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After that first night, Kay and I stayed in most of the following day, only leaving my house for a walk around the neighborhood. After a couple of days, we got out more. I took her to many of my favorite places in the city; the art galleries I love, a few jazz haunts, some of my favorite restaurants and, though she was definitely country, she immediately warmed to what New York had to offer.

Kay was both clingy and needy. This was her first real intimate experience in many years and she was not only still wary at what was happening with her, but also eager to experience more. Our lovemaking was fierce most times. Any inhibitions she had in my presence were almost immediately gone. She was vocal, telling me what she wanted sexually, sometimes demanding, yet always, eventually, submitting willfully whenever I took control. Admitting it was what she really wanted from me. But her stamina was equal to mine as I knew it would be; it was what drew us to each other.

One night, after an exhausting day touring Brooklyn and strolling over the Brooklyn Bridge, for the first time, we both fell asleep without making love. And then the next morning I slipped out while she was asleep; before she could wake me as she often did, kneeling between my legs, coaxing my cock to life. I had another plan for her; one I wasn’t absolutely sure she would receive positively, but if my instincts were right, she would…with vigor.

I had told her the night before that I had a weekly sparring session at my gym, so she would know where I was when she woke up. I have various sparring partners for my mixed martial arts training, but on this day I was going to spar with a kid in his late twenties named Derek. He was a light-skinned African American who graduated from Penn in Philadelphia and played football there as well. Multi-talented, Derek was also an amazing drummer and regularly worked with some of the top jazz musicians in the area. About the same height as I, Derek was leaner, but quicker in the ring than me. Keeping up with him was a challenge, but we managed to work on each other’s strengths and weaknesses as we sparred. Our workouts could get brutal and that morning’s was no exception.

When it was over, I pulled Derek aside and asked him if wanted to come over for breakfast. I told him about Kay. “Hey, I don’t want to intrude, Frank.”

I knew Derek was open minded. We had hung out together a few times at jazz clubs where he was working and there were often many female friends hanging around him. And he wasn’t shy in talking about some of the things he did with them

“No intrusion. Kay would really like to meet you,” I said, looking at him intently.

He understood what I was saying and I didn’t have to explain further.

“Shouldn’t I shower first,” he said.

I smiled. “No, I’m not.”

“Uh huh.” He grinned. “Okay then.”

I found out later from Kay that when she woke up and I wasn’t there that she was already aching. While she made coffee in her nightgown waiting for me, she started to think of what she wanted me to do to her when I returned. How I was going to fuck her. And when she heard the key in the front door, she was already aroused, anxious to take me to bed.

When we walked in together, I immediately saw not only Kay’s surprise, but her embarrassment as she crossed her arms over her breasts which were visible under the thin gown.

“Hi, honey, glad you’re up,” I said with a smile. “Meet my sparring partner, Derek.”

“Very nice to meet you, Kay,” Derek said with a big smile. I could see his eyes taking her in as he held out his hand. And I could see he liked what he saw.

Taking his hand, still flustered, Kay muttered, “Hello, Derek,” and then looked back at me quizzically.

“I invited Derek for breakfast, I hope you don’t mind.” I held up a bag of bagels.” And I see you made coffee.”

“No…I don’t mind…but,” she stammered

“I know, I should’ve told you. It was kind of a last minute decision.” I looked at her, put the bagels down, pulled her to me and kissed her. “It’s okay. You’re always safe with me,” I said, still looking at her. She was puzzled but I could feel her skin flush as I held her.

“But I’m not even dressed, honey,” she whispered.

I smiles. “We’re sweaty messes here, Kay,” I said. “We hit it hard today.”

“We did,” Derek agreed. “This old man, there’s no let up in him. He’s a beast in the ring.”

Kay smiled at Derek’s remark. “Not just in the ring, Derek,” she said with a grin.

“Whoaaa, why am I not surprised?” Derek said.

Turning to Kay, I said. “See, dear, now you are revealing our secrets.”

“You,” I said to Derek while tossing him a towel. “Go get cleaned up. The shower’s right over there.”

Derek caught the towel and in the same motion, pulled off his tee shirt revealing his hard, hairless chest and defined six pack abs making an obvious show of it.

“Man, did you have to do that,” I said. “You couldn’t wait until you got into the bathroom. You just wanted to show off that hard body of yours, huh?”

I glanced at Kay and noticed that she was staring at Derek’s body. When she saw me looking at her she averted her eyes and flushed again.

“I’m sure this lovely lady ain’t complaining about yours, old man,” Derek replied with a sarcastic grin and then turned to Kay for her response, but there was none. She seemed confused by the interplay between Derek and I

“Okay if you want to go there. Let’s have at it.” I pulled off my own shirt, showing Kay what she was by now very familiar with “And I got over 15 years on you,” I said to Derek.

