Cuckolding Katie (Part 1) free porn video

A tale of opportunity and temptation.

From the bed I watched Katie step into her deep blue lace panties and ease them over the curves over shapely tan thighs. She adjusted the elastic around them to ensure that no stray pubic curls were visible, then ran a finger between her thighs and sighed deeply.

"Shit Matt, I've just had a shower and I'm all wet already again." she commented more for her own benefit than mine.

Katie turned, picked up the matching bra from the bed and slipped her arms into it. Her dark nipples were firmly erect confirming just how aroused she actually was. She was simply stunning in her blue underwear, and looked years younger than I knew her to be. Next a jade top slipped over her head and then she stepped into a very short black skirt. A pair of black slinky high heeled shoes completed her attire for the night. Standing to attention, she did a little twirl and then looked over at me and smiled.

"How do I look, do you think Leo will like me?" she asked.

"You look lovely; Leo won't be able to keep his hands off you." I replied truthfully.

Katie grinned lecherously, "It's not his hands I'm worried about; I'm worried about that great big dick of his."

Having already seen it, I knew she had very good reason to be worried. I was fully aware that I should be trying to talk Katie out of it, but a part me was also excited and wanted her to see it through. For the first time in her life Katie was going to give her body to a black man, a little taboo fantasy of hers. The fact that Leo was very good looking and had a great body helped her make that decision, and the fact that he was well endowed and had a reputation of being a fine lover also was an influence. Sure, maybe it was all wrong, but Katie wanted to do it, and as her boyfriend I should have resisted. But at the end of the day, it was her body to do whatever she wanted with, and I wasn't sure I could have stopped her.

"You won't leave me with him will you, you will stay and look after me?" she asked nervously.

"Sure, I'll hang around."

Katie stepped to and gave me a little peck on the lips as to not smear her make up.

She felt my half erection against her and looked down, "I'll blow you or give you a handjob if you like."

"Nah, I'll wait till later." I suggested looking at my watch. "Anyway, its time to go."

A smiling Katie took my hand in hers and escorted me towards the door.

Katie had been divorced ten months when we first met in a wine bar through mutual friends. We kind of hit it off straight away, and as I was already playing the field with the local girls; I was free to pursue her charms. In her early forties, Katie was both independent and strong willed, and a real handful for the unsuspecting. She was tall and slim without being skinny. Her dark hair was kept stylishly short; she was pretty in a plain sort of way. She liked to dress well and always had that sophisticated look about her. For me, the real attraction of Katie was her desire to enjoy life, she loved to socialise and have fun. In bed she was a real demon, passionate, demanding, multi-orgasmic and had real staying power. She was a great companion and fun to be with, and life was pretty damned interesting since we'd been together.

After a few months of seeing each other, Katie suggested that I might want to move in for awhile and see how we go. I should point out this arrangement was fragile to say the least. After an abysmal marriage, Katie had no intention of getting into a long term relationship. Ours was based on fun and sex as long as it lasted, then I would be asked to leave. I had no problem with this arrangement, and it wouldn't have mattered if I did. I was simply living on borrowed time. I settled into her apartment nicely and we soon got accustomed to each other's quirks, I paid my way financially, did my share of the chores and was rewarded with lots of great sex.

Six months later we planned a holiday to the Caribbean and ended up in a little resort right on the beach. The sun was hot, the water warm, the food great and the alcohol free flowing. We were allocated a good sized self contained unit right on the beach, and then the fun began. By this time, Katie had filled out a little mostly due to my presence and eating more regularly. Her breasts were bigger, her butt rounder and her thighs fuller. I thought she looked better, Katie was still undecided. As far as I was concerned, her high cut yellow bathing suite looked fantastic and accentuated her long legs, and the many lingering male eyes supported my theory.

Katie was already well tanned before arriving in the Caribbean after many hours in a sun clinic; a few days in the Caribbean sun turned her skin a lovely bronze. She enjoyed the lecherous looks that the men gave her, and then took it out on me in the confines of our bedroom. Afternoon sex was the order of the day; then she could drink herself stupid in the evening and fall asleep at whim. All was going to plan until Leo turned up on the scene a few days after our arrival.

Leo was a senior member of the resort staff, and a major part of his job was to ensure paying guests were happy and stayed that way. He seemed to spend a lot of his time fraternising with the ladies, his outgoing personality and sense of humour ensuring his popularity. Leo was well over six feet tall and his skin dark as chocolate. He was wide shouldered and tapering down into a narrow waist; the uniformed white shirt did nothing to hide the deep chest and powerful arms. His thick thighs and toned calf muscles rippled with energy as he walked. His hair was cropped short in a buzz cut, below was a handsome face that seemed to smile forever.

Katie whistled in my ear the first time she laid eyes on Leo, she grinned and licked her lips suggestively when I realised what had attracted her attention. Like many ladies, Katie had a thing for hunky good looking black men, and Leo certainly fitted the bill. Until now, they had only been a taboo fantasy for her. She had always been sensible and allowed but a handful of well educated white boys between her lovely thighs before she married badly. Fantasies about being seduced by a hung black man were harmless she often told me, and there was no harm in looking.

It wasn't long before Leo noticed Katie, and a humorous rapport soon developed between the two. Leo was a natural comedian and had the ability to entertain people at whim; he was one of those people that made fun of himself as much as others, which certainly endeared himself. He was always seeking an angle to exploit and make people laugh. I could tell that Katie was quite smitten with him, but most of the females young and old at the resort were too. Leo seemed to enjoy Katie's company and he lingered often in her presence, and therefore it wasn't too long before his name popped up while Katie and I were in bed. She suggested more than once that he might have been in grave danger if I hadn't been in her life, and that she would have trouble keeping her hands off that spectacular body of his.

It was all innocent fun until late one night when Katie was visiting the restaurant restroom at the same time as a rather intoxicated redhead.

The redhead looked over at Katie and grinned as they washed their hands at the vanity, "You want to watch out for Leo, he's got his eye on you."

"Why's that?" Katie asked as she glanced across at the redhead in the vanity mirror.

Redhead laughed, "Cause he's a player that's why. He'll be in your bed before you know it if you give him half a chance."

"Are you talking from experience?" Katie asked disbelievingly.

