It was nearing six o'clock. Jason glanced at his watch for the third time. "Honey? You about ready?" he called up to her from the stairs. He chuckled to himself. Denise had been primping herself for well over an hour. Not that that was a bad thing, she was just a little nervous. And it wasn't that she'd been worried about choosing the right outfit to wear for the evening, she wouldn't be wearing one.

"Hold your horses!" Denise called down. "We don't need to even be there until seven!" she reminded him.

Brian, Jason's best friend for the past thirty years was about to have the best surprise birthday party of his life. It had started out as nothing more than a lark, an idea that seemed silly, albeit more than just interesting when Brian's wife Jackie first mentioned it as a joke in passing. She had come over for coffee one Saturday as she often did. Sitting at the breakfast table with Denise, the two women had been laughing hysterically over something when Jason came down stairs to grab a cup of coffee before heading out to play around of golf with Brian.

"What's so funny?" he'd asked.

They were as different as night and day. Denise stood just a fraction over five feet, her hair short, reddish brown, green eyes. Jackie on the other hand stood easily six feet, perhaps an inch shorter than Jason stood himself. The typical blue-eyed blonde, her hair falling well past her shoulders.

Jason stood grinning as he sipped his coffee pretending not to be too interested in their conversation until Denise had laughed once again. He loved watching her laugh, it made her boobs bounce, and if anyone had boobs big enough to bounce when she laughed, his wife did. Another obvious difference between the two as Jackie's were much smaller, and as such, she hardly if ever wore a bra whenever she was over. Just as she wasn't wearing now.

"Oh nothing really," Jackie had said. "Brian told me over a week ago he didn't want one of those typical surprise parties. You know how he hates those. He'd said that the only kind of surprise party he'd enjoy having is if everyone jumped up wearing nothing but their own birthday suits!"

Once again the girls sat laughing, chuckling over the thought of that.

"What would really be funny, is if we actually did it!" Jason stated.

"Oh yeah right, I could just see Carol and Bob doing something like that." "Well you never know honey," Jason turned grabbing one of the fresh pastries off the plate sitting between them. "You know Carol, if ever there was an exhibitionist, she'd be the first one to agree to do it."

"That maybe true, but Bob certainly wouldn't. You know how prim and proper he is all the time."

Jason laughed thinking. "Oh, but if you only knew."

Bob was the third member of their little golfing foursome. Jason knew he had a girlfriend on the side, but then according to Bob, Carol had a girlfriend on the side as well.

"You know, it really would be funny though," Jackie said half-seriously.

"You can't be serious?" Denise asked incredulously.

Standing there, Jason couldn't help but toss in his own two-cents. The conversation had suddenly gotten very interesting. He'd never seen Jackie in the altogether, though he'd seen enough of her in some of the skimpy outfits she often wore to wet his appetite.

"I know if it was me, and if it was my fiftieth birthday, I'd think it was the best damn surprise AND gift anyone could give me!"

"I agree!" Jackie said standing, much to Denise's surprise. "Jason? When you get a chance, mention it to Bob, see what he thinks. I'll be seeing Carol and Amy later on this afternoon, I'll talk to them and see if they'd be willing to go along with it for that very reason. It really would be the best present I could give Brian under the circumstances. Hell, he has everything else!"

Denise still couldn't believe what she was hearing. "You two really are incorrigible you know that?"

Jason could only grin as he took a bite of his pastry. The fact Denise was even considering going along with it spoke volumes.

It was only a little ways down a short block towards Brian and Jackie's house. So they walked. Denise of course had a set of keys, so she'd be letting everyone in while Brian and Jackie supposedly enjoyed a nice quiet dinner together at one of Brian's favorite restaurants.

"Bob and Carol are picking up Amy and her husband," Jason told his wife. "That way there won't be so many cars parked around the neighborhood, and he'll park theirs down the street in the opposite direction so Brian won't accidentally spot it when they arrive home."

"Good," Denise said. "I told everyone if they got there before we did to just sit out back on the patio and wait for us there." Now Denise glanced at her watch. "Plenty of time still for all of us to have a few drinks to work up our courage to actually go through with this," she added nervously. "I still can't believe I let the two of you talk me into this."

Jason wasn't about to answer her. He still couldn't believe it either.

A few minutes later they arrived at the dark house heading around back where sure enough everyone sat waiting for them.

"About time the two of you showed up!" Bob stated. "We're thirsty!"

Bob was shorter than Jason was by several inches, but he was far stockier without appearing overweight. But the most striking thing about the man, his hair was a natural almost too perfect white. And though he kept it reasonably short, you could easily pick him out from any crowd. Likewise, Carol was an interesting character as well. Her breasts though larger than even Denise's were an obvious product of expensive enhancements. And Jason had not only been invited to see them shortly after her surgery, but had also been invited to feel them, simply for the sake of her being able to show everyone just how good a job her physician had done. And Jason had to admit... they were nice.