“So now you’re playing the old age card again?”

“Hell yeah,” I said. “Whenever I can.”

This made Kay laugh. “Boys, you are both incredibly fit,” she said, as her eyes wandered from me back to Derek.

“Maybe so, Kay, but there are some muscles that never sag with age,” I said. “How are you in that department, buddy?”

“Hush, Frank,” Kay said.

“I don’t want to make you look bad in front of your lady,” Derek said with a smirk.

“That could never happen, could it, baby?” I said to Kay.

Not knowing what to say, Kay just shook her head.

“She knows what I got.” I said. “Maybe she should see what you’ve got.”

“Frank!” Kay blurted. “Stop now.” But I noticed her eyes back on Derek.

“Show us, Derek,” I said, ignoring her protests, while holding her to me. “We’ll let Kay be the judge. Okay with you Kay”

“This is silly, Frank…” she said, but I cut her off by pulling down my shorts, my thick cock exposed.

I gripped it in my hand and jerked it playfully. “Let’s see you top this, kiddo.”

“Jeezusss, Frank.” Kay muttered, covering her mouth with her hand, her skin turning beet red.

“Okay, you asked for it, Frank,” Derek said with a grin. And then he pulled down his own shorts revealing his brown, long, uncut cock, the hair around it shaved bare.

My eyes turned to Kay, who, still clinging to me, was transfixed on Derek’s cock. I noticed her nipples now protruding through her nightgown. Our little game had aroused her as I sensed it would. “Well, well,” I said to Derek, “Impressive.”

“You too, old man. No wonder she calls you a beast.”

“What do you think, Kay? Any preference in our ‘muscles'”

Kay couldn’t talk. She was flabbergasted by the sight of the two cocks in front of her.

“Or do you need to see them in action before you decide,” I added, looking at her.

“God, Frank, this is so embarrassing.” Kay said covering her eyes but I noticed a smile.

Bending to her ear, I whispered: “This is for you. I want you to enjoy it.”

She stared at me again, still not sure what to do; how to proceed—if she should proceed. I nodded and she reached for my cock, stroking it slowly and then turned to Derek and then back to me.

I nodded again and her hand went to Derek’s chest, her nails raking it, exploring his taut muscles and then moving down until they found his cock; her hand enclosing over it She looked at me again. I nodded again. And then using her thumb on his tip, she stroked up and down his length until his cock began to engorge.

While she continued to stroke Derek, she turned back to me, moving her free hand to my base and flicking her tongue around my cock head and then teasing her tongue up and down my length before opening wide and sucking down on my cock all the while continually pumping Derek.

Pulling off me, Kay looked up at me and this time, not waiting for my approval, moved her lips to Derek’s cock, fluttering her tongue on his tip and then down his length while, with her other hand, she fondled my balls.

I watched as she worked her tongue back up his cock and then suckled him into her mouth to his base, holding it there. I looked up at Derek and saw his eyes roll up and heard him let out a groan as she held his cock in her mouth. I knew now that he was experiencing what I had become accustomed to; a magnificent cocksucking.

After bobbing on Derek for a bit, she returned to my cock, swallowing me whole and moving up and down faster. And then back Derek, alternating between quicker now. Her lust now obvious; Kay was in her own world totally intent on her actions; in giving Derek and I maximum pleasure without any inhibition.

When she finally came up for a breath from Derek’s cock and before she could go down on mine again, I pulled her up to me. “Maybe we should adjourn upstairs to more comfortable quarters.” I suggested.

Kay, whose face was flush, just purred her compliance. And with me leading the way upstairs, her hand in mine, while she held Derek’s behind her, we trooped upstairs to my king bed.

Once inside the bedroom, moving behind Kay, I helped her off with her nightgown. She was now naked in front of Derek as I held her to me almost displaying her to him. I kissed the nape of her neck and she purred into me. “Damn, man, you are one lucky son of a bitch, Frank,” Derek said, admiring Kay’s voluptuous body.

“I think all of us are pretty lucky right about now,” I said. “Aren’t we Kay?”

“Mmmm,” she nodded. “I know I am with two studs like you with me…and two glorious cocks to play with.”

With that she reached out for Derek again taking his cock in her hand and then to her lips while I played with her big breasts. I heard her moan on his cock as she took it deep into her mouth again. Derek’s hand was in Kay’s now unkempt thick dark hair as he also groaned in pleasure.

I moved one hand from a breast and down between her legs, finding her soaking wet. She squirmed as I touched her there and pulling off Derek turned to smile at me before quickly taking his cock in her mouth again. I slipped two fingers into her as her cunt muscles clenched on them and she hummed on Derek’s cock.

