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Good Friends Get To Be Better Friends

Best Friends

I have known Dave and Michele nearly 35 years. We all moved into our new houses at about the same time 35 year ago. My Silvia was still with us then and our kids had played with their kids. We became good friends almost right away and stayed that way as the years came and went. Our kids all grew up went to college and finally moved on. Then 3 years ago Silvia was diagnosed with breast cancer. She didn’t survive for very long and Dave and Michele were there for me when she passed on. I admit that I have been very lonely since then but my good friends next door made sure I didn’t sit and mope at home.

I was retired by this time and didn’t really have a lot to do. So when Dave came over a few weeks ago and asked me to come to dinner saying that he had a very important favor to ask of me, of course I said yes.

“Dave, you know I would do anything for you, you and Michele are my best friends.” Dave smiled and said he would see me later. So at 6 PM I went over to their house where Dave had the grill going. The smell of steaks grilling on the barbeque was heavenly. Michele told me to sit in the den and then brought me a drink.

Michele is a lovely woman, tall, red hair and green eyes, large breasts, a little plump, but not fat. In fact she looked more like a 40 year old than the 62 that she actually is. It was warm so she was dressed in tight shorts and a pullover top that made her breasts look even bigger than usual. She sat on the couch across from me and curled her legs up under her, a very sexy pose. I had always thought she was attractive but I would not do anything to upset my friendship with her and Dave. Dave called to us to say that dinner was ready so we went into the dining room to enjoy it.

After dinner we all went back in their den. Michele had a glass of wine and Dave got brandies for him and me. I was surprised at the fact that he had opened a very expensive bottle of Brandy. I asked him what was up with that. He said this was an important evening and he wanted us to have the best. He sat in a chair and motioned me to sit on the couch next to Michele.

Dave looked a bit nervous, he kept glancing at Michele and then at me. I decided to start the conversation. “Dave, you mentioned that you had an important favor to ask of me. Can you tell me what it is?”

“Roger, I’m not sure how to begin.” He glanced nervously at Michele. She looked nervous to, in fact it had started to cool off a bit but she was clearly perspiring, especially on her upper lip.

“Dave, you know you can count on me. Please tell me how I can help you.” I said.

Michele looked at me and asked “Roger can I ask a personal question?”

“Sure”

“Have you, well… ever dated much since you lost Silvia?” I looked blankly at her for a moment then started to laugh.

“You know I haven’t. Are you guys trying to set me up with some one?”

“No, Roger, well not exactly, not how you mean it”, said Michele. I sat there confusion evident on my face.

“Oh, Dave, I think you will just have to come out and tell him!” Michele exclaimed. Dave hesitated a minute and then looked at me.

“Roger, I have a problem. You know I have been taking meds for high blood pressure?” I nodded. “Well one of the side affects is…well……”

“What his trying to tell you is, the medication, the only one that will effectively control his blood pressure, has caused ED!” Michele blurted out.

“ED?”

“Erectile Dysfunction. He is impotent. We….ah… we haven’t been able to have sex for over a year now! We have tried all the pills and other methods, nothing worked” Michele looked close to tears.

Dave looked serious.

“Roger, you may not have known this, but sex to us and particularly to Michele is a very important part of our lives. Now we can’t do it any more and she is getting very frustrated! This is a serious problem for us.” I was feeling a bit uneasy by this conversation but they had been there for me so often I felt I had to listen.

“I’m sorry to hear that. I guess I understand how you feel. I haven’t had sex either since Silvia died.” I didn’t mention the masturbation sessions I had. I guess in my own way I was as bad off as Michele. Silvia and I had a very active sex life also and I missed it. Every time I would think of the fun we had I would get erect and need to take care of it. Unlike my friend Dave, I could still get a rock solid erection, easily 8 inches and fairly thick. “What can I do to help?”

“Well” Dave said, “We decided that we would try to find a way for her to have some satisfaction. We tried toys but that didn’t work as well. I guess she prefers a live human to a plastic toy.” Michele was turning red but she had a cute smile on her face.

“We even looked at some of those swinger sites on the web, you know the ones where people have sex with strangers? Anyway, Michele didn’t want some strange man coming over to have sex with her and then just leaving. Truth be told I’m not very easy about it either but I would have gone along with it if she wanted to.”

“Roger, sleeping around just isn’t my style, if you know what I mean” Michele interjected. I just nodded.

“So…. That’s when we thought of you.” At first I didn’t know what they were referring to. Then it dawned on me, they wanted me to take Dave’s place making love with Michele!

I looked at first one then the other of them. Was this a joke? If so it was a bad one.