"Hell yes, Leo's been in my bed more than a few times." Redhead answered. "He's one of the main reasons I keep coming back here. Leave the husband at home cause he doesn't like the sun too much. So I come here with a girlfriend and have a little fun on the side. And you know what they say, what happens on tour stays on tour. "

"Really?" Katie replied unconvinced.

Redhead turned, leaned on the vanity and looked over at Katie, "Don't believe me if you don't want to. I'm going home tomorrow and I don't care if you do or don't. But I'm telling you, if you get a chance to get Leo in your bed, go for it girl. You won't be sorry.

He's got a great big black dick and sure knows how to use it. I've had a few men in my time, but none have done me better than Leo does."

Katie laughed, "That good eh?"

Redhead smiled as she headed for the bathroom door, "Honey, he's better than good, much better. Do yourself a big favour. Leo likes you, so let him into your bed and you'll see what I mean."

I don't think my man would like it." Katie replied.

Redhead turned and grinned mischievously, "Then don't tell him."

But Katie did tell me, later that night in bed she recounted Redhead's story. I'd never seen Katie so aroused, her love making vigorous and demanding leaving our bed a sweaty pit. The next day it seemed to be all forgotten and we got on with enjoying the sun and surf.

A couple of days later Katie was sun bathing while I was out enjoying myself on a hired jet ski. It was one of those blistering hot days and had driven those without beach umbrellas inside. Leo was doing his usual rounds and eventually found my Katie sprawled under her umbrella.

"How goes it?" he asked while making his way over to her.

Katie opened her eyes and smiled, "Hi Leo, I just love it out here, I never want to go home."

"It's too hot." he replied moving in beside her under the umbrella seeking a bit of shade.

Katie moved over a little to make room.

"Where's your man?"

"Out there somewhere on one of the jet ski things. You know, boys and their toys and all that."

They chatted aimlessly for a while. Katie soon became aware of his wandering eyes sliding over her legs and found herself becoming kind of excited. She sneaked the odd glance and admired his physique; close up his dark skin was attractive. Now he was close, she could smell his aftershave. She just hoped he couldn't sense her nervous excitement.

"I've been hearing stories about you." Katie bravely offered.

Leo chuckled, "What sort of stories?"

"About you seducing married women."

"Oh, is that all. I thought it was something serious like k**napping or murder."

"So, seducing married women isn't serious?" Katie asked.

Leo turned and grinned, "Depends who's doing the chasing. Anyway, not all of them are married, and what happens between consenting adults is okay by me."

"What about husbands?"

Leo looked out to sea and grinned smugly, "Sometimes husbands like to watch, they get a kick out of seeing their old lady getting a good seeing to. You should ask your old man, I'd sure like to take you for a ride."

A shiver of excitement rippled through her body at the audacity of his lurid suggestion, "Thanks, but I don't think my man would be into it."

"What about you?" Leo asked turning and looking over her body. "Would you be into it?"

"You're a bit presumptuous, what makes you think I'd be into it?"

Leo chuckled loudly, "Male intuition; and I know you'd enjoy it once you got into it."

"And why would that be?" Katie asked inquisitively.

From his sitting position Leo raised one knee and turned slightly towards her, his hand slipped down to the front of his shorts and caressed the bulge, "Because of this."

Katie could not help but look down at the round bulge in his shorts, it appeared flaccid and uninteresting. She was a little disappointed if anything.

"So?" she commented.

Leo licked his lips and looked across the white sand, while they weren't exactly alone, there was no one close.

"Turn and face me" he suggested.

Katie rolled onto her side leaving herself only a few inches away from him.

"Lift your right leg so I can see between them."

Katie did so as Leo stroked his crotch.

"How about giving me a little peak at your pussy?"

"No." Katie replied with a shaky voice.

"C'mon, I'll show you mine if you show me yours." he whispered.

"Okay, you go first." Katie said after a few seconds of excited deliberation

Leo looked around to ensure no one could see, then unzipped his shorts and eased his cock out. He stroked it a few times and then lay it across the palm of his hand for Katie to see. Its size surprised her. While not quite erect, its length and girth was substantial. It was so black she thought to herself, only the almost purple glands beneath the bulbous circumcised head broke its vastness. Leo grinned as he closed his hand around it and began to slowly stroke it, the thick veins bulging as they were massaged.

"Wouldn't you like to play with this?" he asked as it became more erect.

Katie felt herself flush; yes she did want to play with it, but what of the consequences.

"Show me yours." he asked.

Katie looked around, "No, there's too many people around."

"They won't see."

"Sorry Leo, but no." she said firmly.

"How about we go up to your place and you can show me in private." he suggested.

"No, I'm not doing that. I'm in a relationship and it wouldn't be right." she offered unconvincingly.

The disappointment was obvious on his face, and he struggled to squeeze his erection back into his shorts, Katie smiled at the task in hand.

"Don't forget to ask your old man if you can play." Leo suggested as he got to his feet.

He looked down at Katie and grinned, "You've got a killer body, and I'd sure like to fuck you for teasing me like that. I won't hassle you anymore, but if you want to play just give me the word."

Katie watched Leo walk away as her heart was pounded with excitement. She realised how wet her pussy was and squeezed her thighs together tightly sending a flurry of tingles through her. Picking up her things, she retired back to the unit and removed her swim suit. Lying on the bed, she achieved one of the quickest orgasms of her life while fantasising about Leo.

I eventually arrived back at the unit to find Katie on the small veranda reading a book. She smiled at me and stretched her arms high in the air as she yawned.

"Have fun on the jet ski?" she asked.

"bloody great fun, I might buy one. How about you, what have you been up to?"

"Well, I got propositioned by Leo if you must know."

"WHAT?" I asked.

Katie placed her book on her flat stomach and then gave me a blow by blow account of what happened, even that she rushed back and played with her clitoris until she cum. At first I was a little angry, but Katie admitted she didn't exactly discourage him. According to her, it was all a bit of fun. Later that night, we lay side by side after a little intense love making and my mind drifted back to Leo. I knew that Katie was thinking about him too.

"Would you like to do it with Leo?" I asked.

"Yeah, probably." she answered after a few seconds. "If you weren't in my life I'd be tempted. He's real sexy, and it's the naughtiness of it all, you know, a black man and all that."

