For the next week, Carol and I kept talking about our adventure with her fucking Tom while I watched.  Inevitably our talk led to wild sex.  We knew we wanted to repeat that thrill.  Carol would fuck someone while I watched, but who and how? 

Saturday I got a phone call from an out-of-town college friend, Bill.  Bill worked as a consultant to several school committees across the country and was always traveling.  He was single and dated whenever travel permits. He was coming to Boston for an educational conference.  He wanted to get together to catch up on our lives.  The few times when Carol and Bill were together there was always some mild flirting.  Carol and I talked about Bill's visit and decided to invite him to stay at our place to save money and to spend more time together.  We had a very nice guest room with its own bathroom.  Bill and I had been close friends in college and had even shared some wild times and girls together.

Bill arrived late Friday afternoon.  Carol was wearing a tight white T-shirt and a pair of tight blue jeans.  Carol and I met him at luggage claim.  I hugged him and he hugged me and then he hugged Carol.  He did a double-take at Carol and told her she looked great.  He also told me, "Dick you have a beautiful wife."  We drove back to the apartment and got him settled in.

We all sat around in the living room catching up on our lives.  We had a bottle of wine and that seemed to open everybody up.  Bill told about his dull dating life and how lonely it could be.  He hinted that he hadn't been intimate with anyone for a long while.  Carol and I murmured our sympathy.  We talked about our friends and how we all enjoyed each other.  During the whole time, Carol was paying special attention to Bill and seemed to hang on his every word.    

Bill said he was tired after the trip and would like to get some sleep.  Carol said she'd check the guest room and guest bath to see if everything was in order.

I headed up to our room and got in bed to wait for Carol.  After a half-hour was gone, I got up to see what the delay was.  I walked down the hall and could hear Carol and Bill talking quietly.  The door was open and I walked in.  Carol and Bill jumped and looked guilty.  Carol was sitting on the bed in a Lotus position,  her jeans were pulled tightly into her mound and showing a prominent cameltoe.   Bill was also sitting on the bed in his pants with a prominent bulge showing.  Carol gave Bill a peck on the lips and she and I went back to our room.  The next day Bill spent working at consulting with various school administrators.   

That night Bill suggested that we all go out for dinner and drinks on his expense account.  Carol suggested we go to The Silver Tear club and restaurant.  It's one of our favorites with excellent food, a creative cocktail bar, and a small dance floor.  We often go there with our friends. We all agreed and went to freshen up and dress for our night out.  Carol showered first.  Just as she got out of the shower Bill knocked at our bedroom door.  He needed towels. Carol wrapped herself in a towel and answered the door.  She went to the linen closet and got some fresh towels.  When she stretched to get towels off of the top shelf her towel slid up and Bill got a look at her bare ass.  He turned away blushing. 

Carol got dressed in a tight clinging black cocktail dress with deep cleavage, a bare back and a garter belt with hold-up stockings.  When she twirled in it you could see her ass.  We met in the living room all set to go.  I went to the garage and got out my classic black 1941 Packard 200.  I had spent thousands of hours and dollars restoring it.  Jim whistled appreciatively at the car.  He got in the living-room-like rear seat and Carol and I were on the big bench front seat.

We got to the restaurant around 8 PM and I reluctantly turned my car over to the valet.  The restaurant was very old-fashioned, leather seated curved booths.  We sat with Bill and I at the ends and Carol in the middle.  The lighting was dim with a candle on each table.  There was a cafe singer playing piano in the background.  We ordered Bombay martinis and started reading the menu.  I ordered stuffed sole, Carol salmon and Bill a tenderloin steak.  We chatted and sipped our drinks while waiting for our food.  Dinner was delicious and we finished a bottle of excellent Chardonnay.  

After dinner, Carol took me by the hand and pulled me up to the small dance floor.  She molded her body to mine and whispered that she was very horny and wet.  I asked her what had turned her on and she nodded towards Bill.  I told her I didn't think he would go along with anything.  We went back to the table and had another round of martinis.  The piano man started Julie London's "Make Love to Me" and Carol pulled Bill to the dance floor.  She put her head on his shoulder and started whispering in his ear.  Bill was hesitant at first but when he looked over at me and I smiled he relaxed and went with Carol's moves. 

When they came back to the table Carol excused herself to go to the ladies room.  Bill looked a little awkward.  I asked him if he was enjoying himself.  He said yes, but he was a little embarrassed by the way he was dancing with Carol.  I smiled at him and told him to go with the flow. 

Carol came back to the booth and slid in on Bill's side, her tits brushing against him.  I danced with Carol and held her tight to me.  She had her legs wrapped around me and was humping her cunt on my leg. I asked what she had whispered to Bill. "I told him I had no panties and no bra on."  

