My buddy Mel was old car collector and had found an 50 Ford in a small town he wanted to restore. But he needed to go there to bring it back on a trailer. However he didn’t have powerful enough car or hitch and I did, so we decided to take my SUV and go get it. It would be a fun trip through the mountains and would mean an overnight motel stop on the way and another coming back. He called a motel he knew about two thirds of the way and booked it for the two required nights. I made a joke out of saying, “Two beds, right?” Mel laughed and said he didn’t have the slightest interest in sleeping with me. We planned to go midweek to minimize the traffic while towing another vehicle on the trailer.

During that week my wife Marie decided she wanted to go too, to keep us out of trouble, she said. Everything went just fine we enjoyed the drive scrunched into the front seat and we arrived at the motel in the evening.

There was a café and bar across the street so we enjoyed a decent dinner and drinks. I guess there had been a strain of driving for me and I drank several drinks too quickly. We staggered our way back to our room all in great humor and a little tipsy. Mel pulled a bottle of gin from his bags, pouring one for Marie and himself while I declined and laid out on our bed.

They turned off all but one light and we engaged in conversation and the conversation turned to dirty jake, Mel knew a lot and we laughed a lot but I soon I began to doze. I finally stripped off and climbed beneath the covers still trying to take part in the conversation but not able to fight my closing eyelids.

I think I drifted off for a few minutes but was awoken as Marie emerged from the bathroom in her nightie. Mel then went in and showered as Marie sat on our bed, finishing her last drink. Marie has a great body with sensual tits and great sexy legs which were totally visible beneath her nightie.

Yes I was now lying there with my eyes closed, dozing but not sleeping. Marie flicked off the last light and now only the motel sign outside lent a soft glow through the curtains. Mel returned only wearing his shorts and slipped into his bed. Marie and him continued talking very softly over the scant space between the beds. Mel called over to me once and I didn’t answer. But I began to listen more intently, turned away from them and sighed as if drifting off to slumber. And I sensed a flirtatious tone to their words which made me come acutely awake in the darkness. Something was stirring because their voices grew lower.

Mel was talking about missing his wife who had left long ago. He said he just never had the will to go looking or dating in bars or clubs, besides, he was too old for that scene now. Marie then became very complimentary towards Mel, telling him he was a great looking guy and he needed a woman around. Mel said the porno effect had worn off for him and he just went without these days.

Well of course I began to have stirrings as the conversation went on. I am not one of those guys who are wimpy and looking for a ‘bull’ for their wives. I have a good cock and Marie loves sex with me. But the darkness seemed charged with sex all of a sudden and I soon had an erection wondering what as going to happen.

Marie sort of teased Mel that maybe he had nothing to offer a sexy woman. They were now almost whispering so I started to fake a snore and they just murmured on. I twisted on to my back so I could hear better and even opened one eye carefully until I knew Marie couldn’t see my face. Mel said he had lots to offer a woman and he was very able to use it too. “Really,” she said softly, teasing, “that’s what YOU say.”

Mel then said she was trying purposely to get him excited and therefore frustrated. She leaned closer to me and said my name aloud and I quickly shut my eyes and feigned a deeper sleep as she listened to determine I was sound asleep. I could feel the heat of her body though. When she leaned away I reopened them and twisted a little more so I could watch obliquely the darkness. Marie was sitting on the edge of our bed, and Mel was lying under his sheet with one bare leg poking out.

Mel said in a soft voice, “Your husband’s right behind you or I’d show you how excited I am.”

“Oh my, really?” Marie said with a chuckle, “He sleeps very soundly.”

There was silence in the darkness until Mel said, “So what does that mean?”

“Oh nothing, I was just going to advise you, that’s all.”

“On women?”

“No silly, on whether you have anything to offer a woman.”

Even in the murky darkness I could see the tenting of Mel’s sheet. He too had a raging hard-on! I was so excited myself but couldn’t do a thing except listen and watch in the dark. I had never thought much about my wife fucking another guy but now the idea was totally turning me on. I was grasping my own hard cock to hold it down.

Mel whispered, “Well Marie, you are certainly raising my excitement level. I guess you can see that.”

She replied in a tease again, “But I can’t see anything yet.” I felt Marie move as she leaned toward Mel and slowly lifted his sheet.