"And what about his big dick?"

Katie chuckled, "I dunno, it's pretty damn big. I'm not sure I could handle it inside me, I mean me being so small down there."

I laughed as the tightness of her pussy was a standard joke between us.

"So, do you think you'd like a big dick?" I asked.

Katie turned towards me and cuddled in, "Dunno, I'd probably give it a go under the right circumstances."

"What if I said it was okay to do Leo?"

Katie lifted her head onto her hand and looked into my eyes, "What do you mean?"

"Well, if you really want to, why should I stop you?"

"Because it wouldn't be right, that's why." she replied and cuddled into me.

"You can if you want." I suggested a few seconds later.

"Don't tempt me; I might just take you up on it."

We lay in silence for a while.

"What would you do?" she asked. "Would you go for a walk somewhere while we did it, or would you stay and watch?"

"Dunno. What would you want me to do, would you want me to stay and watch?"

"Mmmm, probably stay and watch I think; then maybe join in at the end. I've never had a threesome or a black man, might as well kill two birds with one stone while I'm at it. Anyway, I'm tired and want to go to sleep. Let's talk about it in the morning."

We rose early the next morning and walked the beach for a bit of exercise before it became too hot. Last nights subject wasn't mentioned as we were both a little unsure of ourselves. Katie was wearing a bikini top and a pair of skimpy shorts showing off her nice body. My eyes focused on her long legs, and I pictured her spreading them wide for Leo. How would I feel about Leo sliding his dick between those nice pussy lips? What would it be like to watch her wrap her long legs around him grip him tightly. Katie loved to kiss while making love, could I accept her kissing his handsome face. When she wasn't kissing him, she would be making her loving sounds, the little coos and the deep sighs of pleasure. How would it feel, I asked myself? I felt myself begin to harden and shame fluttered through brain, I punished myself by plunging deep into the cool water.

Later that morning we sat on the deck outside our unit with a fresh fruit breakfast. We were both a little nervous as it was obvious what was on our minds.

"Are you thinking about Leo?" she asked with a slight tremor in her voice.

"Sort of." I lied not wanting to fully confess to my thoughts.

"Me too. Well, shall I do it?" she asked. "What do you think?"

Katie toyed with the fruit in the bowl with her spoon, "I'm getting used to the idea, and excited too. The good thing is that I'd never see him again, it's not like I'll run into him in the supermarket in a few weeks time or anything. And you know; it'll be like acting out one of my fantasies. But there's a downside too."

"Such as?" I enquired.

"How clean he is, I bet he's been around a bit." she offered. "And then there's you and me. What would it do to us?"

We sat silently for a while deep in our own thoughts.

"You can make him wear a condom which takes care of the disease thing." I suggested. "It would be exciting for me too, just sit back and watch you have fun with someone else. I must have a voyeuristic streak in me I didn't know about."

Katie laughed, "You do like watching porn; mind you so do I. Maybe you could do it with him and I could watch."

I spat a piece of strawberry across the table in mock horror, and we both laughed.

"So shall I?" Katie asked taking my hand in hers.

I looked over and smiled, "It's up to you."

"I'll think about it."

"Don't leave it too long, we've only got three nights left before we head home." I reminded her.

We distracted ourselves by being real tourists going shopping for the day, Katie seemed a bit more affectionate and wanted to hold my hand all the time which was quite nice. When we returned we lay in the hot afternoon sun and swam to cool down. It was late when we finally arrived back in the unit. Katie stepped close and took my hands in hers; she smiled up at me and gave me a peck.

"I've decided to do it." she whispered. "I was thinking we could bring him back here later. What do you think?"

I kissed her, "Whatever you're comfortable with."

For the next few minutes we discussed what Katie should wear. It was all very exciting as Katie matched different outfits and asked for my opinion. For a woman, she had packed lightly and there wasn't too much to choose from. We settled on matching underwear, and the shortest skirt she had with her which was quite revealing for a lady of her vintage. Once that was sorted, we decided on a snooze before we went out for a meal. I looked adoringly over her nude body as we lay on the bed, but my wandering hand was forcibly removed from between her lovely brown thighs, even though we were both nearly too excited to sleep.

We awakened a couple of hours later and after a shower, Katie asked if I wanted to trim her pussy. With her legs spread wide on the bed, I carefully trimmed her dark curls at the sides and thinned out the mass in the middle just above her lips. It was hard to think that Leo's big cock might be parting those fine lips in the not too distant future. I attempted to slip my tongue between them but Katie wriggled away up the bed.

"Don't get me started." she pleaded rolling off the bed to escape. "I want to save myself for later."

Not wanting to socialise with other guests, we ate alone at the restaurant at a small table letting the excitement of what might happen engulf us. We then headed for the nightclub where we knew Leo would be working. It dark inside with coloured strobe lights highlighting people dancing to a live band, others were socialising at the bar. Leo eventually found us on the dance floor and Katie's hand found mine and gave it a squeeze. He just smiled and waved, there was little point in trying to talk to us over the band.

Katie and I had worked a proposition plan for Leo. We waited until there was an opportunity to get him alone, and I would excuse myself by going to the bathroom leaving Katie free to offer herself. It worked a treat; she simply started up a conversation with him and causally leaned over and suggested our place later. It was all it took, and Katie suggested the look of lust on his face was almost dangerous.

It was after midnight when Katie and I headed back to our unit. We showered and dressed again, then settled in to wait for Leo. It was a nervous wait and at one time Katie wondered whether he would show up. I knew he would, just call it male intuition. It was a little after one when there was a tap at the door. I opened it and invited a grinning Leo inside. His hair was damp and he'd changed into a grey tee shirt and knee length black cargo shorts.

"Sorry I'm a bit late." he said while handing over a bottle of chilled wine. "Couldn't get away and then I shot home for a quick shower."

There wasn't much room to sit in our small unit. Leo stole the only comfortable two seater chair while Katie and I settled on the edge of the bed. With shaking hands I opened the wine and poured three glasses. The conversation was nervous at first, we all knew what was going to happen, but no one was prepared to make the first move. Leo couldn't help but cast his eyes over Katie as she sat on the bed with her legs drawn up beside her. Her skirt had ridden upwards displaying her fine thighs. Eventually Leo brought up the subject of sex.

