Note: This story was dynamically reformatted for online reading convenience.
 
 "I can not believe I let Serena talk me into this," Melanie said.

   My wife of eight years, Melanie was standing naked in front of the
mirror, smoothing her belly, checking herself out before dressing.  I
watched appreciatively.  She was still a stunner as far as I was concerned.
Blond hair stretched nearly to her waist.  Her breasts had enough sag to
indicate there was no enhancement.  Her nipples were perfectly round and
pink.  She had nicely furnished hips and a heart-shaped ass that swung
enticingly when she walked.  Her thighs were smooth, strong and topped off
a set of gorgeous legs.

   "You need to relax, hon," I suggested.  "You're sounding a touch
frantic."

   "Oh, well, it's fine for you," she snapped.  "This is all about Serena
wanting to fuck you."

   "That's not true, Mel, and you know it."

   "You're right.  You want to fuck her, too, don't you?" Melanie snarled.

   "It'll be all right, Mel."

   "I just don't believe I let her talk me into it," my wife almost wailed.

   "Look," I suggested reasonably, "we don't have to go.  We'll just call
them and say we've changed our minds."

   "Oh, no," Melanie said, defiantly.  "I'm not going to be the one to back
out.  Uh-uh.  You guys aren't blaming this on me.  No way!"

   Melanie stopped posing and dug through her top drawer.  She pulled out a
red thong and held it up in front of her.  I smiled.

   "See, you want this, too," I offered.  "Otherwise, Serena never would
have talked you into it.  You think Eric's a hunk.  You said so."

   Eric and Serena had been our friends for about five years.  Eric was a
tall, blond guy, with a pretty good build on him.  He looked like somebody
who worked out by swimming.  He was quiet, though.  He worked at an
architectural firm.  I think he was either one of their staff architects or
somebody who created drawings for other architects.  His wife, Serena, was
a hot number.  She was dark haired, short, sassy and sexy.  We'd shared a
couple of dances together on our nights out.  Serena liked to press up
against a guy, get him all hot and bothered, and then kid him about it kind
of secretly, with knowing glances and snide comments.  I guessed Eric knew
about it, but he never said anything.  Whenever he danced with Melanie,
they always picked slow dances and seemed to keep a proper distance between
them.

   "I said I liked him," Melanie protested.  "I never said I wanted to
screw him."

   "Not to me, you didn't," I admitted.  "But, I believe you told Serena
something to that effect."

   "That was girl talk," Melanie argued.  "She never should have told you
anything.  She betrayed my trust."

   "No she didn't," I said.  "She just told the truth.  Besides, if she had
really betrayed you, you'd be much more angry than you are."

   Melanie was silent.

   "Why don't you lighten up and try telling the truth yourself.  You're
looking forward to this," I suggested.

   Melanie worried a nail for a few seconds.  "I can't believe how nervous
I am.  I've actually got butterflies."

   "Why?"

   "What if he doesn't like me?" Melanie asked.  "What if he freaks out, or
if I do?"

   "I don't see why you should," I tried to sound reassuring.  "Eric loves
you.  You love him.  You guys will have a great time."

   "You make it sound so simple," Melanie said.  "What happens if I get
jealous?"

   "Mel, really," I said, "if you want to call it off, it'll be okay. 
Really."

   "No, goddamit!" she shot back.  "I'm not letting Serena think I'm
chicken."

   I laughed.  "Is that what this is about?  You're afraid of what Serena
will think of you?"

   "Don't laugh at me," Melanie whined.  "It's not funny."

   "Melanie, you're 32 years old," I told her.  "You're old enough to make
a damned decision and not worry about what anybody else thinks.  Besides,
you're standing there, bare-breasted in a red thong trying to decide
whether or not you want to get laid!"

   "I'm not sexy like Serena is, though," she claimed.  "He might be
disappointed."

   I rolled off the bed.  "Okay," I said, "I'm headed for the shower.  You
finish getting dressed.  Eric will not be disappointed, I can guarantee
that.  You're stunning, and plenty talented.  You guys will have a terrific
time together, I just know it.  And, since you're not willing to call it
off, we'll just have to go through with it."

   I grabbed a towel off the rack and shucked my shorts, reaching in to
turn on the spray.

   "No more indecision, Mel," I hollered back toward her.  "We're going to
do this.  It will be fun, you'll see."

   Melanie came to the door and held onto the jamb.  "Will you still love
me afterwards?" she asked in a small voice.

   "You have my absolute guarantee.  Nothing that happens tonight will do
anything but make me love you more," I assured her.  "I promise."

   I ducked my head into the shower and Melanie returned to her dressing.

   When I'd finished, I strode back into the bedroom trailing my towel. 
Melanie had wrapped her golden locks around her head and was plugging in
rhinestone clips.  She'd done her make up and looked better than I'd seen
her in years.

   "I've decided," she said, turning her blue eyes on me.  "I'm not
nervous. I'm excited."

   "Good," I affirmed, and started digging through my drawer for underwear.

   "Wait," Melanie said, jumping up.  "I got these for you.  Wear them."
She pulled out a pair of navy briefs.  Very brief!

   "Mel," I started to protest, "I can't wear these.  I'll be so obvious."

   "That's right," she smiled.  "Serena and I will both know how turned on
you are.  Wear them," she ordered.

   With a shrug, I slid the tiny garment up my legs.  They barely reached
my hipline and my package was well defined.

