I walked into the doctors office for my annual physical exam. I always hate visiting the doctor, and this time was no different. I was visiting a new doctor because my old one had just retired. I had known my old doc for years and was comfortable with him, so this time there was a little sense of the unknown. I checked in at the front desk and sat down to read a magazine. After about 15 minutes I had my name called by a cute nurse.

“Hi Mike, how are you today?” she asked.
“I’m good I guess, just in for my annual check up to make sure everything is working” I responded.

She led me to the scale get my weight, measurments and blood pressure. After she had all of my info, she led me to a private room and told me to have a seat.

After a few minutes, my new doctor walked in along with a female I hadn’t seen before. He was a middle aged gentleman, about 40, with salt and pepper hair.

“Hi Mike, nice to meet you, I’m Dr. Smith. Looks like we’re just getting your annual checkup today?”
“Yep, I just want to see that I’m still healthy.”
“Ok, well I want to introduce you to Dr. Shelly, she’s new and is shadowing me today. Is that going to be ok for you?”
“Yes of course. Hi Dr. Shelly.”
“Hi Mike, thanks for allowing me to look in today.”
“Mike, let’s get some more info from you, Dr. Shelly will take a history.”

I couldn’t help but look her up and down while she scribbled down all of my information. She was blonde, about 5’8″ with a gorgeous smile. Even though she a blouse and lab coat, I could tell that she had an awesome body and at least a C cup. Perfect measurments.

“Ok Mike, let’s get to this, can you strip down to your underwear?”

I took off my shirt and shorts and hopped up on the examining table, a little wary of the girl in the room.

“Let’s start with checking your lungs, just lean back and breathe normally.”

He took the stethascope and checked my chest, listening intently. The table was positioned oddly so that he kind of had to spread my legs and lean over my chest from the base of the table. I thought it was a little weird, but didn’t have much of a say. He talked to Dr. Shelly as he did it so that she knew what he was doing. As he checked my upper chest he had to lean further and I swear he was grinding a little bit on me. Before I could say anything, it was over and he was moving on to checking my ears and mouth. He had me saying oooh and ahhh while looking down my throat.

“Nice looking throat there” he said. Once again I got a little bit of a weird vibe from it but he just kept on going with the exam so I didn’t say anything.

“Ok Mike, almost done, let me check your stomach. Lay back again.”

I laid back and the doc started poking and prodding my stomach. He kept moving lower and lower until he was at the waistband of my boxers. He pushed his hands down under my waistband and kept poking and feeling.

“Sorry Mike, just want to make sure everything is A-Ok. Would you mind if Dr. Shelly tried this? I want to get her some hands-on experience.”

I was a little wary as I was getting a little aroused, but allowed it.

Dr. Shelly put her hands on my stomach and was poking and prodding as Dr. Smith guided her. When she got to my waistband, she seemed a little nervous and stopped the exam.

“Dr. Shelly, I want you to go a little lower, I need to point some things out”

She timidly put her hands under my waistband and kept prodding and I started to get a little aroused. A beautiful woman was inches from my penis and I had a natural reaction.

I guess Dr. Smith had seen because he said “Don’t worry about the arousal Mike, this is completely normal, especially with someone like Dr. Shelly”

I shared a little laugh and glance with Dr. Shelly, but couldn’t help but think that was a little inappropriate.

The stomach exam was finally finished and Dr. Smith had me sit up.

“Ok Mike, now is the time for the important check of the exam, let’s look at your important stuff. Drop your underweat please”

I gave a glance to both doctors as they stared at me, then dropped my boxers. My cock was a little aroused at this point from the previous exam, so I had a bit of a hard-on. Dr. John stepped up to me and started feeling my balls. I don’t know why, but as he touched me, my cock jumped and started to stiffen. I seemed to go from 1/2 chub to fully aroused in a second. My 7″ cock hit him in the wrist.

“Don’t worry about that Mike, completely normal”

I was shocked at what had happened, but Dr. Smith kept going on with the exam. At least that’s what I thought was happening but I swear he was massaging my balls. Every so often he would lightly stroke them. I had never had this happen before, normally it was a quick turn your head and cough, then we were done. He finally had me cough and as he finished the exam, his fingers grazed the full length of my shaft. As he did so, he looked at me and I could see something in his eyes.

“Ok Mike, looks like everything is good. You’ve got a great cock there.”

I was taken aback by this comment and just stared at him, unsure what he meant.

“Would you be ok with Dr. Shelly performing the exam? It is absolutely ok if you aren’t, we completely understand”

“I guess so, she’s pretty much already seen everything”

Dr. Shelly walked up and started the exam. At this point I was shamelessly rock hard and really couldn’t feel any more embarassed. Her gentle touch on my balls was amazing and I was getting more and more turned on.