"So, are you okay with me and Katie getting it on?"

I shrugged my shoulders trying to appear calmer than I actually was; hopefully he couldn't hear my pounding heart.

"Sure, so long as it's alright with Katie."

"And what about you Katie, you okay too?"

Katie smiled and nodded her head, "Yeah; as long as you wear a condom."

I noticed a flicker of disappointment on Leo's face; he obviously hoped to go bare back.

"I got condoms; need to bring my own as regulars don't fit."

"You don't mind that Matt stays and watches." Katie stated. "I might ask him to join in later. I've never done a threesome."

Leo chuckled" Sounds good, wanna get started?"

When Katie didn't respond, Leo smiled and patted his lap, "C'mon over here."

Katie slowly unfolded herself from the bed and took the five nervous steps to where Leo was seated. He reached for Katie's hands and eased her onto his lap, her short skirt riding high as she straddled him. Her hands settled on his shoulders and she hesitated unsure what to do next. Leo leaned forward and nuzzled her neck gently kissing his way upwards until their lips met. What started as a little peck quickly dissolved into a passionate kiss, their heads tilting slightly allowing tongues to play. Katie's arms embraced Leo tightly as his hands began to explore her curves. As the long seconds turned into minutes, I noticed Katie gently rolling her buttocks back and forth against him as they kissed and licked. Between kisses, I could hear Katie's deep breathing and the little sighs of her arousal. I reached down and rubbed my cock which was now straining under my jeans. I was briefly tempted to release it so I could stroke it, but it seemed inappropriate and I resisted, for the time being.

Katie leaned back and lifted Leo's shirt over his head, her hands soon running over his muscled dark skin and tweaking his nipples. He responded by removing Katie's top and running his tongue teasingly over her bra. An impatient Katie slipped her arm straps down and freed her breasts for him to play with; she cooed as he kissed them in turn and then suckled on her erect nipples. Reaching around, she unclasped her bra and let it drop into her lap.

Leo lifted Katie effortlessly with his big strong arms and rolled her sideways onto the chair beside him. During a flurry of little kisses Katie leaned into him and made herself comfortable. Leo turned his attention to her breasts and again began to suckle on them. His big hand slid downwards to her legs, and with a pounding heart I watched Katie lift her skirt and part her thighs wide in absolute submission. His fingers slid high to Katie's panties and she sighed loudly as he gently caressed the little triangle of blue material. She began pushing against his hand, and parting her thighs wider as his hand disappeared down under them. From where I sat, I could see his fingers working under her panties as they kissed. Katie broke the kiss and sighed and whimpered as his finger slid deep inside her.

For the next minute or two, Katie moved urgently against Leo's hard working finger, the noisy slurping of her wetness reaching my ears. She moved her hand over to his cargo shorts and began rubbing the substantial bulge beneath. Between kisses she began fumbling one handed with the belt buckle, Leo rolled from the chair and stood before my Katie offering himself to her. Sliding forward, she grinned and licked her lips as her fingers released the button and zip of his cargo shorts. His shorts hit the carpet leaving only a pair of grey briefs which were stretched horribly at the front.

"Oh, my my." whispered Katie as she ran her hand across the bulge.

She eased the front of Leo's briefs down freeing his erection which sprung out heavily before her.

Katie hadn't been exaggerating about Leo's size, she turned her face towards me and smiled with a told you so gaze. As Katie took it in hand, I compared her wrist to the thick shaft which seemed equal in size. Leaning forward she rubbed both sides her cheeks over the shaft before placing it vertically up her face. With his dark balls resting on her chin, the head reached beyond her forehead. Katie leaned back slightly allowing his heavy shaft to slide down her face until the head perched on her lips, the tip of her tongue then flicked back and forth under the head. Leo took himself in hand and directed the head between her lips, her mouth slowly easing allowing him entry. He sighed and removed his hand as Katie wide stretched mouth suckled upon the head.

Leo stood still as Katie diligently worked his cock; it seemed to grow firmer as the seconds passed by, the thick veins more pronounced. It was particularly thick at the base and I wonder how Katie might cope with his size, I was certainly going to find out, that's for sure. Katie seemed to enjoy caressing Leo's powerful thighs while she sucked, by this time she had worked out that it was impossible take much more than the head into her mouth. My girl was an accomplished cock sucker and she worked Leo with some finesse, the pleasure evident on his grinning face. Every now and then she would kiss her way down his shaft before taking him back into her mouth. Leo took himself in hand again and slowly stroked his shaft as Katie suckled. She dropped one hand between her thighs and slowly caressed her pussy through her panties.

Then without warning, Leo moaned and eased his cock from Katie's mouth firing a thick line of cum across her lips and left cheek. She swiftly lifted her face by the time the second line erupted catching her squarely on the neck. Katie held still as Leo slowly stroked his cock empty. I smiled as Katie tactfully avoided taking his cum covered head into her mouth. While she didn't mind facials, tasting and swallowing were generally avoided, unless she was in the mood for it.

"Didn't expect that." Katie commented after wiping her lips and cheek clean with her fingers.

"Sorry, couldn't help myself. You were so good I couldn't stop myself." Leo wheezed with an apologetic smile on his face. "Don't worry, I can keep going."

Katie looked over at me and grinned sheepishly. She looked a mess, her face all shiny and thick globules of cum running down her tan neck and over her pale breasts.

She looked over at me, "Can you get something for this please darling."

Leo crashed onto the chair as I went into the bathroom, returning with a towel and a warm face cloth. Leo and I watched as Katie wiped his cum from herself with the towel and then washed herself with the face cloth. She then knelt between Leo's legs and dutifully cleaned his cock before sliding her mouth over it once again. By this time I would be thinking of sleep, but it was obvious Leo's cock still wanted to play.