“Do you mean…”

“Yes, Roger” Michele interrupted. “I want you to make love to me, to have sex with me!” Michele looked very tense. She and Dave were clearly very nervous about talking to me, I could see it. Michele quickly went on, “As much as I like sex and need it desperately I just couldn’t do it with someone I didn’t know or care about. Dave doesn’t want me doing it with just anyone either. But with you, well, we know you, care for you, and even love you. And since you have not had sex since Silvia died, it’s the perfect solution! I know I can trust you and that you won’t have some horrible disease or something.” She smiled nervously. “Besides I don’t really like condoms. I want to completely feel the man in me.”

I was stunned. I have to admit that there were times that I had fantasized about having sex with Michele but I always suppressed it, after all they were my best friends and I would never do anything to hurt them. Now I looked at her in a different way. She was very attractive and even sexy. Sitting on the couch with her legs slightly spread and her tight shorts pulled up against her pussy, her large breasts with stiffened nipples, I felt myself getting hard. Michele glanced at my lap and smiled, she could clearly see my erection coming up.

“Are you really serious? I mean are you sure this is what you want?” I asked

“Roger, yes I want it very much” Michele answered

“So do I” Dave said. “You are the only one I can really trust to have sex with my wife.”

Now I was getting aroused. I looked at each of them. “Okay, I have to admit I would like it too, it’s been a long time with only my hand and fantasies to keep me company and I have to admit you are a very sexy women, Michele. How do we do this?”

Michele moved over next to me on the couch and gently reached down and touched my penis through my pants. It was electric. “Mmm I think you are nearly ready now” Michele said.

She leaned back on the couch and began to take off her top. She quickly undid the clasp on her bra and before I could react I was looking at her large breasts with her stiff nipples crinkled up and sticking out at least half an inch. She reached over and started to undo the buttons on my shirt. She quickly took my shirt off and then leaned over and, rubbing her breasts on my chest, started to kiss me. My hands automatically reached up and started to fondle her breasts (she told me after that when making love she prefers to call them tits so I will from now on). They were so soft and pliable. I loved how the stiff nipples felt on the palms of my hands.

As she kissed me I felt her tongue slip into my mouth and play with mine. Her kiss was very passionate and lustful, nothing like the friendly pecks she had given me when we were just next door neighbors. She moaned through the kiss as I played with her tits.

“Mmm I love having my nipples played with like that, they are very sensitive, like having a hot wire directly from them to my pussy. Go ahead and suck on them, I really love that!” she whispered.

I leaned over and supporting her large tit with my hands as I slipped a nipple into my mouth and began to massage it with my tongue and teeth. As I switched back and forth between them she moaned loudly, “Ohhh my god, that feels soooooo good, Roger. My panties are getting soaked”.

With that she stood up and slowly started to take off her shorts. She let them fall to her ankles and then kicked them off. She was standing there dressed only in her panties. She started to turn around so I could see her completely. As she turned with her butt toward me I reached up and massaged her beautiful ass (that is another thing she told me, she wanted me to call it her ass). I have to admit, I am a tit and ass man, especially with Michele’s tits and ass.

I was leaking pre-cum in my pants and had a wet spot to show for it. As Michele turned around she saw the spreading wet spot and got down on her knees and started to undo my belt and pants. As she pulled down the zipper she said “Can’t have you staining your pants. Besides I want to see that hard cock you have for me.”

With that she undid my pants the rest of the way and pulled them down. I raised my hips as she pulled them the rest of the way off and then pulled my shorts down to reveal my hard cock. She took it in her hands and lightly started to stroke it, smearing the pre-cum up and down my shaft. I was in heaven. She leaned over and slowly licked it up and down then put the head in her mouth. She clearly knew how to make a man feel good.

Dave had been watching us with a spreading smile on his face. When Michele started to suck my cock, he spoke up “Michele gives the best blow jobs you will ever experience!”

“Oh god yes she does”, I moaned as she started to take my entire 8 inches in her mouth and down her throat (Silvia had never been able to do that). She skillfully sucked it in and out of her mouth as she stroked it up and down with her hand.

“Ohhhh, Michele if you keep that up much longer I’ll shoot in your mouth!”

She sat back up and said “I like the taste of cum, but I want your first load in my pussy!” She stood up again. “Would you like to take my panties off?” she asked. I reached up and took hold of the sides of her panties and slowly pulled them down revealing her hairy pussy. (I have to admit I am partial to natural looking pussies. A lot of girls like to shave them these days, or at least it appears so on the porn sites I had been looking at but I guess I am old fashion, I like a hairy pussy!) I could smell the pungent order of her wet pussy and could see the hair wet around her slit. She spread her legs and said “Go ahead and touch it”. I reached up and feel her wet lips, spreading them with my fingers. Her clitoris was sticking out nearly an inch; she had an unusually large one and I gently rubbed it with my thumb.

“Ohhhhhh” she moaned. “My clitty is very sensitive, especially now that you are playing with it. Dave says that is why I love sex so much, because I have a large sensitive clit.” I leaned over and stuck my tongue out to taste her pussy. Her legs buckled a little bit and she put her hands on my shoulder to steady herself. Her taste was fantastic! I had nearly forgotten how good a woman’s pussy can taste when she is ready to be fucked.

