll reconsider."

I sat in the chair next to her, still holding her hand. My emotions felt as if I were riding on a roller-coaster with the safety bar loose. Lynne came over and sat in my lap.

"Jeffery Williams. Jeff, look at me. Listen. Don't you for a moment think that I do not love you? I do. If anything, my love for you has grown and multiplied over the last 24 hours more then you'll ever understand. My heart is so full right now; I know how much I love you. I know my heart. It's your heart; it's all over the place. When it's steady on me... I'll marry you in a heartbeat. Gladly... happily... without any doubt what so ever.

"Jeff. You have real feelings for Jen. You said so last night. But I knew it before you said anything. I've seen it in the way you look at her. I saw it in your yes when the two of you returned. I saw it in her eyes too. She has feelings for you. You two, and me, and Dave - we have to work this all out somehow..."

I held her close. She was right. She was absolutely right.

The scheduled group talk didn't happen as previously planned. Jen called and asked Lynne to go shopping with her. That left Dave standing in our kitchen with a funny look on his face.

"Wanna beer... or three or four?"

Dave and I each started with one each, 'started' being the operative word here. We tried to start a conversation in a half dozen different ways and kept coming up empty. Finally Dave, the ex-jock and sports nut broke through.

"Did you see the game last night?"

I almost answered him when I realized that there was no chance in hell that either of us had seen anything on TV last night. I simply raised an eyebrow in reply and we both busted up. We were laughing so hard if we'd been women we'd have peed our panties.

Dave stuck out his hand, "I'm sorry about last night - I know we'd never talked about anything like that. I can't believe I did something like that. You and Jen had every right to..."

I took it and shook it firmly and sincerely. "Look Dave, about last night..."

"Jen woke me up this morning with a blowjob."

I just stood there and stared.

"You may have gotten the first one, I get the rest."

My mouth was now open - I'm sure that I looked as foolish as I felt.

"She swallowed it too."

Now I was jealous.

"She said she much preferred my cum to yours... mine's sweeter."

We literally ended up on the floor we were laughing so hard.

"I'll take your wife's word for it and leave it at that!"

We were fine. Dave told me how he didn't last but about 10 seconds in Lynne (poor Lynne!) I told him that I had the same problem in Jen's mouth.

The shopping expedition returned to find two guys acting, no, interacting like best friends. The girls smiled as they watch Dave and I clown around. Jen looked especially touched. Lynne noticed that I noticed, but she seemed OK with it.

Things settled down for the rest of the week. Lynne and I were talking and communicating like never before. Our sex life was much more loving and tender than ever before. I just wished that there were some way for me to get past the Jen thing.