The first time I saw Dave at the gym he reminded me of someone, but I couldn't quite think who. Someone from the past? I wasn't sure.

He smiled at me and I felt like I had been caught spying on him. I smiled back and nodded, a little embarrassed that I had been caught staring.

After that initial time, we would see each other occasionally there and eventually would say hi, but that was it.

Not often, but now and then we would be in the changing room at the same time and would chat briefly, commenting on the weather or whatever.

I found myself becoming curious about this guy. I had never considered myself gay, or bi, but something about him drew me to him.

A couple of times we had been in the showers at the same time and I found myself checking out his body. He was about the same height as me, 5'7", and probably about the same weight, although he looked to be a bit more muscular than me. I couldn't help but notice his circumcized cock, which was definitely bigger than mine and he had large balls. I guess I was a little envious. My cock by comparison was definitely smaller, although I did have a good sized ball-sack.

Eventually we bumped into each other somewhere totally different, the grocery store of all places. He was there with a very attractive woman, and judging by their body language she was either a wife or girlfriend. Seeing me he raised a hand in recognition and said something to the woman with him, at which she looked at me and smiled.

Having finished my shopping I put my groceries in my car and decided to pop into the Tim Hortons to grab a coffee. I hadn't been sat down too long before Dave and his wife, as I found out, came in too and went up to order. Ellen spotted me first and point me out to Dave who turned and smiled and waved.

I was sitting at a booth which had three spare seats, which I pointed to, not sure if they wanted to sit with me and surprised myself by being so presumptuous. It was just a spur of the moment thing really. They said something to each other and nodded to me.

Now that I had asked them to join me I wasn't quite sure what we were going to talk about and began to feel a bit embarrassed.

They slid into the booth and Dave introduced Ellen, who shook my hand and smiled and said hi.

" Dave said he had met you at the gym and had thought about asking you if you wanted to go for a coffee sometime, but wasn't sure if it might come across as a bit strange" Ellen said. I told them I had thought the same thing, but hadn't plucked up the courage yet. We all had a good laugh about that.

Any awkwardness soon dissipated after that and we were soon chatting like old friends. I told them Dave reminded me of someone, although I couldn't remember who. Ellen said he must have a doppelganger somewhere.

I found them both to be great company and found Ellen very attractive and warm, and friendly. It turned out they had only moved into the area a few months ago and were still finding their way around. Dave Worked in the printing industry and Ellen was HR manager for a large manufacturing company. They were both in their early thirties, like me and we found we had quite a lot in common. Ellen was an amateur photographer like me and they both enjoyed nature rambles.

We sat and chatted for almost two hours before Ellen suggested we better get home and get groceries put away. As they were about to leave Dave said we should get together again some time, Maybe have dinner or something. Ellen said that was a brilliant idea. So we swapped phone numbers and Dave said he would let me know when. We all shook hands again and Ellen gave me a quick hug, which took me by surprise.

I had to go out of town on business for a couple of weeks, so I phoned Dave to let him know I wouldn't be around for a bit, but would still like to get together with them when I got back. Dave asked me to give them a call when I was back in town and wished me a good trip.

The two weeks I was away had me fantasizing a lot about Ellen. That quick hug at Tim Hortons had me wondering all sorts of things, although it probably never crossed her mind the effect it had on me. Being divorced for two years and not really back into the dating scene I was pretty horny and longing for physical contact. Ellen definitely featured in a few of my masturbatory fantasies during those two weeks and even after I got home. I told myself I better control myself or I might spoil a new friendship.

When I got home on the Friday afternoon, as soon as I had unpacked I called Dave to let him know I was back. He seemed really pleased to hear from me and yelled to Ellen "Jim's back in town. When are we going to have him for dinner?" I had to chuckle over that. Thought flashing through my mind of Ellen going down on me while Dave watched.

Dave then asked if I was free on Saturday about 6?. I told them I would like that and asked if I could bring anything. To which Ellen replied "Tell him to just bring his bod and an appetite." I couldn't argue with that and told Dave so. And thought to myself You've no idea of the appetite I will be bringing.

Saturday evening on the way to Dave and Ellen's I stopped by a small flower shop and picked out a bouquet of roses and a thank you card.

I wasn't sure if they drank and what wine to bring anyway. I thought the flowers were a good compromise. Most women like flowers.

I parked my car in the front driveway and noticed Dave's BMW there and a Mini Cooper, which I assumed was Ellen's to the side of the house.

Making sure I hadn't blocked either of the cars in case one of them had to leave at any time, I walked to the front door and was immediately greeted by Dave opening the door. I guess he must have seen me arrive.