Leo lifted Katie onto the chair and rolled himself into a kneeling position in front of her. Without hesitation, she lifted her skirt and spread her thighs wide leaving her panties in view. I watched as Leo seductively kissed his way up each thigh until he reached her panties. I could tell Katie was aroused, her thighs trembling with anticipation, her head thrown backwards and her eyes closed. She cried out as Leo began licking the front of her panties, and quickly reached down and slid them aside exposing her pussy unashamedly for him. With her other hand, she pulled Leo's face into her mass of curls. She sat still for a few seconds as he explored her with his tongue; then began writhing back against him. Placing her lovely long legs across his shoulders she settled back on the chair whimpering with pleasure. Leo pushed her skirt high over her waist and dragged her panties downwards. Katie raised her buttocks and then her legs high in the air so that they could be discarded, and then dropped her legs back over his shoulders.

Leo quickly began demonstrating his fine pussy licking skills. He positioned Katie's long legs back against her chest fully exposing her pussy. I moved closer to get a better view. He started with long slow licks up and down her gapping slit, her finger reaching down and spreading them further. He suckled on each lip before burying his face firmly between them. Katie whimpered as Leo mashed his face round and round before settling on her clitoris. A long dark finger slid easily inside her and was joined by another. Leo then settled into a nice rhythm of stroking and sucking, he held Katie's legs high giving me a nice clear view of proceedings.

Katie loved being licked and Leo's expertise was being well received. Her head was lying back on the headrest of the chair, her eyes closed and her lips slightly apart. She was clearly in another world. I began to recognise the tell tale signs of an orgasm approaching, the little sighs and whimpered and the faint trembling of her body. Leo too picked up on it and picked up his tempo. The trembling of her body became more rigorous as her orgasm arrived, and Leo did well to meet her erratic writhing. Her hands reached around his neck hand held him tight as the first shudder raked her body. She cried out loudly as her body arched high into the air, but Leo continued to torment her with his skilled tongue and swift moving fingers.

"Don't stop." I said to Leo. "She'll cum a few times if you keep going."

Katie's movements became less frantic as her first big orgasm waned, she allowed herself to fall back onto the chair as her subsequent smaller orgasms arrived as I knew they would. She ran her fingers through his hair as she welcomed the each little shudder though her body until she slowly relaxed.

Leo sat back and looked at Katie's pussy. Her curls were sopping wet and flat against her skin. Her lips below were pink and swollen, her clitoris peeking out at us. Leo took himself in hand and stroked his long thick shaft in anticipation.

"Time to fuck me." Katie suggested in a seductive purr.

"Do I need to wear a condom?" he asked hopefully.

"Yes." Katie answered after a few seconds of deliberation.

Leo reached for his cargo shorts and removed three condom packets all joined together. He tore one off and looked over at me.

"Want to put it on for me?" he asked.

I shook my head. While I was excited at what was happening, his suggestion went beyond the call of duty.

Leo shrugged his shoulders, "Some guys do."

He placed the condom in Katie's hand, "You can do the honours."

Katie sat up as Leo got to his feet and stood before her. Without hesitation she opened her mouth to accept his swinging shaft, her fingers tore the packet open and removed the pink coloured condom. She continued to suck on the bulbous glistening head for a few seconds before dropping him from her mouth. After checking she had it the right way round, she placed the condom at the tip of the head and attempted to roll it over it. Unfortunately, the bulbous girth made it impossible.

"Open it wide with your fingers; then put it over." Leo suggested.

Katie stretched the condom wide and placed right over the head before releasing it; then she rolled it down as far as she could, but it rolled back down his shaft a little.

"It always happens." Leo reassured Katie as she again attempted to it roll right down to the base.

The problem was an obvious one, his thick shaft tapered widely outwards at the base resulting in the condom rolling backwards each time Katie tried get it right to the end. It seemed to settle naturally in the same place leaving a good inch and a half bare which Katie wasn't happy with.

"That's as good as it gets." Leo suggested taking himself in hand.

Katie settled back in the chair, eased her buttocks forward and parted her thighs wide for him. Leo placed a cushion on the floor and knelt on it. I moved closer for a better view as Leo lifted his cock and guided it between Katie's wide spread thighs.

Leo looked over at me, "Some guys wanna put it in for their lady; you wanna do it for her?"

I again shook my head, "Nah."

Katie reached down impatiently and rubbed her clitoris as the plastic covered head penetrated her outer lips. Katie's fingers left her clitoris and positioned the head at her opening; she sat up to see what was happening as Leo applied a little pressure. His girth failed to penetrate her and his cock bent upwards at the base as a little more pressure was applied.

"Oh, maybe this isn't such a good idea." Katie muttered with a grimace.

Leo grinned, "Its okay pretty lady. Just need a little lube on the condom and we'll be fine."

Katie looked over at me, Lube please darling."

I retrieved a bottle of Gun Oil, our lube of choice from the bedside cabinet and handed it to Leo. He poured a little onto his hands and rubbed them together before massaging the condom.

"Hey, this is good stuff." he commented as he again pointed his cock at Katie's pussy.

With a simple little push, the head of Leo's cock slipped easily into Katie's pussy. She sighed loudly as Leo held still for a few seconds giving her time to get used to his girth. Then with gentle little movements, his cock began its journey inside Katie's pussy. Her hand lay flat against his navel ensuring that he didn't go too deep too fast. When she felt she could trust Leo to be gentle, she leaned back in the chair making herself comfortable. But half way in, Katie began to whimper quietly and Leo slowed his pace.

"Christ, its fucking huge." she whispered for my benefit.

From where I was sitting, I could see how stretched Katie was. Her glistening inner lips stretched tight around his shaft hugging every little contour, her outer lips were gapping exposing her engorged clitoris. Leo continued his assault easing deeper and deeper into Katie until the ring of the condom began touching her outer lips. A little frown on her face told of her discomfort and wasn't lost on Leo. He reached down and pulled the rim of the condom hard against him and eased his last inches into Katie.

Leo lifted Katie's knees and placed her legs around his buttocks which seemed to make his penetration a little more comfortable. At first Katie lay still as Leo settled into a nice slow rhythm. I could see she was taking his full length; he would then pull back until her lips began to taper over the head before sliding deep back inside again. Her eyes were closed and her head hung backwards, a position indicating her enjoyment.