   "Very sexy," Melanie nodded.  She reached down and cupped my parts in
her soft hand, giving them a gentle squeeze.  The juices started flowing.
"Serena will know you're ready for her when she sees these."

   "What are you wearing?" I asked, "beside your red thong?"

   Melanie twirled and clapped her hands.  "This!" she pronounced, holding
up a small, black garment.  "It's a little black dress.  Easy on, easy
off!"

   "Excellent!" I observed.  "I can see you're getting into the spirit."

   "Speaking of spirits," Melanie said, "will you make me a drink while I
finish?"

   "Dressed like this?" I asked.

   Melanie laughed.  "Sure, why not?  It'll get you used to wandering
around in them.  You may have to parade when we get there."

   "Better not count on that," I chuckled, padding out to get my wife her
liquid courage.

   When I got back, she'd finished dressing.  She was stepping into her
heels as I entered.  The little black dress was definitely little.  It
reached no more than four inches down her thighs.  Spaghetti straps barely
held the front above her nipples, there was a diamond-shaped cutout in the
front which displayed her flat belly and the tantalizing dimple of her
navel.  The back of the garment plunged down to the delicious curve of her
ass.  She had on black stockings and was fussing with the ankle straps of
her heels when I returned.

   "Holy shit!" I stammered.  "You look amazing!"

   Melanie stood up to let me get the full picture.  Soft, blond curls
framed her face.  Her neck looked two feet long with her hair piled on her
head.  Her cleavage nearly burst through the front of her dress.  As she
spun in front of me, I recognized there was only a small bit of cloth
covering and she had a whole lot of flesh exposed.  I was twinged with a
pang of jealousy.

   "All for Eric," I mused.

   "You think he'll like it?" Melanie asked, her voice sincere in the
question.

   "No doubt," I confirmed.

   "So, you like it?" she asked, hitching her hips and planting her hand
carelessly on the higher one.  "I thought the middle was maybe too much. 
You think its okay, then?"

   "I like it," I said..

   "Okay," she said.  Let's get you ready."

   Mel dressed me in a navy blue golf shirt, light slacks and black
loafers, no socks.

   "You won't need a T-shirt," Mel said.  "It'll just get in the way."

   We set the security system, grabbed our single bag with toiletries and
headed for our date with Eric and Serena.

   The plan was to meet at one of the finer hotel-restaurant combinations
in the city.  Our double room was booked and we had dinner reservations at
seven.

   "Why so early?" I asked Mel as we motored toward the city.

   "Serena wants to be done with dinner at a reasonable time, she says,"
Melanie answered.  "Leaves more time for fun and games."

   "Are you sure I don't need a tie and jacket for the restaurant?" I
wanted to know.

   "We checked.  They said casual is acceptable for guests.  We'll be
guests."

   We rode the rest of the way in silence.  When we pulled up to valet
parking, the youngster taking care of our car nearly fell over himself when
he saw Mel.

   As we walked through the entrance, the doorman was likewise smitten.

   "Just in case you wondered, Mel," I murmured, "every man we've seen so
far has had to reel his tongue back in.  You're a hit!"

   "I feel practically naked," she whispered back.

   "You are practically naked," I confirmed.  "You look ultimately
fuckable."

   Serena and Eric were waiting for us in the lobby.  Eric had on a maroon
T-shirt and a tan sports coat.  Serena was a vision in red, with a short
little dress that featured a choker collar, bare shoulders and back.  Her
dark hair was short, brushing the nape of her neck and curling forward
around her ears..

   I was interested in Eric's reaction to Melanie.  He looked as stunned as
the valet and doorman had.  His dark eyes shone brightly as Melanie
approached him.  His face broke into a wide smile when Mel reached for his
hands and said, "I guess I'm your date for tonight." She leaned toward him
and brushed his cheek with her lips, letting him catch the aroma of her
perfume.

   "And you, sir," Serena said to me, "are with me."

   She didn't stand on ceremony.  Serena leaned toward me and kissed me
full on the mouth.  She even pressed her tongue to my lips and licked them
quickly, then just as quickly drew away.

   "You need to wipe off the lipstick," Serena ordered.  "The kiss stays,
but the lipstick has to go."

   I swiped at my mouth with a handkerchief.  A red smudge appeared on it.

   "I should take our bag to the room," I suggested.  "Have you been up
there?"

   "Yes," Serena answered.  "It's nice."

   "Why don't you three go into dinner, then, and I'll be back in a
moment?" I offered.

   Eric silently handed me a key card for the room.  724.

   "Thanks," I said.  "I'll see you in a bit."

   I rode the elevator to the seventh floor, located the room and swiped
the card to gain entry.  The room was typical and unremarkable.  Two huge
beds were aligned against the left wall separated by a night table.  They
were covered in golden comforters.  I set our bag down, looked around the
room and left, pulling the door closed behind me.

   When I reached the lobby, I sought out the bell captain and asked if
he'd have a bottle of champagne delivered to 724.  I handed him a twenty
for his service and went into the restaurant.

   Melanie, Eric and Serena were already seated at a table perusing the
menus.  The open chair for me was opposite Eric.  I slid into place and
asked, "What looks good?"

   "You do, darling," Serena joked.  "You look scrumptious."

   "Back at you, you dark-haired temptress.  But I meant on the menu," I
said.