"Come on in Jim, Ellen's in the kitchen. I assume the flowers are for her and not me." He said laughing and shaking my hand. Leading me through the hall and into the kitchen I sheepishly handed Ellen the roses. "For me? How lovely. Thank you Jim." She positively beamed as she took them from me with one hand and leaned in and kissed me briefly on the lips, which kind of took me by surprise. A kiss on the cheek I would have expected, or at least not been surprised at, But a kiss on the lips I was not expecting.

"Got to keep the chef happy." I said as she took the flowers and laid them by the sink as she looked for a vase under the sink. As she bent over I couldn't help but admire the way her shorts clung to her cute rounded buttocks, actually cleaving between them and accentuating them even more. She had a gorgeous bottom.

I turned to Dave as he said " Come on through to the garden and we'll grab a beer while Ellen sorts your flowers out. I think she is just about done in the kitchen." "I'm assuming you drink beer? Perhaps you would prefer something else?" I said a beer was fine and we went through to the garden, where there was garden furniture and a large umbrella over the table. "Sit yourself down Jim and I'll grab some beers."

I eased myself into one of the chairs and stretched out, enjoying the still warm Summer evening.

Dave came back shortly with three beers, passing one to me and setting one down on the table for Ellen, who quickly joined us. "Dinner will be about ten minutes." she cheerfully told us. "Aren't you warm in those jeans Jim?" She asked? "Dave. Go and get Jim a pair of your shorts. I am sure they would fit. You both look to be about the same size." "If that's ok Jim? Sure. That would be great. These are a bit warm. I replied.

"Back in a flash." Dave said as he got up and went into the house, coming back shortly with a pair of shorts and tossed then to me. "These should fit you I think."

"I'll turn my back if you want to change into them here Jim." Ellen said, smiling over at me. "No problem. " I replied and quickly took off my shoes and socks and undid my belt and dropped my jeans, slipping them off and stepping into the shorts that Dave had given me. Pulling them up I told Ellen she could open her eyes now. She hadn't actually looked away. Just closed her eyes. "They fit you perfectly. I figured you and Dave were about the same size." I thought to myself. Not in some things, that's for sure. I wasn't sure if Dave was a "grower" or a "shower" He certainly seemed to be much bigger than me when I saw him in the shower. Quite the mushroom head from what I remembered.

I was fairly certain that Ellen wasn't wearing a bra. She had nice breasts, not large but obviously firm from what I could see. Her top was light, but not light enough that her nipples were apparent, although I was sure she was bra-less by the way her breasts moved as Ellen turned as she spoke quite animatedly. Soon dinner was ready and we all went through to the dinning-room. Once again I was seated opposite Ellen and got to enjoy watching her breasts softly move under her light top as she served food and passed dishes. I had to try and pay more attention to the conversation around the table and try to be less obvious in my ogling.

They asked me about my business trip and if I met anyone exciting, at which I laughed and told them I never really managed to meet anyone long enough to start up any sort of dating or anything this time.

"Oh, so you do manage to get up to a bit of mischief now and then when you are away eh?" Ellen said with a cheeky grin. " It has been known to happen from time to time." I replied laughing.

The light banter continued on through dinner and later with dessert as we retired to the living room. Dave asked If I would like a cocktail. "We usually have one or two after dinner." Ellen chipped in.

Well maybe just one I replied, or I won't be fit to drive home. "That's ok. You can sleep here tonight if you like. None of us have to get up for work, do we?" Dave said, looking at Ellen. "Of course you should stay Jim." Ellen piped up. "That way we can relax and enjoy the evening, unless you had other plans?"

I assured them I had no other plans and would loved to enjoy the rest of the evening in their very enjoyable company.

As the drinks flowed and time moved on, we chatted about our past lives, or more my past life than theirs, as they seemed genuinely interested in my past experiences, especially when it came to sexual escapades. Things steadily progressed to more and more intimate details and almost remined me of the game of "Truth or Dare" I had played as a kid.

I had quite a varied sex-life before I married and was experiencing a revival of the promiscuity post divorce, albeit with a bit more attention to safety and the awareness of STDs etc. I was usually pretty careful.

Ellen caught me off guard when she asked me if I was checked regularly and when I was last checked. I told her I was checked regularly and asked if she wanted to see my latest results jokingly. "I think We trust you, don't we Dave?" To which Dave replied. "Absolutely."