Then Leo began to pick up the tempo and his thrusts became more vigorous, the hollow slapping of bodies meeting becoming louder and louder. Katie began to whimper as she arched her back under his assault, her legs held him tightly. For the next few minutes Leo rode Katie with long solid strokes, his thick thighs bristling with muscle as he plunged deep into her. Again the condom rolling down his thick shaft became an irritant and Katie eventually pulled away from him. She looked over at me as her hand reached down to the condom, with a quick flick she rolled it from his shaft and dropped it to the floor. Leo grinned lustfully as Katie reached for his cock and slipped it back into her waiting pussy, it slid easily and noisily into the hilt causing Katie to sigh deeply.

"Mmmm, that's much better." Leo reassured Katie as he began to ride her with long strokes.

She didn't reply, just closed her eyes and drifted into another world. I was surprised that she disposed of the condom as it had been one of the conditions that she went ahead with getting it on with Leo. I could only put it down to the irritation of the rim sliding down his shaft being too much to put up with.

After a while, Leo took Katie by the arms and pulled her close. Wrapping his arms tightly around her, he lifted her effortlessly from the chair. With his cock fully impaled inside her, he turned towards the bed and slowly let her slide downwards. His cock slipped from her and hung heavily as she wriggled up the bed. He followed and dropped his face between her widely parted thighs.

"Ohhhhhhhhh, that's nice, really nice." she muttered as Leo's tongue lapped at her clitoris.

As Leo slid upwards, Katie reached for his cock and guided it back inside her. I was now only inches from them, and with Katie's thighs spread wide, I had a perfect view of Leo's cock sliding back and forth. It was shiny and slick from her juices, her stretched lips hugging every little contour of his shaft. Katie's lips were now puffy and pink as she pushed upwards to meet his every thrust.

"Having fun?" I asked when she opened her eyes and looked up at me.

Reaching over, she took my hand in hers and gave it a squeeze, "Sure am. Don't worry, you'll get yours later."

Katie then closed her eyes and let my hand go; she placed her arms around Leo's neck and hugged him tightly. He moved his lips to hers and I watched as they kissed passionately, their cheeks moving as tongues played. I felt a strange emotion flow through me. While I found the sex between Katie and Leo exciting to watch, the intimate kissing made me feel uncomfortable. Maybe a kind of jealousy, but it was more that Katie could kiss Leo with such passion when it was really only sex. I averted my eyes to Katie's wide spread thighs as they rolled up against Leo. Between their bodies, I caught glimpse of his dark shaft sliding back and forth between her pussy lips.

Leo raised Katie's legs over his shoulders, his height lifting her buttocks from the bed. She moaned loudly as his cock slid into the hilt and then back out again. He placed his big hands under her buttocks, as his following long slow strokes slid effortlessly within her. Her pussy glistened with damp arousal and the aroma of her sex was now strong.

"No, no," Katie muttered lifting her legs from her shoulders and dropping then to the bed. "You're too big for that."

Leo again made himself comfortable between her thighs and began to stroke her, she wrapped her legs tightly around him and sighed as he began to pick up his pace. Her hand slipped downwards and I could see by her movements that she was preparing her clitoris for another orgasm. Leo took his weight on his elbows and raised himself to give her a little room to play. She dropped her legs flat on the bed but still managed to roll her buttocks up against him.

They settled into a lot of kissing and nuzzling as Katie's hand movements became more frantic. She stopped kissing as I again recognised the little signs of an approaching orgasm, the little sighs and the pursing of lips told the story. And then with a loud moan, Katie arched her back as her orgasm arrived. She hooked one leg around Leo's thighs to ensure he didn't drop from her. For the next few seconds, her little whimpers of ecstasy filled the room, and then she settled back on the bed.

Leo rolled from between her thighs and a noisy squelch was heard as his cock fell from her special place. Katie lay back in post orgasmic splendour, her eyes closed and a contented little smile on her face. Her slightly spread thighs lay flat on the bed, her dark pubes gooey and matted.

"Fuck that was good." she muttered.

Leo looked over at me, "Hell man, she sure can fuck. You're one lucky man."

He grinned over at me as he rolled from the bed. He picked up their wine glasses from the floor and offered one to Katie. She raised herself and propped herself up onto the pillows before taking the glass and taking a sip. Her eyes were drawn to Leo's erection as he stood next to the bed. It hung just below horizontal, the shaft glistening with her juices.

She reached up and took him in hand, her hand sliding easily over the slick skin, "Don't worry, I haven't finished with you yet."

Leo climbed onto the bed beside Katie, he placed his hand on her thigh and I noticed that she lifted one leg a little to make her pussy a little more available. Her hand again moved over to his cock and gave it a little squeeze.

Then she looked over at me, "Why don't you strip off and join us."

I felt kind of embarrassed as I removed my clothes and slipped in next to Katie. She rolled towards me and offered her lips to kiss, her tongue plunging into my mouth. I felt her hand slide over my cock, and I savoured the pleasure as she gave it a little squeeze and a stroke. Her lips moved away and moving downwards over my nipples and then to my cock. She teased me a little with her tongue flicking over the head and then took me deep inside her warm mouth. Her sucking was slow and deliberate, enjoyable but not so much that I would cum. I just lay back and let her do her good work. After a while, Leo rolled Katie onto her knees and moved behind her. She dropped my cock from her mouth and pulled away from Leo.

"I don't think so, you're too big to do me like that." she told him.

Katie usually found doggie style uncomfortable, and Leo's size would have made it impossible.

She then lifted a leg over me and straddled me, then guided my cock straight inside her sliding down to the hilt and then began rolling her buttocks on me. Even though Leo's cock must of stretched her wide, her pussy still felt warm, tight and inviting.

She turned to Leo and grinned, "Give it a wash and then bring it over here."

Leo got off the bed and disappeared into the bathroom. A few seconds later he returned and stood next to our side of the bed with a nice clean cock. All Katie had to do was turn her head and open her mouth; Leo leaned forward and sighed as Katie began to suckle greedily on the head. Katie began to move up and down on me while sucking on Leo. She held his shaft firmly with hand to ensure it didn't get rammed down her throat.

I caressed Katie's sweat covered thighs and breasts as she slowly rode me; her pussy felt just lovely. I gazed up to watch her cheeks bulging each time she took him into her mouth. From below, Leo's heavily veined shaft appeared hard as a rock, a wet tide mark showing how much Katie could take in her mouth. We stayed that way until Leo suggested that he and I change places.