   We ordered cocktails and decided to share a huge appetizer sampler. 
Then it was two orders of chateaubriand for two.  Medium well for Melanie
and Eric, and medium rare for Serena and me.

   When the cocktails arrived, we all touched glasses and toasted our
friendship.  "To good friends," I proposed.  Serena added, "And great sex."

   We all sipped our various drinks.  "Well, I guess it's out in the open
now," I laughed.

   "It's why we're here," Serena said matter-of-factly.  "No sense beating
around the bush."

   "So, how, exactly, did this all happen?" I asked.

   "You want the long version, or the short one?" Serena said.

   "We've got time," I responded.

   "Well, it started with us," she told us, rubbing Eric's arm.  "We were,
I don't know, getting bored.  So, I saw one of those magazines, you know,
at the supermarket.  And I thought, what the hell.  We could check it out.

   "I brought the thing home and we looked through it.  They had a bunch of
ads, you know, personals?  We looked through them and didn't see much that
interested us.  Everybody was clear across country or too old, or
something. So, we put an ad in ourselves."

   "You put an ad in a personals magazine.?" Mel sounded amazed.

   "Sure," Serena answered.  "Actually, it was a swingers mag, though.  We
got like sixty replies.  Most of them were trash, you know.  We weeded them
out and came up with four that sounded interesting.  Then we made contact
and set up times and places to have the first meeting, you know, just to
look them over.

   "It was a real bust.  There just wasn't anybody we really clicked with.
Most of them were sort of, I don't know, jaded, maybe.  They'd been doing
this for a while and were kind of pushy about it.

   "So, I told Eric I didn't want to do it that way.  What I thought was,
if we're going to have sex with somebody, it ought to be somebody we know
and like.  That's when I thought of you guys."

   "No kidding," I said.  "I'm flabbergasted.  I mean, what made you think
we'd go along?"

   "Because," Serena said, "I've danced with you, remember?"

   "Oh," I said, embarrassed.  "I do remember.  But, you do that with all
the guys.  Why did you pick us?"

   "Because," Serena told me, "we're friends.  I really like you.  So does
Eric.  You know, we click together.  We've got a lot in common.  I mean,
we're the same age.  We've done the kid thing and have been married about
the same time.  I figured you might be feeling the same way we were, you
know, looking for something a little different.  Something to spark up your
sex life.  So, I just asked Melanie," Serena said.

   "And she said, `yes'?" I was surprised.

   Serena laughed.  "Oh, no.  She wasn't that easy.  I asked her the first
time about three months ago."

   "What exactly did you ask her?" I wanted to know.

   "I asked her if she wanted to sleep with Eric," she said.

   "And, I said, `no,' of course," Melanie piped in.

   "So, I knew I had to work on her," Serena said.  "We talked.  We talked
an awful lot.  I showed her the magazines.  And I asked a lot of questions.
I told her how we felt, you know, wanting something a little different, and
asked if she didn't feel the same way sometimes.  I told her how we'd been
through the ad thing and it hadn't worked out.  I told her we only wanted
somebody we know and cared about.  Gradually, she began to get more
interested."

   "That's not all, though," Melanie chided her friend.

   "Oh, well, yeah," Serena admitted.  "And we watched some tapes, you
know? Porno tapes?"

   "You did?" I was truly amazed.  "How come I didn't know all this was
going on?"

   "Because," Melanie confessed, "Serena told me you'd be easy.  She said
she'd been able to turn you on with her dirty dancing, and that if I was
okay with it, you would be, too."

   "Did it bother you?" I asked my wife.

   She smiled sweetly at me.  "You're a man, honey.  Men get turned on when
sexy babes come onto them.  Actually, I was proud that you stayed faithful
to me in spite of Serena's best efforts."

   "Well, not exactly my best efforts," Serena defended herself.  "But, we
decided we weren't going to cheat.  We weren't going to get anybody else to
cheat, either.  That secret, behind-the-back stuff makes trouble.  We don't
want trouble.  We just want to have good sex with somebody we like.  With
somebody we love.

   "So," Serena concluded, "here we are."

   "What made you decide?" I asked Melanie.

   She shrugged.  "I don't know, really.  A bunch of things.  Eric's so
sweet, for one." Melanie drew the side of her hand across his face.  Eric
smiled, bashfully.

   "And, Serena has been so loving and considerate," Melanie continued. 
"She didn't push, or anything.  She made it seem like a natural kind of
thing.  She helped me overcome my doubts about everything.  She kept
telling me how wonderful Eric is.  It just made me more interested in
finding out myself.

   "And, those tapes were so hot.  I would go home so turned on.  I just
started to feel really sexy again," Melanie said.  "Didn't you notice?"

   "I noticed," I admitted.  "For the last several weeks," I told Eric and
Serena, "she's been pretty darned aggressive."

   "I was releasing all that energy," Melanie confided.  "And having this
fantasy about Eric."

   "You never told me that part," I said, somewhat disillusioned.

   This time she cupped her hand on my face.  "You were a wonderful
surrogate.  You were the one who helped me decide."

   "How did I do that?" I asked.

   "It was that talk we had about two weeks ago, you remember," Melanie
said.

   "Which one?  We've been talking about his for awhile."

   "I told you what Serena said, you know, about how she would have you if
I'd let her.  I told you I let you if you wanted.  Don't you remember what
you said?" Melanie pressed.

   "Tell me," I invited her.

   "You said, `Serena is hot, but I'm not doing anything that would
threaten our relationship.'"