“Oh my, that is a nice offering.”

Even I could see Mel’s cock standing proudly for Marie. It looked like a full seven inches and full.

“I’m going to have to visit the bathroom again because of you.” Mel was smiling.

“Oh don’t do that. Maybe I can help?”

I could only hear Mel’s breath escaping as she reached over and touched his cock. As far as I knew it was the first time Marie would have touched another hard penis since we were married! And wow did it turn ME on! I couldn’t believe how sexy this scene was. My heart was pounding and I hoped she wouldn’t feel it.

“Sheeeez.”

“Mmm, so hard too.” She was stroking it softly.

Mel sat up while keeping his sheet wrapped around himself and faced Marie. She stood in the darkness and slipped down her panties, saying, “Is there anything you see that you like?”

He replied softly, “You are gorgeous. That looks so appetizing.”

She answered, “I will come off very quickly with a little soft attention here, then you might get something nice so you won’t have to go into the bathroom.”

Marie slid forward on the edge of the bed. And Mel slipped to his knees between the beds and began licking her pussy slit. Gawd I was amazed at the sexuality of the moment and nearly came myself. Mel stayed there and was fully doing cunnilingus clutching her ass to pull her into him. Marie made little soft noises while she tried not to squirm, but finally she stood up and rode his tongue to orgasm, clutching his head and covering her mouth to suppress a squeal!

I knew Mel was getting a real treat because Marie’s clit always got swollen to the size of a tiny cock and it could be sucked in and out and loved it. I could hear him sucking on her! And nearly exploded in pleasure. Nothing seemed more exciting than my wife sucking another cock. I had no idea I would feel this way and other ideas started forming in my mind.

She suppressed her moans but squealed as she came and jerked on the bed, now ignoring me in her lovely shaking orgasm. Then gently sat down again while regaining her breathing softly. But ripples kept running through her in tiny trembles of coming. She too was over excited by what she had done. The tension was unbearable and I felt my own cock throbbing on its own without even a touch from me!

Mel sat back down on the edge of his bed, now naked and his long cock pointing right at Marie. I think it was about seven inches and thick. She leaned over to me again, and I breathed a steady rhythm until she moved back, slid down between Mel’s knees and started licking his cock, slowly fondling it and kissing up the shaft.

Mel whispered, “I won’t be able to stand much of this, Marie, you are fucking wonderful.”

Marie then engulfed his cock in her mouth and began sucking, slowly at first then with steady long movements of her head as she sucked him with long strokes. I was awash with pleasure, my mind in delirium, my wife was sucking another guy off!

I heard Mel moan softly and Marie quickened her pace on his cock until I could tell he was coming! He held his hand over his mouth and tried not to yell out! I knew exactly how he felt with my wife’s mouth engulfing his cock.

“Marie, your mouth is wonderful. Sheeeze so fucking sexy.”

She just hummed an answer.

He said in a hoarse whisper, “I am going to cum. Can’t stop it.”

Marie just hummed, “Hmmm mmmmm.”

I could hear he slurping noises and she seemed intent on sucking and forgot I was there.

She held him there fin her mouth for a long moment as he slowed and gasped with pleasure. Marie just swallowed and kept it there. Loving it all before she got up and went into the bathroom and I knew she was spitting out his juices. My heart was pounding like crazy and I thought it was the sexiest thing Marie had ever done. When she returned Mel said, “Marie, you really know how to suck cock.”

She said softly, “And I could do it more if you are so nice to me too.”

Mel climbed back under his sheet and she returned, kissing him and saying, “I might wake you later for a rerun.” She quickly climbed in beside me.

I wanted to fuck her so bad right then but that would have given away my voyeurism so I did nothing but lie there. In a matter of minutes I heard Mel begin to snore and knew he was asleep. Marie was using her fingers to get off again and I could feel the soft jiggling.

The last I heard was her sigh softly as I tried to drift off to sleep. I wondered what would happen the next time we stayed here on the way back. And wasn’t sure if she would wake Mel for a real fuck later. I was hoping to be able to stay awake but finally went off, dreaming about how I could get more guys for her to suck their cocks without her knowing I set it up.

Wow that future idea was indeed total sexiness. I was instantly addicted to sharing my wife in this cuckold situation and already knew I would love it as much as she.

updated