“Dr. Smith, do you feel this?” He walked over and she guided him to a spot on the underside of my cock near the bottom. He felt a little bit and explained that this was completely natural.

“Here, look at this Dr. Shelly” He bent down and held up my cock. She got down on her knees and looked at what he was point at. As he let go of my member, it bounced and hit her face.

“Whoops!” she said.

I was mortified, but Dr. Smith didn’t say anything as he stood up. As he did so, I couldn’t help but notice the big bulge in his pants.

I don’t know what came over me but I impulsively said “Dr. Smith, looks like you enjoyed the sights down there”

He looked down and said “I guess I did!”

At this point, Dr. Shelly was on her knees, I was fully aroused with my cock inches from her face and Dr. Smith had a definite hard-on. We all paused a second and exchanged glances.

Dr. Smith then walked over to the door, locked it, and said to Dr. Shelly. “Why don’t we do a more thorough exam on Mike, what do you say?”

Dr. Shelly didn’t say anything but looked up at me and put my cock in her mouth. I was in complete shock as she took the tip in her mouth. As she worked her way down my shaft, she took my balls in her hand and gave them the gentlest of caresses. A shudder of pure enjoyment went through my body as I layed back on the table.

Dr. Smith walked over and unbuckled his pants and dropped them to his ankles. A thick, 7″ fully hard cock sprung out. He moved in front of Dr. Shelly and she took her vacuum like mouth off of my cock and moved to his. I watched for a second as she expertly took his entire length into her mouth. He closed his eyes and leaned back as he enjoyed this blowjob. Dr. Shelly had clearly done this before.

I had enough watching and got up and moved behind Dr. Shelly. She sensed me back there and stood up. I pushed her skirt up to reveal black lacy panties. I ripped those down and got on my knees behind her. I started to tease her with my fingers as they ran across her pussy lips. They were drenched with anticipation and she was trying to back up on my fingers she wanted me to be inside her so badly. I kept teasing her until she was moaning at me for more and I put my face right in front of her pussy and pushed her lips apart with my toungue. She moaned onto Dr. Smith’s cock as I started working her pussy with my tongue. Her juices spread over my face as I tasted her sweet pussy. I rubbed her clit with my finger as my mouth worked on her lips and she was squirming with pleasure. I now wanted more and got back up to lay on the table. I told Dr. Shelly to get on top and she happily obliged.

She squatted right over my rock hard cock teasing me with her pussy hovering right over me. When I couldn’t take it for another second, I grabbed her hips and thrust her down. I slid easily in as her pussy grabbed for my full 7 inches and we both moaned in delight. She started working up and down as her juices and tight pussy led me right to the edge. As I was enjoying Dr. Shelly riding my dick, I hadn’t realized Dr. Smith had moved to the side of the table right next to me. He still had his cock out and was stroking it as he watched Dr. Shelly and myself.

I don’t know what came over me, I had never thought about a guy before but seeing his 7 inches of meat in front of my face, I was incredibly turned on. I grabbed his cock and led him closer to my face. I thought for one last second before letting my desire take over and I took his cock into my mouth. As my lips moved past the tip, I enjoyed the feeling in my mouth. There was something that I couldn’t explain about having another man’s meat in your mouth. I licked the tip and moved up and down the shaft eagerly. I felt for his huge balls which were swollenly hanging in front of me. I massaged them and continued to move up and down his shaft, taking his cock farther and farther.

Having Dr. Smith in my mouth and Dr. Shelly still riding up and down on my cock was pure heaven. Dr. Shelly started to move faster and faster as she began to get close to the edge. She was leaning back, one hand on her clit going up and down as quickly as she could. I met her thrusts with my own hips as we were in perfect rhythm. We were both going to cum as we looked at each other and let out moans. I blew my load deep in her as she shuddered in a toe curling orgasm.

The sight of myself and Dr. Shelly cumming together combined with my rhythmic up and down on his cock, Dr. Smith was nearing orgasm himself. Having just finished blowing my load, I started working harder on his cock while grabbing his balls. This was too much for Dr. Smith and I felt his balls tighen as I prepared to take his seed. He grabbed my head and shoved it down on his cock as he blew a huge load deep down my throat. I took it as best as I could until he finished and left me free.

I wiped my lips as I looked from Dr. Shelly who had her head back and was still on my cock and then to Dr. Smith who still had his eyes closed and a slight smile on his lips.

“Well Docs, do you think I’m healthy enough?” I asked.

Dr. Smith looked at me and said “I think we’re going to see you again next week just to be on the safe side”.

Dr. Shelly nodded her head in agreement.

I said “Next week it is then!”

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