   "Yeah," I admitted.  "That's what I said."

   "Then you asked about Eric, remember?" Melanie pressed.  "I thought that
was so sweet, you being concerned about Eric.  You said you wouldn't do
that to Eric."

   I shrugged.  "Is that what made you decide?"

   Melanie shook her head.  "When I asked you if the tables were turned and
I wanted Eric."

   "Oh," I said, remembering.

   "What did he say?" Serena asked, anxiously.

   "He said, `If that would make you happy, then I'm all for it.'" Melanie
told her.  "We made the most passionate love that night.  It was amazing."

   "So he agreed to let Eric have you in return for me?" Serena said.

   "No," Melanie said.  "It was unconditional.  He was actually surprised
the next day when I told him we were going to swap.  He told me I could
have Eric if I wanted, but he didn't expect anything else.  That's when I
told him he didn't understand.  `Serena wants you,' I said, `and I want you
to be with her.' That lit his fire.  Mine, too."

   "Then, suddenly, nothing.  I thought her hormones had gone awry."

   "We've been storing it up," Serena said.

   "What?" I asked.

   "Sexual energy," Serena explained.  "We agreed; no sex for two weeks, to
get us ready."

   "And I am so ready," Melanie said.

   "What about you, old buddy," I asked Eric.  "How are you feeling about
all this."

   "I'm delighted," Eric said.  He beamed a smile at Serena, and then at
Melanie.  "You look very beautiful tonight," he told my wife.  "I like your
dress."

   "Why, thank you, Eric," Melanie cooed.  "That earns you a kiss." She
leaned toward Eric and planted her lips on his.  I could see her shiny
tongue lick at his lips, and my package began to swell.

   Their kiss was interrupted by the waiter who arrived with the appetizer.
We finished our drinks and ordered wine.  Actually, we ordered three
different wines for the appetizer, the main course and desert.

   Two hours later, we were all well filled with the delicious meal and
fairly well-oiled with the alcohol.  After bathroom breaks all round, we
decided to walk the grounds for a half-hour or so to give ourselves a
chance to digest.  Eric and Melanie strolled off to the south.  Serena
nearly dragged me in the opposite direction.

   "How are you feeling?" she asked.

   "Great!" I replied.  "Full, and a little buzz on.  I feel terrific."

   "I mean about Eric and Melanie," she said.

   I nodded.  "Okay, I guess."

   "No guessing, Brian," Serena said.  "You have to be okay, or it's not
going to work."

   "What do you mean?"

   "Are you going to get jealous?  You can't get jealous.  If you do, it
will ruin everything."

   "Oh, that.  Well, can I tell you something?"

   "Of course."

   "Remember when Melanie kissed him?  Just before they brought the
appetizer, you know, when he said he liked her dress?"

   "I remember."

   "I saw her tongue pushing into his mouth.  That made me hot."

   "Hot as in angry?"

   "No," I said.  "Hot as in excited.  It was so sexy."

   "So, you're telling me you're okay with it.  Think about this.  If she
sucks his cock, are you going to be okay?"

   I thought.  I dragged the image into my mind.  There was a kind of
gut-wrenching ache in the pit of my stomach as I visualized my wife's lips
around Eric's dick.  My own cock throbbed.

   "Oh, wow!" I said.  "That's one hell of an image!"

   "Good," Serena said.  "That's good."

   Then she turned toward me and gave me the most passionate kiss I'd had
in years.  She looked into my eyes, her own dark eyes shining brilliantly.

   "I do love you, you know," she said softly.

   "Strong words, lady."

   She smiled.  "I love you.  I don't love you like I love my husband. 
But, I do love you.  And, Eric loves Melanie, too.  Even more than that, as
a couple, Eric and I love you and Melanie."

   "I'm a little confused," I admitted.  "Maybe it was all that wine."

   "We love you guys together," Serena explained.  "We like being with you.
We have a good time with you.  And, we care what happens to you."

   "Okay," I replied.  "I guess we feel the same way."

   Serena smiled at me again.  I almost felt like her pupil.  She was
instructing me.

   "You know how you love, let's say, your parents?" she asked.  I nodded.

   "You love your dad.  You love your mom.  But, you don't love them in the
same way, do you?" she asked.

   I shrugged.  "I guess."

   Serena pressed on.  "And, you definitely love Melanie in a different way
from the way you love your parents, don't you?"

   "Well, yeah," I answered.

   "Well, then, that's similar to what's happening between us.  I mean, I
love you, but not like I love Eric, or my parents.  It's a special kind of
love.  Do you get what I'm saying?"

   "I think you're just putting the love label on what other people would
call friendship," I said.

   "Yeah, maybe so," Serena agreed.  "But, I don't think that's so far from
the mark.  We love our friends."

   "But you don't make love with all your friends," I reminded her.

   "True," she nodded.  "That's saved for very special friends.  Friends
like you and Melanie.  Friends we love, and who love us in return."

   "So, you think we love you?" It was almost a challenge.

   "I think you do," she responded.  "You may not feel comfortable
admitting it, but I think you do.  Melanie loves Eric in a very special
way. She loves you, to be sure.  And, she loves me, too.  She's told me
that."

   "Melanie told you she loves Eric?"

   Serena nodded.  "Don't you?"

   "We're friends," I admitted.

   "So, you love him like you'd love a brother, right?" Serena offered.

   "I guess you could say that," I replied.