“Fuck me, Frank,” she muttered, her mouth full.

“Turn on your back,” I told her.

She flipped over and spread her legs while Derek remained poised over her face. She stroked him while I slowly spread her and then took Derek into her mouth again. As I began to move in and out of her, I watched her take Derek deep while also stroking him. His hands were on her breasts, tugging at her nipples which had her bucking up to me. Her moans became louder the harder I pounded into her. I saw her pull off of his cock and begin suckling his balls, keeping her hand on his shaft, moving it up and down. Derek was also moaning, cursing and muttering to himself how good she was.

Holding onto Kay’s hips, my thick cock moved in and out of her pussy, slick with her juices and her hips bucking with each thrust. I could see that now Kay had moved up a bit on Derek, her face behind him, her tongue probing between his ass cheeks as she pumped his shaft faster. Derek grunted and then a thick wad of cum shot from his cock as she continued to pump him while licking at his ass. The cum draining onto her breasts.

I knew that seeing that cum would ignite her own orgasm and could feel her pelvic muscles clenching my cock tighter and her body shake. Lifting her legs up I slammed down into her hard as her body quivered and she let out an almost animalistic moan as she came with my cock deep in her.

It was quiet for a moment; all of us were breathing heavily. I pulled my still hard cock out of Kay while she pulled out from under Derek and began to rub the cum over her breasts. All three of us were on our backs, Kay between us.

“You two,” she said with a smile. “How lucky can one girl get?”

“Ha, you think so? We’re not done with you yet, are we, Derek?” I said.

“No chance,” he said “Just give me a few and I’ll be right back in the game.”

“Mmm, let me help you with that, Derek,” she said with a smile and moved up to rub her cum-slick breasts over his cock and then between them, squeezing his cock with those amazing breasts while licking at his peeking head..

It only took a few minutes of that for Derek to grow hard and long again and Kay stroked it now with her hand. She looked to me. “May I?” She asked.

“That’s what we’re both here for, baby,” I said.

She took that as a yes and climbed over Derek’s cock and then slowly lowered herself on it with a grunt. As she started to ride his cock, I positioned myself next to her and she quickly grabbed my cock and stroked it.

“Get it wet,” I told her.

She just nodded and spit on her hand, rubbing it over my cock, lubricating it. “Like that?”

I nodded and then moved behind her, pushing her forward while she continued to bounce on Derek’s cock. My hands were on her hips and then her ass cheeks. Taking my cock, I rubbed it over them and then between her cheeks.

She turned to look at me. “Oh fuck, Frank.”

I nodded. She now knew what was coming.

Probing my thick head between her cheeks now, I pressed into her tight bud. ‘Gawwd,” she groaned as I slowly began to spread her from behind.

As I worked my cock into her ass, I bent to her ear and kissed her there. There was more sweat beading on her neck. “How does it feel?” I whispered

All she could do was moan loud as my thick cock filled her from behind, working it all in. She was still for a moment, and then began to move on both of us; riding Derek while I moved in and out of her from behind. Kay’s moans turned to guttural cries and I could see her flesh turn that shade of red and knew she was about to cum hard. As she did, she screamed out loud, her body shaking wildly as I let loose inside her, my thick cum oozing out of her ass.

Once her spasms subsided, I gently pulled out of her and she grunted again as I did. I held her now, taking her lips to mine. Still mounted on Derek’s cock, she kissed me fiercely, her green eyes on mine as she began, again, to bounce on his cock. I wrapped my arms around her as she rode him again, cupping her breasts and playing with her nipples. She arched back into me with another moan and started to shake once more. Derek groaned beneath her and I knew he had cum inside her. And then she collapsed into my arms.

While she rested, Derek slipped out of the bed and gestured to me that he was leaving. I just nodded at him as I held the semi-conscious Kay to me.

We slept most of the rest of that morning. While Kay still slept, I got up and put together breakfast and brought it up to bed for her. “Aren’t you sweet,” she said, seeing the tray of bagels, juice, coffee and fruit.

“You deserve it,” I said.

She blushed. “I can’t believe I did that,” she said, covering her eyes.

“But you did,” I said.

She nodded.

“And did you like it?” I asked

She looked at me. “You were here with me, Frank. Yes, I loved it. But maybe next time you pull something like that, you should give me a little advance warning.”

I kissed her. “No, Kay, it’s all about the surprise. It’s the spontaneity that makes it more intense.”

She kissed me hard back. “I’m sure you’re right,” she said. “Now let me eat. I’m ravenous.”

“More like insatiable,” I said with a grin.

“Got any complaints with that,” she said, her green eyes twinkling back at me.

“None whatsoever,” I said, and then let her satisfy that appetite.

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