Without waiting for an answer, Katie willingly lifted herself from my cock and moved to the head of the bed so that Leo could lie down. She giggled trying to line up Leo's cock while sliding astride him.

"Stand up and crouch down." Leo suggested after a couple of feeble attempts.

Katie stood astride Leo and began lowering her buttocks into Leos waiting hands, reaching down she took hold of his cock and guided it between her gapping lips. The first two inches slipped inside before Katie raised herself and asked for lube. Leo's cock was soon slick with lube, after a little dab was applied between her lips: Katie's eased herself slowly downwards.

A deep frown appeared on her face as inch by inch his shaft disappeared slowly inside her. She moved forward a little before sitting down completely, that way she didn't have to take his full length. Placing her hands on Leo's chest and looking down between her thighs, Katie began to lift herself from his cock and then slide down again.

"Mmmm, that feels good," she whispered while watching her pussy accept his length.

"Wanna take a few photos?" Leo suggested.

"Shit no." Katie replied. "Someone might see them."

"No face shots, just cock and pussy." Leo added. "You've got no tattoos or anything that could identify you, just take off your jewellery. It'll be a bit of fun and something to remember me by."

"A sore pussy should be enough?" she suggested.

Leo laughed, "No, I mean long term."

Katie turned to me while sliding up and down on Leo, "What do reckon, shall we take a few photos."

"Up to you."

She grinned mischievously, "Okay, get the camera."

When I returned with the digital camera, Katie was applying lube to her fingers and removed the three rings she wore. Next off was her wrist watch.

Leo reached out for the camera, "Here, let me. I've done this heaps of times."

It took him only a few seconds to familiarise himself with the camera. He then began giving Katie instructions, 'lift right up, okay half way down, all the way down, lean back against my legs, lift up a bit.' Each time, Leo took a shot. Then he got Katie to slide off him and take in him hand. Katie questioned his wisdom when he suggested she take him in her mouth. He spent some time getting the shot right before taking it. He then showed us the shot from the camera menu, and he quite expertly captured just her lips bulging over the head. There was no way anyone could recognise Katie from the photo. He then got her to climb onto his cock again, this time he set the camera on video and got a long close up scene of his dark shaft sliding back and forth between her bulging pink lips.

Katie was soon a willing participant in the filming; she lifted herself from his shaft and rubbed it up and down her sopping slit before sitting on it again. With a loud moan, she managed to get it all inside her leaving her lips spread flat against his navel, then slowly lifted herself. Leo encouraged her onwards until the camera wouldn't accept any more video. When Leo placed the camera on the pillow, Katie lowered her face to his and began kissing him passionately. Again, jealousy flooded my brain to mingle with the excitement.

As Katie began to break into a bit of a rhythm, she lifted herself from Leo's chest and began to ride him more vigorously. Her hand slipped down to her clitoris and began to work it, her index finger moving faster and faster. Her eyes closed as the pleasure mounted.

"Ohhhhhhhhhhh, shit, I'm gonna cum." she muttered.

Now used to his size, her body was soon slapping hard down on Leo's cock faster and faster. And then with a little cry, her body began to shudder uncontrollably. Leo placed his big hands around her waist to support her as she rocked from side to side. Her face was now in a deep frown, her top teeth exposed over her bottom lip as her orgasm engulfed her. I knew from experience that this was one of her powerful orgasm that usually left her drained. She eventually collapsed forward onto Leo's chest and lay contently still as he nuzzled her neck and ears.

After a while, Leo began working his cock inside Katie, she sat up and began to ride slowly.

"You okay?" he asked wiping her brow.

She grinned, "I won't be able to walk straight for a week after this. You'd better cum quick before you wear me out too much."

"Just keep going like this and I'll do the business." Leo replied.

Katie began moving up and down on him, not fast, but just a steady speed. She watched his face as the excitement increased. His hands were busy fondling her swinging breasts as he closed in on his orgasm. I wondered whether she would let Leo cum inside her as the act would be considered taboo; it was going to be interesting to see how she handled him. She continued to ride him watching his anticipation grow his breathing and erratic movements showing his end was near. At the very last moment, Katie slipped sideways from him and took his pulsating cock in hand. Her mouth slipped eagerly over the head as her hand moved swiftly over the slippery shaft. Her lips bulged and then loosened allowing his cum to run freely over her fingers and down his shaft. She continued to work him as a large pool gathered at the base of his thick black, his orgasm ebbed slowly and his long body began to relax in her most capable hands.

She sat up and looked over at me with her big eyes as cum oozed from her mouth and down her chin. She frowned as the taste got to her, and promptly fled towards the bathroom. My eyes were drawn to Leo as he lay comatose on the bed; his eyes closed as his hand found his cock and stroked it devotedly as it wilted.

A cleansed Katie returned and knelt beside me on the bed; she took my hand in mine and squeezed it. Then she reached for my cock and held it.

Leo opened his eyes and grinned up at Katie, "So, how was that?"

She smiled, "Great. I don't want to be rude, but now Matt and I would like some privacy."

"Sure thing." he replied knowingly rolling from the bed and gathering his clothes.

He quickly climbed into them and gave Katie a peck on the cheek; and after a quick thank you he was gone.

Katie looked over at me nervously, she now having to come to terms with what she'd just done. She placed her arms around me as she slid back on the bed pulling me with her. Her legs were spread wide as she guided my cock into her wetness. Her arms and legs gripped me tightly.

"Please don't say anything, just fuck me and cum inside." she whispered.

She avoided my attempts to kiss her which was unusual, but then I realised that it was because Leo had cum in her mouth a few minutes back. My mind floated back to Katie's seduction, how she willingly opened her legs for his big black cock. It excited me and I quickly reached an exquisite orgasm flooding Katie's pussy with cum. She waited until I had finished and then rolled out from under me, her lips finding my cock and she began sucking me as her tongue tormented the head just how I liked it. She continued sucking long after she had drained me, her technique denying my cock's desire to retire. She climbed astride me and directed her pussy over my slick cock letting it settle to the hilt, then leaned forward and placed her face next to mine.

"Oh Matt, what have I done?" she whispered.