   "Isn't that what love is, Brian?  Isn't it a deep attraction, caring,
and wanting the best for somebody other than yourself?" she asked.

   "Yeah," I agreed.  "Sounds like it to me."

   "And it has different facets.  Different colors and shades to it.  It's
not necessarily the squishy, romantic kind of love.  Sometimes it's serene
and wonderful.  Sometimes it's kinky and funny.  Other times, it's just a
feeling of wonderful closeness, companionship, and caring, like right now,"
she said, pulling me close to her for another kiss.

   As her lips melted into mine and her tongue swirled around our lips,
darting and pressing, I had to admit I felt a marvelous attraction to this
sexy vixen in her red dress.  She pulled her lips away from mine and looked
squarely into my face.  Her eyes sparkled with the reflection of the few
lights that sprinkled the path we were on.

   "And, that's why I can say that I love you," Serena whispered.  "And, I
do hope you feel the same."

   "I do," I whispered back.

   "Then say it, Brian," she demanded.  "Don't be afraid.  I promise it
will be all right."

   Well, my guts tightened up, and my mouth got dry.  It wasn't the kind of
thing that just rolled out of me with ease.  I really had to work up to it.

   "Oh, don't be such a coward," Serena chided me.  "I know you love
Melanie.  But, that doesn't mean you can't love me, too, does it?"

   I shook my head.

   "You like how I look?" she asked.

   I nodded.

   "You like how I feel in your arms?"

   I continued to nod.

   "You like the way we just kissed?"

   My resistance was shrinking.  "Uh-huh."

   "Do you like the way I whisper nasty little suggestions in your ear?"

   I laughed.  "You haven't done that!"

   Serena put her lips close to my left ear, her arms wrapped around my
neck.  "I am so ready to fuck you," she whispered, then kissed my ear and
pulled back to look in my eyes, her bright teeth gleaming in a broad smile.
Her eyebrows shot up in question.

   "Oh, yeah," I beamed back at her.  "I like that."

   "But, I want to be more to you than a piece of ass," she said.  "I want
you to love me."

   "I do, Serena," I finally admitted.  "I do love you."

   She beamed her bright smile on me one more time, gave me a quick, hard
kiss on the lips, then said, "That's all I wanted to hear.  Let's go get
laid."

   We hurried around the hotel, and made our way back to the lobby. 
Melanie and Eric were nowhere in sight.

   "Oh, damn!" I suddenly remembered.  "I've still got the key card."

   When we arrived on the seventh floor, Eric and Melanie were waiting at
the door to our room.  Eric was leaning against the wall, and Melanie was
leaning on Eric, her back to him.  Eric's hand was in the diamond open at
the front of her dress, caressing the flesh of her belly.  Melanie didn't
look directly at me.

   "I'm sorry," I said.  "I forgot I had the key card until just now."

   "Serena had ours," Eric said.

   "It's okay," Melanie said, dreamily.  "We've only been here a few
minutes."

   I swiped the card and pushed open the door.  Serena marched in, followed
by Melanie, then Eric.  I followed and closed the door behind me.

   Serena went to the far bed, closest to the floor-length windows, grabbed
the gold cover and pulled it down.

   "Isn't anybody going to help me?" she asked.  Melanie grabbed the other
side and dragged it down the length of the bed.  Eric and I stood by and
watched as the women cleared the other bed as well.  There was a moment of
uncomfortable indecision before Serena walked up to me, wrapped her hands
around my neck and pulled me down to kiss her.  It was a hot, passionate
kiss, with our tongues pressing and dueling with one another.  We broke it,
both nearly breathless and gasping.

   "Come on," she whispered.  "Let's get undressed.  I am so ready to
fuck."

   She unclipped the neckband of her dress, then pulled it away from the
front of her.  As I had suspected, she wore no bra.  Her breasts appeared,
with large, dark areolas well defined against her café au lait skin.  I
tugged my shirt over my head and reached for her.  Her breasts pressed
softly into my bare chest as we kissed passionately again.

   My hands found the upper edge of her dress and I pushed down.  The
garment clung to her hips, so I pushed harder.  It broke loose, finally and
clumped at her feet.  She broke away to gather it, and I saw she had on a
similar thong to Melanie's.  It too was red.

   "Your pants," Serena urged.  I unbuckled, unbuttoned and unzipped.  I
dropped them to the floor.  Serena squealed when she saw my distended cock
pressing against the navy blue briefs.

   "Oh, I love those!" she said, her hand coming to rest on the
cloth-covered bulge.  She squeezed and tugged at them.  "Now, take them
off," she commanded.

   I stepped out of my trousers, picked them up and hung them across the
back of a chair.  Then I turned toward Serena and hooked my thumbs in the
waistband of my briefs.  As I tugged, she rolled her thong down her thighs,
and in less than five seconds, we stood naked in front of each other.

   The sight of my friend's wife naked before me made me gasp.  Where I had
expected a thick bush of dark pubic hair was a thin line only.  The rest of
her pussy was shaved clean.  I reached my hand toward it, feeling the soft,
clean skin.

   "I'm going to make love to this all night long," I promised her, my
fingers playing along the damp slit.

   Serena wrapped her arms around my neck again and gave me the deepest,
most passionate kiss I could remember.  My cock throbbed and started to
grow.  She pushed me backwards until my legs hit the edge of the bed.  I
sat, and pulled my new lover down on top of me.