I immediately got an erection and Carol ground on it with her cunt.  We went back to the table and I tried in vain to hide the tent in my pants. Carol brushed her tits on Bill while getting seated.  Sliding into the booth Carol's dress slid up and she was showing a lot of thigh and the tops of her stockings.  I started sliding my hands up her legs causing her dress to rise.  Carol looked at me and then began sliding her hand up Bill's thigh.  Bill looked at me and I smiled at him.  He started to caress Carol's other leg.  She opened her legs giving us access to her shaved cunt.

Bill asked, "What's going on with Carol?"

I said, "Carol likes to tease men and I encourage her."

Bill looked disapprovingly at me, but I just smiled at him.

I said to Bill, "Let's take this back to the house."

The valet pulled up with our car and Carol followed Bill into the back seat.

I pulled out and I could hear Carol and Bill whispering.  I adjusted the rearview mirror so that I could see them.   I saw Carol pull bill in for a scorching kiss.

Bill seemed hesitant but I looked over the back seat and again told him to go with the flow.

Carol got up on her knees and straddled Bill's lap.  She pulled him in for another kiss and started grinding on his cock tenting his pants and she put his hands on her tits.  Now I could hear them both groaning and panting.  They were kissing hungrily and pawing at each other's bodies.   I watched Bill reach under her dress while he started to finger fuck her.   I could smell Carol's sex.

By the time I pulled up to the house Bill was on top of Carol and they were dry humping each other. Her dress was up around her waist and she was clinging to Bill and whispering in his ear.

Once in the house  Carol wrapped herself around me and moaned into my mouth.

She whispered to me, "Thank you. You're the one I love. I want to be fucked. Let's have some fun sex."   

I said, "Let's take this to the bedroom."  

We headed upstairs.  Carol was ahead of Bill and me.  She smiled down at us and pulled the back of her dress up flashing her ass.  At the top of the stairs, Carol pulled her dress over her head and stood there wearing only her garter, stockings and shoes.  She was an amazing vision of pure unadulterated sex.  Her tits were flushed red, nipples taut and jutting, her cunt lips flared open like a flower and her breath was almost panting.

Bill reached the top of the stairs and Carol wrapped herself around him. They kissed wildly, moaning into each other's mouth, hands touching and fondling each other's body. Carol pulled Bill's shirt over his head while he feverishly pulled his pants down. His cock pressed against Carol leaving a small stream of pre-cum on her. His cock's veins were pulsing and the mushroom head was deep purple and large. I got behind Carol and pressed my hard cock between her ass cheeks. Her whole body was hot and her liquids flowing.

Carol and Bill stumbled into the bedroom never letting go of each other. Bill finished undressing and then pulled Carol to him. They were feverishly clinging to each other. The sounds they were making were of a mating animal. I pulled Carol back and put her on our bed. She lay there flushed, wanton and breathing heavily. Bill finished undressing and got on the bed beside Carol. She pulled his mouth to her tits, stroked his cock and began little humping motions with her hips.

Bill responded by sucking and nipping her nipple and rapidly finger fucking her. They were in heat and I was in heat watching them. I could hear how wet her cunt was, dripping on the bed.

Carol started moaning, "Ahhhh, Ahhhh, FFFFuck meeeee."

Bill got up on his knees and rubbed his cock up and down Carol's cunt. He hesitated, his cock just touching her outer cunt lips.

I watched as he slowly slid his cock in, inch by inch. My mind was reeling and I felt lightheaded. I was consumed by jealousy. I was consumed with lust. I wanted Carol to myself. I wanted to watch Bill fuck her. They were in heat, lust, and erotic fever, thirsting for a consuming fuck.

Carol pulled Bill down and started sucking on his lips, biting his tongue, consuming him for her pleasure. She wrapped her arms around his neck and her legs on his shoulders pulling him to her body. She met his every thrust with a thrust of her hips and a grinding on his pubic bone.

Carol, "Arghhh, ccccock., Oh yeah, Oh yeah, Don't stop, Don't stop, meeeee"

Bill, "Unhhhh, Ohhhhh, Ohhhhh, grunt, so tight, cunt so fucking tight, wet, hot."

They seemed to go on forever. I wanted it to go on forever. There was nothing in my world but their fucking, their sex sounds, the smell of their sex. My mind went to a place where erotic pleasure was the be-all and end-all. My eyes blurred, my skin burned and my hearing was blocked to everything else but sounds of their fucking.

I watched as they were consumed by their need for sexual gratification. I had built an erotic pleasure dome. They were sweating, rutting, fucking like nothing else existed.

Carol wailed, "CCCuming, CCCCCCuming, Stop, Don't stop, Fucking God."

Bill froze. I could see his balls tightening. He shoved, he thrust, propelled his cock, his cum, deep into Carol.

He let out a cry of relief, "Arghhhhh, Yeah, Yeah."

My cock exploded spontaneously. I fell to my knees. I had been thrilled to my core.