She turned slightly and sat down hard on the couch. “ohhh god Roger, please lick my cunt, it feels soooooo good” (that was another thing, when she was very aroused, she called it her cunt rather than her pussy). I got down between her legs and buried my face in her pussy hair and started to lick her up and down, paying particularly attention to her large clit. I sucked it into my mouth like a small cock and she started to moan and pushed herself up against my face. She was soaking wet and was leaking pussy juice down my chin. Her moans got louder and louder as she thrust into my face. I pushed my tongue up into her as far as I could and kept on sucking on her clit.

“Oooohhhh god Dave, he’s going to make me cummmmmmmmm. AHHHHH AHHHH AHHHH” she shouted as her orgasm hit her. She thrashed around so much that I had a hard time keeping my mouth on her pussy. I have to admit that Silvia had never had such an intense orgasm. I had never experienced a woman having that strong an orgasm from my licking her.

As she came down, I stood up and wiped my mouth and chin, I was soaking wet from her hard cumming. When her breathing slowed down where she could talk she looked up at me and said, “Oh Roger, please fuck me now, I need to feel your hard cock in my cunt. Please, please, please fuck me!” She lay back on the couch with her legs spread and sticking up in the air. She held her arms out to me and I got on my knees between her legs and looked at her soaking wet pussy. It looked sooo inviting. I leaned down and she grasped my cock and guided it to the entrance to her pussy. I rubbed it up and down her a few times and then I shoved straight into her. She was so wet that I slipped in easily. I was surprised at how tight she was. After all she was in her 60’s and had had two children, but she was still tight.

She moaned loudly as my cock hit her cervix and my pubic bone hit her clit. “ohhh fuck, Roger, pound my cunt!” I started to fuck her harder and harder. You could hear the loud slapping as our bodies came together. I leaned down and started to suck and bite her nipples harder. I shoved in hard and quick. After a few minutes of this she screamed “HE’S GOING TO MAKE ME SQUIRT!!! OHHH SHIT OOOOH GOD OHHH OHHH SHIT , I’M CUMMING AGAIN!!!!!!!!” I could feel her pussy clamping down getting wetter and wetter as she squirted all over my cock. She kept moaning and shouting as she shoved her pussy hard against me.

“Michele, are you OK?” Dave asked. She kept on fucking hard against me. “Michele, are you OK?” Dave asked again.

“I..I..I’m fff fff fine.” She managed to get out as she encouraged me to keep on fucking her. I shoved into her as hard as I could. After a while and two more orgasms from her, I could feel the tightening in my balls that signaled I was getting ready to shoot.

“Uhhh Uhhh, I’m going to cum, I’m going to cum in your cunt” I shouted!

“Oh yes, cum in my cunt! I want to feel your hot wet fuck cream in me, shoot in my cunt!” That was all I could take and I shoved into her and held it there as wave after wave of my hot sticky cum coated the inside of her pussy. I couldn’t believe how much there was. I had not cum that much in longer than I could remember.

“OHHHHH OHHH C..C..CUMMING AGAIN” She shouted and pulled me against her as hard as she could.

When both of our orgasm finally ebbed away, I collapsed on top of her. We were both sweaty and breathing hard. She was still jerking with small spasms, after shocks she called them. Finally, we disengaged and I sat up trying to catch my breath. It was the most intense sex I had ever had. Even when Silvia and I were young it had not been that good. Slowly Michele sat up, a huge smile on her face.

“Ohh my Roger, if I had known you were that good, I wouldn’t have waited this long to get you inside me!”

Dave got up and got her a towel, she was leaking cum out of her pussy and on the couch. She put the towel under her and leaned over and gave me a long kiss. I was totally drained but feeling better than I had in a very long time. Life was good.

“Dave” she said, “I think we have a winner here!” She was smiling. Dave looked at her and could see how satisfied she looked. She had a dreamy smile and her eyes were half closed.

“Do you want to keep on doing it with him?” Dave asked.

“Oh my god, I sure do. He is almost as good as you” she said. I was glad she had said it that way; I didn’t want Dave to feel bad. I knew he would have been still fucking her if he could.

“Well then, why don’t you stay the night, Roger. I am sure Michele isn’t completely through yet. Besides there are still things I can do and I am sure Michele wouldn’t mind having us both in her bed. What do you think dear?” Dave asked.

“Sweetheart, you know what I like, between your tongue and fingers and his hard cock, what more could a girl asked for?” she said mischievously. I could see she was very happy.

She stood up, it seemed to me that she was a bit unsteady, but she said, “Well boys, come on, it’s time for bed!” With that she walked toward their bedroom, her sweet ass swaying back and forth, her tits giggling and a huge smile on her face.













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