   As we repositioned ourselves, I caught sight of Eric and Melanie.  Eric
had been stripped down.  Melanie wore only her red thong, the black
thigh-high stockings and her fuck-me pumps with the ankle straps.  Eric lay
on his back on their bed, and Melanie was astride his legs.  What Serena
had predicted had become reality.  Melanie had both hands wrapped around
the base of Eric's turgid cock and was kissing and licking the head like an
ice cream cone.  Eric had his hands on her head.  As I watched, he pulled
pins and clips from her hair, loosening the tight wrap so her blonde
tresses were freed.

   Serena put her hand against my cheek and tugged my attention back to
her.

   "Are we going to fuck, or are you just going to watch her?" she
whispered fiercely.

   "Do you fuck as good as you dance?" I chuckled to her.

   "You bet your ass," she said.  "Where did you think I got those moves?"

   Serena rose up on all fours and started rubbing her body against mine.
She hummed a little tune, bumping out the beat vocally and making her body
move correspondingly against me.  It didn't take long before I was stiff as
steel.

   She backed herself down my body, still humming, her hips now plunging
and grinding against me.  Her eyes were closed as she lifted her hips,
positioning my cock at her entrance, then pulling away.  Several times the
repeated the motion, then in a series of bumps and grinds, slid me inside
her inch by inch.  The sensations of her tight, moist, hot tunnel
enveloping me actually made me laugh.  Serena's eyes flashed open and her
eyebrows hitch in inquiry.

   "It just feels too excellent," I smiled.  "It never happened like this
before.  Honest.  It just felt so wonderful I had to laugh."

   Serena smiled, then resumed her humming.  She'd writhe the top of her
body against me, her head dropping and swaying to the internal beat, then
her hips would twitch and thrust.  I was enthralled with the performance.

   "Do you always sing when you screw?" I asked her.

   She wagged her head, her eyes closed, nostrils flared.  "Uh-uh," she
whispered.  "Never done it before.  Sounded like a good idea, though.  Like
it?"

   "I love it," I said.  "Lot's of firsts tonight."

   "Hmm," Serena hummed, then went back to murmuring her little song.

   As Serena continued her dirty dancing with my cock buried deep in her
hot love tunnel, her lips marched across my face, planting punctuated
little kissed until she reached my mouth.  She hummed her little song into
my lips, making them vibrate.  My cock felt the cold air as she raised
herself up until only the head was still inserted.  She held that position,
rotating her hips as her tongue plunged and swept into my mouth.  Finally,
she dropped back down on me, enclosing me in her moist, hot flesh.  Her
lips trailed down my chest.  I gasped as she grabbed a nipple with her
teeth and tugged.  As her hips continued to thrust, she looked dreamily
into my eyes.

   "Like that, huh?" she asked in a low, throaty voice.

   "Um-hmm," I answered her.

   She ducked her head down and grabbed the other nipple.  My cock twitched
with the sensation.  Serena's song was punctuated with a chuckle, but she
didn't lose a beat.

   A groan from the other bed drew my attention.  I saw Eric had loosed all
of Melanie's hair and had it twisted into a rope which he held in his left
hand.  As Melanie's mouth pounded on his cock, Eric was using her hair to
control the speed and depth of her blow job.  Melanie gave superb head.  I
knew what Eric was feeling.  Melanie's talented tongue would be stroking
the underside of his cock as her lips encircled his fleshy rod.  Her eyes
were closed as she concentrated on her technique.

   A sharp stab of pain from my right nipple made me gasp.  When I looked
down, Serena's eyes were bright and clear.  She was looking up at me.  She
released my nip and growled at me.

   "Pay fucking attention," she ordered.

   "I am," I protested.  "But, that is so hot!"

   Serena knelt upright astride me, my cock buried deep inside her and
watched the other couple.

   I saw Melanie on her back, her legs raised in the air, and Eric plunging
himself into the depths of my wife's cunt.  Melanie's hair was spread on
the bed like a blonde halo.  Her hands rested on Eric's strong shoulders.
Half her bottom lip was between her teeth.  I heard her grunt each time
Eric bottomed out inside her.

   Melanie's eyes seemed to be focused on Eric's face.  Then she looked
over at Serena and me.  Our eyes met.  She smiled lovingly, then turned her
head back to focus on her lover.  My own cock pulsed inside Serena.

   "She likes it," Serena murmured to me.  "So do you.  You like seeing her
like that, don't you?"

   "She's so beautiful," I admitted.  "I'm so lucky to have her."

   "Your lucky to have me, too," Serena whispered nastily, her muscles
squeezing on my manhood.

   "I am," I agreed.  "You look beautiful towering above me like this." I
wrapped my fingers around her breasts, my thumbs raking over the distended
flesh of her erect nipples.

   Serena clamped on me again, then rose nearly off of me.  She groaned as
she sat back down, my cock fully embedded within her.  She shivered.

   "Um," she hummed.  "That feels so good."

   On the next bed, Melanie wailed.

   "Oh, fuck, Eric!  I'm cumming!" she cried.  "Fuck me, baby!  I'm
cumming!"

   Melanie wrapped her legs around Eric's waist, giving him full access to
the deepest penetration.  He grunted in his efforts, pounding his hips into
Melanie.  Her breath and words came in gasps each time he thrust into her.