Her finger slipped over my lips as if to hush me, there was nothing I could say to make her feel better. Eventually, she rolled from me and cuddled in and we lay deep in our thoughts until an exhausted sleep took us.

The early morning sun woke us and we lay with our bodies just touching.

"How are you this morning?" I asked.

"Feeling guilty." she replied after a few seconds.

"You enjoyed Leo didn't you?"

"Yes, but it was naughty and I shouldn't have done it."

I turned towards her.

"You're an adult and you should be able to do what you want." I offered in reassurance. "You've just managed to live out a fantasy most women would only dream of. Consider yourself lucky."

Her hand found mine, "But what's it done to us, our relationship? Don't you hate me, or think less of me?"

It was a good question, a very good question.

"I enjoyed watching you do it." I confessed. "It was kind of like watching a porn movie, but with someone in it that I knew. The look on your face when he first put it inside you was awesome. It was really exciting watching you get stretched."

Katie grinned, "It sure was big, didn't think I could take it all."

"Well, you took it okay and you had no problems after a few minutes of fucking. So do you like big cock now?"

"It was nice as a oncer; don't know whether I'd like it all the time. My pussy feels numb and my jaw is sore from sucking him."

We discussed the previous night's activities before heading down to the beach for an early morning swim, and then it was into the restaurant for breakfast. Thankfully, Leo wasn't around. We then hired a car and spent the rest of the day doing tourist things.

Later that night, Katie got all aroused and watched the camera video over and over again. As her pussy was still too sore to play with, we had to be content with hand and finger stimulation. We both became a little more accepting and comfortable of our session with Leo, and things seemed to return normal.

Our vacation began to draw to a close and our last night came and went. Luckily, our flight out was at nine pm leaving us the day to relax. Around five, we were mostly packed and sitting on the patio enjoying the cooling sun when Leo wandered over to our unit wearing his resort uniform and a large smile.

"Hey guys, hope you had a good time." he said.

"Hi Leo, we had a great time." Katie replied with a knowing smile.

He leaned over the patio deck as we chatted. Even though he was wearing dark sunglasses, I knew his eyes were upon Katie's legs under her see through wrap. As the minutes passed by, Katie too became aware of his lustful looks and I noticed that her hands were shaking. The air around us became almost electric with anticipation.

Then Leo asked the big question," Fancy a quickie before you leave?"

Katie grinned and looked down at her watch, "Do we have enough time?"

Leo matched her grin, "Just."

Katie was silent for a few seconds as she considered his indecent proposition.

"Hang on a sec; I want to talk to Matt first." Katie replied as she took me by the hand and led me inside our unit.

She looked up at me, "I want to, but I won't if you don't want me to."

"It's your body and your decision to make. You can if really want to."

"If I do it with him, you have to stay."

I nodded, Katie smiled nervously and walked to the door where a hopeful Leo was waiting outside, she invited him inside.

What happened next was all about lust. There was no seduction as Katie undid her wrap, pushed her bikini bottoms down and shrugged off her bra. She sat on the bed as Leo removed his clothes, her mouth open invitingly when his cock was close enough to suck. A few seconds later, Leo pushed her flat on the bed and ran his tongue through her pink wet pussy lips a few times; then raised his body over hers. Her hand reached down and guided his cock to her opening, and inch by inch he slid into her. Katie moaned loudly with each stroke as her legs held him tight in the missionary position. It was a brutal bout of lustful sex, their sweaty bodies writhing across the bed amongst Katie's whimpers of pleasure. Her wet arousal was evident from the noisy sloppiness of her pussy juices that lubricated his cock. Her fingers soon reached for her clitoris and two quick orgasms arrived.

Katie's hand reached for me, her fingers freeing my cock from my shorts. She eased Leo from the missionary position and onto his side at a right angle to her body. She lifted a leg and guided him deep inside her, then pulled my cock into her mouth. Again I watched Leo's thick black cock plunder Katie's pussy lips, a voyeuristic streak in me exciting me quickly to an intense orgasm. She accepted my cum willingly, swallowing and sucking me dry before turning her head away towards Leo. Leo quickly mounted her in the missionary position and began to ride her unmercifully. She whimpered and writhed beneath him meeting his every lustful thrust.

"Don't cum in me." she whispered as his time neared.

Leo respectfully pulled out at the last second firing three long lines of cum up Katie's flat belly before his supply began to dwindle. Then he raised himself to a kneeling position and gazed down at Katie's sweaty body, his thumb sliding up and her greasy slit.

"A pity you haven't got more time." he declared lustfully. "I'd have another go."

"Greedy bastard." Katie laughed as she rolled form the bed and headed for the bathroom.

Leo laughed as he rolled from the bed and climbed into his uniform, he followed Katie into the bathroom and gave her a goodbye thank you kiss and then shook my hand. After wishing us well he made his departure for the last time.

Twenty four hours later we were home and life began to return to normal, unfortunately it was back to work for both of us. Over the next few nights we freely discussed Katie's romp, and usually it led to sex. The memory of her romp seemed to excite Katie more and more, but it soon began to affect me adversely. I eventually found it no longer a turn on, and I began to ponder what our future commitment to each other might be. Would Katie now be more tempted to stray I asked myself more and more. I was just as guilty, did I not condone or even encourage her to give away her body. The more I dwelled on it, the more it became a problem. My emotions were not lost on Katie, who by this time knew me very well.

Ten days after our return, Katie cuddled into me after we got into bed; she took my hand in hers and gave it a kiss.

"I know you're not happy about what I did, but what's done is done and I can't do anything about that." she said. "While I don't regret it, I'm feeling guilty too, but we are both going to have to live with it. Please don't take this the wrong way, but I won't have you in my life if you are unhappy. I don't want you to go, but I'll understand if you want to leave."

And there it was; Katie's ultimatum, get over it or leave. While I cared for Katie, I struggled to come to terms with her being with another man. A few days later, I packed my bags and kissed Katie's tear filled face goodbye for the last time. As the months passed by, I confess to missing Katie greatly. She was a good person who had done a million things right for me, but the one thing she had done wrong was something I couldn't bring myself to accept. I was not blameless either; I should have known that no good would have come from Leo and Katie getting it on together. But like a lot of stupid things that happen, it seemed a good idea at the time. Now I had to pay the price.