There was a bit of an awkward silence for a moment as we all wondered where this was going. Suddenly Ellen got up and came over and sat on my lap and said. : You've been watching my boobs all night. Would you like to see them?" I looked over at Dave and he was smiling and quick as a wink Ellen reached down and grabbed the hem of her top and quickly pulled it over her head. I was mistaken about her being bra-less. She was wearing a strapless bra, which she deftly reached behind and unsnapped and pulled it away. "So. What do you think? "I hope you don't like big boobs." "They are perfect" I said as I bent my head to kiss each nipple as they were hardening and swelling, begging to be sucked. Before I could get them in my mouth, she pulled my head back and kissed me softly on my lips. I returned the kiss as I gently massaged her perfect breasts with one hand, squeezing them slightly and teasing the now rigid swollen nipples with my finger and thumb, rolling them alternately and pinching them slightly. Hearing her moan as I manipulated her breasts and nipples and feeling her tongue darting into my mouth and fencing with my tongue, I was become aroused and somewhat uncomfortable in the confines of my boxers and the borrowed shorts.

Sensing this, Ellen slid off my lap and moved onto the couch beside me. " I told you he would be a great kisser Dave." She grinned.

" I want to see you naked. Dave says you have a nice bod and I want to see for myself." So I quickly pulled my t-shirt over my head and as I was doing that Ellen was busily undoing the shorts and pulling the zipper down. " Bum up Jim" She said and I quickly lifted my hips off the sofa and Ellen slid the shorts and my boxers down with one long pull, until they were around my ankles. My cock sprang out of it's confines, swollen and hard as a rock. As I was trying to kick my shorts and boxers off Ellen wrapped her small hand around my cock and slowly bent her head and kissed the tip, easing my foreskin back as she did. Finally free of my clothes, I turned my attention to Ellen's shorts and fumbling with the buttons and zipper, managed to pull them and her panties down over her hips, bending to bury my nose in her sparse pubic hair and inhaling the wonderful aroma of her musky arousal. I could see that she was already wet and her puffy lips were glistening where the were slightly parted.

I reached my head down further and kissed her fully on her lower lips, my tongue teasing her briefly.

By this time Ellen had kicked her shorts and panties off and I grabbed a cushion from the couch and knelt between her legs, gently pushing her thighs apart. All this time I had completely forgotten about Dave, until he suddenly appeared and knelt on the couch by Ellen's head. He was naked like us and was stroking a very substantial erection, which Ellen soon grabbed and started to stroke as he shifted his hand from his cock to her breasts, massaging them and pulling quite hard on her swollen nipples. This caused her to moan and push my head down to her waiting pussy. I didn't need any further encouragement. Running my tongue between her now swollen and parted labia, I lapped at the juices leaking there, running my tongue up to find that turgid little nub now peeking out of it's hood. Sliding her clitoral hood further back, fully exposing that throbbing button, I sucked it into my mouth and teased it with my tongue. Ellen bucked so hard I was sure she had split my lip, but I didn't care. Backing off, I continued to trace the nooks and crannies of her fleshy inner labia, sucking each lip into my mouth in turn and lathering them with my tongue. She was oozing so much juice from her pussy it was leaking down between the cheeks of her lovely round bottom. I grabbed the sweet blobs in my hands and squeezed and massaged them, parting them enough to see her sweet little rosebud glistening with her juices. Spreading her cheeks wider, I could see her rosebud clench and relax as the cooler air hit her there. Looking up I could see she had Dave's cock in her mouth and was sliding her mouth up and down the length of it, burying it deep in her mouth and probably in her throat.

I touched her anus with the tip of my tongue and heard hiss "Yesss" I figured she must have taken Dave's cock out of her mouth for a second to do that, and not wanting to spoil his pleasure I continued with my teasing, pressing harder with my tongue, now formed into a small cock as I stabbed at her rosebud, gradually pushing further into the taboo area.

holding her cheeks apart with one hand while I attacked her anus with my tongue, I slid the thumb of my other hand inside her hungry pussy, searching for that spongy G-spot and pressing firmly on it whilst I searched out her swollen clit with my fingers. I felt her buck as my fingers slid down each side of that swollen button and she seemed to press down on my face and hands. Suddenly she was yelling "Fuck fuck fuck yesss. and she clamped her thighs on my head and arched her back and came in a long shuddering orgasm.

Once she went limp and I was able to lift my head I could see Dave pumping his cock and exploding on her boobs as he yelled Fuck fuck. Too.

We lay there for a bit, me softly stroking Ellen's thighs until she pulled herself up a bit and looked down at me grinning. "Holy fuck, that was intense." She said.