   "Oh!  Fuck!  I'm there.  Fuck me!  Fuck me please!" she wailed.  I could
hear and see the tightness as she fought against the wave of her climax. 
She groaned with strain, then released a series of short, loud gasps. 
"Good," she breathed.  "That was good.  Again, please!"

   Eric slowed his pace but maintained his intensity, pressing himself
inside my wife as deeply as he could.

   "We're behind," Serena whispered.

   "Is this a race?" I asked, smiling.

   "No," she agreed, "but I want mine, too."

   "Then I think you should come get it," I offered.

   Serena leaned over me, taking my hands and pinning them over my head. 
She knelt over me, her breasts just an inch or so above my face.  She
rocked forward and back, causing my throbbing cock to slide slickly in and
out of her.

   "I'm going to fuck you hard, now," she announced.  "Suck my tits.  Lick
and suck and bite the nipples.  That will make me cum."

   I inched my face forward and captured one of the erect morsels between
my teeth.  I gently pulled backward, my tongue flicking the flesh.  I heard
the sharp intake of breath from the dark-haired beauty, her muscles
clamping on me once more.  Serena pounded her hips onto mine, driving my
cock deep within her.  Her nostrils flared and her lips parted.  She held
her eyes closed and concentrated and smashing herself onto me.

   Her eyes slowly opened and she looked straight into mine.  Then in time
with her violent rhythm she growled at me.

   "This was always about you and me."

   "What?"

   "I've wanted to fuck you for months," she snarled.  She hooked a thumb
in the direction of her husband and my wife.  "That's just frosting.  This
is about you and me."

   What could I say?  I answered with my body, raising my hips to meet her
downward thrusts.  The realization that this beautiful, dark and mysterious
woman had schemed to get me inside her fired off my libido.  I told her
through gritted teeth that I was close to cumming.

   "Don't you dare, you bastard!" she threatened.  "I'm not ready yet. 
Don't you dare come without me."

   "I can't help it," I whined.  "It's beyond me."

   "God damn it!" she snarled.  "Don't do it!"

   I grabbed her wrists, now irritated with her attitude.  I held them
tightly, pushing them toward the ceiling.  "You better damned well get
ready," I told her, "because it's happening."

   I thrust my hips up to her three, four, five times, then felt the scald
of my jism spurting up my embedded rod.  Apparently, my own assertiveness
gave Serena the impetus to fire off one of her own.  With her arms held
virtually straight out from her body, and her hips thrusting forward and
back, she managed to generate enough sensation to send her into an orgasm.

   "You mother-fucker," she squeezed through clenched teeth.  "You've
fucking made me cum, you bastard."

   This abrupt change in attitude left me speechless.  Serena continued to
twitch on me as my spurts subsided.  When I was spent, I released her
wrists.  She laid herself atop me, wrapped her arms around my neck,
squeezed hard and buried her head into my shoulder.  As her ragged
breathing eased back into a normal pattern, she whispered, "I'm sorry, I'm
sorry," over and over.

   "Sorry for what?"

   "I didn't mean to act so badly."

   "It's okay, really.  Kind of a revelation for me."

   "What do you mean?"

   "I think I know what turns you on, now."

   Serena lifted her upper body on her arms and looked into my face.  "You
think so?"

   I nodded.  "My guess is that you'd like to be bound to the bed and
used."

   Her reaction was unexpected in its nature.  I felt her cunt squeeze on
my softening member.

   "Is that what you think?"

   I was smug.  "I'm right, too."

   Serena gave me a little kiss just under the ear.  She rolled off me,
then stood next to the bed, holding out her hand.  She didn't seem to care
that my cum was oozing down her thigh.  "Come on," was all she said.

   I followed her into the next room on our floor.  Serena swiped the lock,
admitted us, then closed the door.  She stripped the cover off the bed and
revealed a pair of handcuffs affixed to the headboard in some manner.  She
opened a drawer on the nightstand.  "The key is in here.  There's also a
blindfold, a dildo, lubricant and some other stuff."

   She lay on the bed, reached her hands to the cuffs and snapped herself
in.  "Now, I'm all yours."

   "I knew that before," I said.  "Who's the blindfold for, you or me?"

   She laughed.  "You get to decide."

   "Maybe later.  Now, I want to be able to see you."

   I pulled out the dildo.  It was at least eight inches, and a good two to
three inches around.  I squeezed some of the lubricant into my hand and
slid the dildo through it.  When I'd greased it up, I trailed it down
Serena's belly, across that lovely mons, and just teased her creases with
it.  Serena hitched her hips up, in anticipation.  I decided what she
needed was some teasing.

   "Not yet, my dear," I told her.

   I leaned down and planted my lips across hers.  My tongue pressed
forward and Serena's lips opened in welcome.  Our two tongues slid and
slipped around, over and under each other.  As we kissed, I slid that dildo
up and down her slit.  I made certain the ridges and veins played over her
engorged and extended clit.  Serena bucked and humped her hips, trying to
get the thing into her.

   "Don't be so impatient," I admonished.

   "I want to be fucked," she whispered, hoarsely.

   "And, so you shall be.  But, when I say so."

   Serena groaned.

   "That's a lovely little clitty, you have down there," I said, looking
into her eyes as they searched my face.  "I just love the way it pokes
through the folds of your lips.  It just begs for some sucking, doesn't
it?"

   "Oh, please," she whispered.  "Suck my clitty."