If ever there was to be an award for the oddest couple however, that one would have to go to Amy and her husband Greg. Greg had played football in college, even going on to play in the pros until he'd gotten in a car accident and ended up losing a leg. Though you wouldn't know it to see him, nor by the way he walked. At six and a half feet, Greg was still a big muscular individual. Amy on the other hand was nothing short of a pixie. Shorter even than Denise, she looked almost boyish in her slim almost too skinny small frame, near if not truly flat-chested with bright red, closely cropped hair, an equally slim oval face. But Amy had eyes that were the biggest, brightest most incredible shade of blue Jason had ever seen on a woman. And... they were naturally so.

Denise fumbled with the patio lock briefly, and then led everyone inside. "We need to keep the lights off," she reminded everyone. But with a full moon, the reflection inside gave off just enough light to actually see by as the girls quickly got busy sitting out the party favors that Jackie had stashed away earlier. Jason was in charge of raiding the liquor cabinet which he did almost immediately much to Greg and Bob's delight.

"You know," Greg began. "This is going to be just as much of a present for us as it will be for Brian!" Greg was smiling from ear to ear as he turned glancing back in the women's direction as they hurriedly began setting out the cake, plates, silverware as well as a couple of novelty items that Jackie had purchased for later on that evening. The girls spoke in hushed tones, then giggling.

"You think they're as excited about this as we are?" Bob questioned actually reaching down inside hi pants to readjust himself. "By the way they're carrying on, you'd think they actually might be."

Jason had to admit, Denise did seem to be less nervous than she'd appeared on the walk over, even laughing as the girls took a quick peek at one of the party games Jackie had picked up at the last moment. An adult version of 'pin the tail on the donkey' though this one having two life-sized stand-ups of a naked man, and woman, san's intimate body parts which is what people would attempt to place in the closest appropriate area.

"Hey... it's almost time!" Denise cautioned everyone. "They should be here within ten, fifteen minutes."

"Guess it's time we all got naked then," Greg snickered lustfully.

Jason found it funny when the girls disappeared into the back bedroom to remove their clothing while the guys merely stripped down in the front room. But not only did Greg strip down to his birthday suit, he also removed his artificial leg entirely so that he now stood perfectly balanced on one leg, though using the back of the couch for support.

"Hey! The leg counts," he'd said to Jason looking at him as he'd caught him staring at the vacant appendage. "A birthday suit doesn't come with accessories."

"Unless you happen to have a dick the size of yours!" Bob joked. "Seems to me, they took off the wrong leg! The one between your legs could be used to replace the one you lost!" Bob continued teasing him.

"Very funny," Greg said actually blushing. "You're just jealous."

"Hell yes I'm jealous! And you'd best be careful where you point that thing, or for that matter, having it anywhere's near Carol. She sees that, there's no telling what she'll do!"

"Maybe so, but even though Amy's tiny, she's feisty as hell. Carol would have her hands full of that one unless Amy went along with it."

"Would she?" Jason asked curiously. Greg was still grinning.

"Guess we'll find out won't we?"

About then the three girls emerged into the living room, Denise and Amy walking with hands covering as much area as possible while Carol merely strolled into the room as though she was walking down the red carpet at a premier opening.

"So, where should we hide?" Bob asked.

The obvious choice was the enormous 'L' shaped couch acting as a room divider from the main living room towards a small step-up into the formal dining area. "There's enough space, we can all get behind that, then jump up and yell surprise when they walk into the room," Denise suggested.

It was a good plan, as both the entry from the front door, as well as the entry from the garage area converged towards the living room. Regardless of which way they came in, hiding behind the couch was the only possible choice. Seconds later they heard the garage door opening.

"Ok everyone, they're here!" Denise stated unnecessarily. "So quiet!" she also cautioned.

Denise half knelt on one side of Greg with Carol on the other side. Glancing over, as she had caught herself staring earlier at the monster dangling between Greg's legs, she caught her breath as even in the dim light, she could see just well enough to realize that Carol was intimately fondling his semi-flaccid penis. At first, she was shocked, but then as she continued watching, the knowledge that what she was seeing was a bit of naughty play which Greg was obviously enjoying, and the fact that she was witnessing something like this was extremely erotic to her. So lost in thought, it took a second for her to realize that the lights had come on in the room.

"Surprise!" everyone yelled seconds later.

The expression on Brian's face was perfect. The sudden flash telling Jason that someone managed to get it as well.

"Going out to dinner to your favorite restaurant, coming home where your friends are waiting for you. Seeing them yell 'surprise' buck-naked. Priceless!" Jason quipped much to everyone's delight. Which is also when he saw that Brian was still staring, almost in a state of shock, but not at the group as a whole, but at something. Jason swiveled, his head automatically turning to follow the pointed direction of Brian's gaze. There stood Greg on one leg, his massive, very erect, very hard and firm, prick sticking straight out in front of him.

"Well, at this point one would normally say something like, 'is that a banana in your pocket? Or are you just glad to see me? Except in this case... I'd almost prefer that it were the banana," Brian said grinning at their friend.