I suddenly realised I had been the only one who had not come. She must have realised it too as she could see as I stood up I was still fairly hard, although softening a bit now. "We will have to do something about that" she said pointing at my bobbing cock. Getting to her knees she quickly turned around and presented her delightful derriere to me with the juices still leaking from her swollen pussy, Dave quickly reached over and spread her cheeks with one hand and as I grabbed Ellen's hips Dave suddenly grabbed my cock and slid it between her lips. I was buried deep in her pussy before I realised what Dave had just done, but thought, whatever, and was soon pumping deep inside her. Reaching around, I found her clit, but she took my hand away and brought it up to her boob. I followed suit with the other hand and concentrated on massaging those lovely swellings and pulling and teasing her nipples. It didn't take long before I was pumping like a madman suddenly ramming hard into her and moaning as I came deep inside her.

As I slowly shrank and slid out of Ellen's pussy she exclaimed " I haven't had this much come in me and on me for a long time" and started laughing. Both Dave and I joined in and had a good laugh.

When we stopped laughing Ellen said "I think we could all do with a good soapy shower." " Come on you two." And taking us both by the hand she lead us out of the living room, heading for their large walk-in shower.

The shower was obviously made for two, and the addition of a third body in there meant we were constantly brushing up against each other as Dave and I ran our soapy hands all over Ellen's petite body, our hands constantly bumping into each other as we soaped her breasts and ran our soapy hands between her legs and over her cute bottom.

Ellen's hands were busy soaping our bodies too. Often with a cock in each hand as she reached up to kiss both of us in turn. It didn't take too long before I was getting an erection again and I could see Dave was rising to the occasion too. Sliding around behind Ellen, he leant against the wall and putting his arms around her waist, pulled her to him. Ellen reached up and put her arms around my neck and pulled me close to her, reaching up to kiss me. Dave meanwhile was nibbling on Ellen's neck. Something that obviously aroused her even more. She moaned into my mouth as we kissed and my cock pressed against her belly, until she reached down with one hand and pushed it between her thighs and ground against me, causing my swollen cock to slide across her slick pussy lips coated with a mixture of soap and her own sticky secretions.

It soon became apparent that Dave was sliding his swollen cock between her thighs too.

I had been involved in three-somes before, and it wasn't unusual to "cross swords" as they say, but this was a new experience to me. Ellen appeared to be clenching her thighs and squeezing both our cocks between them, practically jerking us both off together. As I was processing this experience and wondering about it, Ellen reached down and suddenly I was inside her pussy as she thrust forward and I was deep inside her.

Once again she wrapped her arms around my neck and drew my face down to kiss her. Meanwhile Dave had slid his hands under her thighs and lifted her up so that she wrapped her legs around my waist.

Dave was still sliding his hard cock behind her, probably between her buttocks and often I was aware of the mushroom head brushing under my sack and nudging my perinium. This was a strange and not unpleasant feeling. I had experienced past lovers stroking me there during oral sex and always found the sensation pleasant. I struggled a bit with the idea that it was a man's cock doing the rubbing, but I was so involved in the sensations Ellen was causing in my cock as her vaginal muscles started to grip me as she began to orgasm. "Oh Fuck, fuck, Fuck me , fuck me

" she was yelling and suddenly her legs around my waist gripped me tightly as she came, shuddering. I was already on my way to my own orgasm and was aware that Dave was pumping into Ellen too. I could feel his cock alongside mine and realised he must have gone into here arse as she yelled to fuck her.

Ellen let her legs unwrap from my waist and hung on to me as she let her feet touch the ground and got her balance. Dave was still holding her around the waist and grinning at me over her shoulder. I had to put both hands on the wall to stop from collapsing myself as my legs were shaking

I had to admit I was a little bewildered by the whole thing and wasn't quite sure what to make of it. I had indulged in some pretty wild sexual encounters in my past, but I had never experienced this amount of male to male contact since I was exploring in my days of puberty.

Ellen reached up and kissed me briefly and gave me a big hug, quickly ending my ponderings as I hugged her back. Dave kissed and hugged Ellen too and she finally said "Get out of here you two. I want to get clean before I go to bed."

Dave and I both washed our wilting bits and got out of the shower. As we were drying off Dave looked at me and said "Thank you". To which I replied he was welcome. "From both of us." To which I replied. "You are both welcome." and smiled.

Ellen came out of the shower and Dave started to dry her off. She turned to me and asked if I minded sleeping in the spare room. To which I replied, of course not. She quickly said that she needed to get a good night sleep as she had things to do in the morning and knew us two animals would keep her up all night otherwise. We all laughed at that and made our way back down the hall to the bedrooms and Dave opened the door to the spare bedroom and wished me good night and put his hand on my shoulder and thanked me again for an enjoyable evening. I said I should be thanking you two. At this Ellen reached up and gave me a deep kiss and hugged me closely to her before giving my butt a squeeze and saying goodnight.