   I rolled to the bottom of the bed, spread her thighs and soaked in the
sight of her shaved pussy with the tiny protuberance sticking out.  I
crawled up between her thighs and placed the head of the dildo just at her
entrance.  Serena humped, but I kept the plastic cock just there at the
entrance.  I stuck my tongue out and gently lapped at the little bump. 
Serena bucked.  This time, the dildo slipped away from her entrance and
lodged in the rosebud of her ass.  Serena became absolutely still.

   "Please," she whimpered.  "Don't do that."

   "What, this?" I asked, twisting the dildo around at the entrance to her
ass, pressing the head, and gently spreading it.

   "Oh, yes, that," she moaned, pressing her tail into the bed and inching
the head inside her.

   I gave her clit another soft lick.  Serena lay still.  I sucked it
between my lips and flicked it with my tongue, keeping the pressure on the
dildo, barely inserted in her ass.  As I licked and sucked, Serena could no
longer stand the sensations and began moving her hips.  Each time she
moved, the dildo slid farther and farther inside her.  She tossed her head,
moaning.

   "You like having this up your ass, don't you?"

   She denied it.  "No.  No, I don't." But, her hips betrayed her denial.
She was no longer twitching, but actively humping herself on the pink,
plastic dildo.  I held it firm and Serena fucked herself on its length.  On
one of her withdrawals, I let it slide completely out.  Serena moaned.

   "You want it back inside you?"

   "Yes," she answered in a whisper I could barely hear.  "Please."

   "Roll over," I instructed her.  "On your elbows and knees."

   Serena rolled herself over on her belly, her arms crossed in the
shackles.  She raised her ass in the air.  I squeezed some of the lubricant
on her asshole, then gently slid the pink dong back inside her.  Serena
groaned.

   "Hold still," I instructed her, then knelt behind her.  I positioned my
now thickened cock at the entrance to her vagina.  Serena, sensing what was
happening, pushed back against me.  I slid easily inside her sopping cunt,
feeling the semi-hard presence of the dildo next to my own rigid flesh.

   "Now, fuck yourself on us," I told her.

   Serena pulled herself forward.  I held the dildo stationary.  Then she
slid backward and both the dildo and my own meat eased back inside her.

   "Oh, fuck!" Serena wailed.  "That feels so awesome!"

   Eventually, she was pounding herself forward and back, driving herself
on the rigid members in her two openings.  It didn't take long before she
was screaming.

   "Oh, fuck!  I'm cumming!" she screamed.  "Fuck me!  Please, oh, please!
Fuck!"

   I felt her cunt muscles tighten on me.  She pushed herself as far back
as she could, pulsing rhythms flowing through her cunt, squeezing my cock.

   When the spasm passed, she pulled forward.  The dildo popped out of her.
I positioned it ready for the next thrust, but Serena wailed.

   "No!  You!  Fill me with your cum there!"

   She pulled forward off my cock.  I squeezed another dollop of lube on
her ass and slid my cock through it.  The dildo had opened her up enough
that I slid in quite easily.  Serena groaned as my cock sank to its depths
in the tight opening of her ass.

   "Oh, fuck!" she cried, her body wracked with tremors.  I slid out of
her, then pounded back inside.  Serena grunted.  "Again," she ordered, her
voice sounded as if she was sobbing.  "Fuck my ass!"

   Again and again I pounded myself into her.  Serena sobbed, wailed, wept
and begged.  "Fuck my ass!  Fuck my ass!" I realized she was having nearly
continuous orgasms.  The tremors I felt inside her were the contractions of
her cunt and asshole as Serena came, came again, and came once more.

   The semen boiled in my balls as they slapped against her.  I felt the
burning sensation in my own asshole as my dick swelled to deliver its load.
I buried myself deep within her bowels, grabbed her hips and shot my load
inside her.  Every spurt seemed to send another convulsion through Serena.
Words failed her, and she simply mouthed visceral sounds of rapture.

   "That was one incredible ass-fucking," Serena said, once her breathing
returned partially to normal.  "I thought it would hurt and be awful.  I've
never felt so raw, so sexual, so absolutely unleashed.  Speaking of which,
could you undo me?"

   I lurched toward the drawer and worked the key on one cuff and then the
other.

   "There you go," I told her.

   "It's a wonder I'm not bleeding.  Next time you decide to take my ass,
let's hook it up correctly, huh?"

   "You think there will be a next time?"

   "Oh, yes," she said, "most definitely."

   "But I don't have to handcuff you every time, do I?"

   "I think you should," she answered.  "It sure makes it more exciting.  I
like being at your mercy."

   "That way you have no choice, huh?"

   She smiled at me.  "Something like that."

   "You ever give Eric your ass?"

   She shook her head.  "He never tried."

   "So you never did it before?"

   "Until tonight."

   "Will you let him now?"

   "I don't know," she said, slowly.  "Maybe I'll reserve that for you."

   "I doubt that," I told her.  "Sometime, when you're screwing him and are
too hot for words, you'll tell him to take your ass.  I'll bet you."

   "That sounds so deliciously nasty when you say it.  Let's get cleaned up
so I can fuck you again."

   "No ass this time?"

   "Not just now.  All I want now is to feel you inside me, and have your
hot come spurting against my cervix.  That okay with you?"

   "Of course," I answered, heading toward the shower.

   "And, by the way, I loved the way you licked my clitty.  You can do that
whenever you want."

   I got the feeling this was going to be a lot more than a one-night
stand.