Greg was blushing profusely, the tension suddenly thick until Amy of all people actually laughed. "I knew this was going to happen," she said giggling. "I warned Greg with all this female flesh he was apt to get an erection and embarrass himself!"

Denise stood thinking, "Except honey, I know exactly what caused it to get like that in the first place!"

"Hey! Where do you think you're going?" Bob caught Jackie as she started to head into the kitchen.

"What?"

"All of us..." Bob said raising his hands, even as his own penis suddenly began to grow, indicating everyone else, "is in our birthday suits. And under the circumstances, I think it's only right that the two of you join the party as well," he finished just as his cock stood nodding it's swollen purple head in agreement.

"They're right honey!" Brian said beginning to undress. "Obviously you had something to do with this, so it's only right... and fair that since I get to see all these women, and you get to see all this... well shall we say, rapidly growing cocks here, that we too join them?"

Jackie blushed, but agreed, quickly removing her own clothing until everyone stood naked before one another.

"Now I think the party can really begin!" Bob declared heading back towards the bar with his prick leading the way.

And indeed it had. Jason knew Denise. After three glasses of wine her inhibitions and self consciousness about an extra pound here and there went right out the window. Seeing her, along with Amy, Carol and especially Jackie running around in the nude as though it were the most natural thing in the world to be doing was really something. And he found himself wishing they'd done something like this a hell of a lot sooner than now since everyone seemed to be in the same frame of mind that he was. Horny! Flirtatious, naked, sexy and horny. He loved it!

They'd begun playing the 'pin the prick on the donkey', or rather pin the prick on the guy as the girls giggled and squealed in delight at the sometimes very obscene, even bizarre results. But for Jason along with everyone else, it was watching the girls getting blindfolded, then spun around and around prior to being directed towards the life-size picture. It was like watching a very naked, very delicious looking top spinning as the girls careened into furniture, one another and finally the wall. All that female flesh exposed, breasts sometimes swinging, certainly bouncing as they made their best attempt at placing the very real, very stiff looking plastic cock's in their hands somewhere on the picture.

Finally it was the guys turn, the results of which were just as hilarious, if not even more so as breasts appeared upside down, sometimes on the head, the face, with Jason managing to place his almost perfectly though slightly lop-sided.

"Ok Brian, it's the birthday boys turn now!" His wife told him as she began to blind-fold him.

It had of course been planned ahead of time. As Brian's wife fixed the blindfold firmly about his head, Carol quietly made her way over to stand directly in front of the life-sized female cutout. Having Brian grope her briefly until discovery became apparent, Carol had of course been the obvious choice, and she had been more than willing to go along with the additional birthday surprise.

Once again, the moment of realization became apparent as Brian stood foolishly trying to affix the life-sized boobs over bigger than life-sized reality. When he discovered the joke however, he went on pretending, though everyone knew by now of course as he openly stood there fondling Carol's breasts, much to her delight as well as his.

Jason cast a quick glance over in Jackie's direction for some kind of response as to whether she was having second thoughts about her idea, surprised when he saw her absentmindedly cupping her breast, fingering her nipple quickly, briefly before realizing that Jason was looking at her. He smiled, winked, felt his own prick suddenly stiffening which immediately caught Jackie's eye. Surprised, he watched as she strolled over towards him while everyone else was still laughing and egging Brian to continue on with his out and out groping of Carol's tits.

"I don't know about you," she admitted as she spoke, though Jason could tell by her less than perfect speech that the alcohol was certainly playing a part in her sudden lack of shyness. "But this is making me fucking horny!" she whispered into his ear, leaning almost a little too closely as her hand reached down giving Jason's cock a quick teasing caress. "Oh... maybe you are too!" she giggled only then taking her hand away before anyone saw what she'd done.

Denise appeared from the kitchen carrying Brian's cake. There were only two lit candles, a five and a zero. After everyone had sung 'happy birthday' to him Jackie walked up surprising Brian along with everyone else. "Ok birthday boy, time to blow out the candles and make a wish," she said reaching down giving his erect prick a loving teasing stroke. Brian blushed at his wife's newfound boldness, but grinned.

"You have no idea what I'd like to wish for right about now," he leered suggestively, making everyone laugh.

"Oh I bet I know what you'd wish for," Jackie replied just as suggestively, still giving his erection a slow pleasured caress. "Something you once confessed to me in the bedroom isn't it?" she pressed.

"Yep! That's the one!" he admitted.

"Tell us!" Bob stated saddling up behind his wife, his hands automatically reaching around to fondle her breasts as he stood with his now equally hard cock pressing against the cheeks of her ass.

"He can't!" Jackie laughed finally releasing him. "If he does... it might not come true!"

With that Brian lifted an eyebrow towards her curiously, started to follow when Denise came up behind him giving his ass a quick affectionate slap. "Isn't this the part where we're supposed to give you fifty spanks?"