Discovering A Friends Passion Ch 03

"Don't take them off yet," David said to his wife Susan.

"What?" she replied. "You usually can't wait to get my panties off."

"Oh, we'll get there. I just like seeing you in them - I like your dark hair against the white cotton."

After a quiet evening and a glass of wine, David was sitting in bed naked, waiting for his wife to join him. He had been gently hinting that he was feeling horny all evening, and she had responded positively. Now he took her by the hand, with her panties still on, and guided her up to sit on his lap.

With Susan straddling his lap, facing him, her panty-covered bush pressed against his growing cock, he had nice access to her breasts. He gently kissed each one, running his tongue in slow circles around Susan's nipples. She had fairly large breasts, definitely more than a mouthful. Susan guided his head with her hands, enjoying the attention to her breasts.

As he fondled and kissed her breasts, she pressed her pussy down onto his hard cock, rocking her hips to rub her panty-covered slit against his cock. He reached down with one hand to feel her, pressing the crotch fabric up against her pussy. He could feel the heat of her pussy, and the growing moistness of the panties between her legs.

After a few moments, he slid himself down between her legs so she was straddling his face. He inhaled deeply with his face buried in her panties, enjoying the mixture of scents she had - perspiration, faint urine, pussy juice. He began gently circling her clitoris with his tongue through the cloth as she groaned her approval. He could feel her pressing her mound against his mouth.

Stopping for a moment and looking up from between her legs, and with a wonderful view of her dangling, heavy breasts, he said, "Can we try something a little different?"

"Mmmm," was all he got in response, as she tried to grind her pussy on his face.

"Turn around and face the other way, and let's try a 69. We haven't done that in years."

Susan moved off his face, turned around, and sat back down. He now had his nose in her panties between her ass cheeks, and he inhaled deeply again before continuing his tongue motions around her clit area. Susan leaned forward. "Well, what do we have here?", she said, taking his hard cock in one hand. "You seem quite turned on this evening."

He gave no verbal response, but his hips pumping his cock in her hand indicated his pleasure. Susan began slowly stroking his cock while he continued massaging her clit through her panties, the wetness now soaking the panty fabric. He felt her squeeze his cock and lick off the resulting drop of pre-cum. Then she swirled her tongue around the head of his cock, teasing him.

As David pressed his nose into Susan's panties, he used his fingers to press the material into her slit, the panties thoroughly soaked with pussy juice now. He began edging his tongue under the elastic leg bands of the panties, first one side then the other, feeling her coarse pussy hair on his tongue as he worked his way toward her pussy lips, with an occasional "accidental" detour toward her asshole.

Susan was squirming and had stopped working David's cock as she focused on what he was doing, though she kept a firm grip on it. David reached up and pulled her sopping wet panties to one side, slid a couple fingers into her pussy, and began focusing his tongue on and around her clitoris. The musky odor of her pussy so close to his nose was intoxicating. He could feel Susan approaching an orgasm, her pussy tightening on his fingers, her hips rocking forward and driving her clit against his tongue.

"Ohhmmmm," Susan said as she reached orgasm, her hips jerking involuntarily with the orgasm, smearing her wet slit on David's face. As her orgasm subsided, David pulled back his tongue but gently kept moving his fingers in her pussy. After a few moments, he felt Susan take his cock head into her mouth and her lips moving up and down on his cock. While enjoying the blow job, he pulled his fingers from her pussy and sucked them clean, enjoying the taste. He then ran his tongue gently along Susan's whole slit, starting above her clit and ending just before her asshole. Though he knew she wouldn't be comfortable with him rimming her, that didn't stop him from enjoying the view, and a deep inhale of her ass as his tongue was deep in her pussy.

David then gently slid out from under Susan. Leaving her on her hands and knees, he got behind her and enjoyed the view of her white panty-covered ass in the air, the curves of her hips offering perfect handholds for him. He couldn't resist putting his face into her panties again, enjoying the heat of her pussy and her womanly scents. He ran his tongue gently along the panty elastic up one side, down the other. Then he ran his nose up her slit, inhaling deeply through the cotton cloth, ending at her ass.

Holding his breath for a moment to savor the wonderful scents of his wife, he reached up and slowly pulled down her panties, savoring the view as they came down, first the crack of her ass, then her muff hair peeking out between her ass cheeks, then more thick, dark hair covering her pussy. Leaving the panties midway down Susan's thighs, David repeated his exploration of her pussy and ass with his tongue, this time contacting her flesh directly. He enjoyed running his tongue up and down her pussy lips, just barely slipping into her cunt on each stroke. Susan was moaning in pleasure as he tongued her lips, and his cock was rock hard and dripping pre-cum.

With one last tongue stroke upwards, ending with a single slow journey of his tongue over her hairy asshole, David then straightened up and positioned himself behind Susan and between her legs, her panties still around her thighs. Placing his hands on her hips, just above her ass, he placed the tip of his cock at her pussy. Using his hands to gently spread her ass cheeks, he enjoyed the view of his cock slowly entering her moist pussy, with her pretty little asshole in view above. He started stroking firmly, watching her ass as he did.

As he stroked, he could feel Susan begin frigging herself, quickly bringing herself to another orgasm. She then used her fingers between her legs to fondle his balls as he pumped her. The added stimulation of Susan fondling his balls, his cock sliding in and out of her wet pussy, and the view of his cock and her hairy pussy and ass, brought David quickly to orgasm. He grunted as he shot his load deep in Susan's pussy, as she squeezed his balls.

The passion subsiding, Susan lowered herself to the bed, pulling her panties back on as she did. It was as good a session of lovemaking as they had enjoyed in quite some time.

--

Bill looked up from his desk to find David leaning against the door frame in his office doorway, hands in pockets, but with a smile on his face. "What's up?", asked Bill.

"I've got something for you," David replied, but offered no details.

"Oh?" responded Bill. "What do ya have?"

"A surprise."

"Okaaaay...," Bill said, a slight irritation in his voice at the game David was playing. "So... how do I get this surprise thing?", as he wondered if it had anything to do with the panty swapping they'd been doing for a few months.

"Well, I'd like to watch you open it, and we probably shouldn't do it here, so I guess you'll have to come over to my place."

"Ok... when should I come over?"

"Well, so happens that Susan has book club tonight, so if you could come over at, oh, 6:30pm, we'd have a couple hours for the surprise. Just tell Ann that you're coming over to help me put up some shelves in my workroom."

"I can make that work."

David didn't immediately leave. Instead, he glanced down the hallway, then looking at Bill, he reached down and stroked his cock a few times through his pants. "I think you're gonna like it!", he said. He and Bill had gotten quite comfortable with each other over the months of panty swapping, and the sports-game-cum-jerkoff-session they had had. Bill grinned, pushed back from his desk, leaned back and following David's lead, stroked himself, grinning at David.

"Looking forward to it!" was all he needed to say.

--

David heard the doorbell ring a few minutes after Susan had left for her book club. "Come on in!" he said to Bill. "Let's head downstairs to my workroom - we'll hear if someone comes in upstairs."

Bill followed David down the stairs. He had brought a freshly worn pair of Ann's panties with him, in hopes David had in mind a jerkoff session. They went to the small workroom, where there were unhung shelves against one wall, and a couple of padded office chairs in the middle.

David turned to face Bill, and reached down to rub his own cock at the same time. "Have a seat,", he said, taking one of the chairs himself. As Bill took his seat, they watched each other rub their cocks through their pants.

After a moment, Bill asked, "So... what about this surprise?"

"Let's not rush," David said. He unbuckled his pants, lifted his ass off the chair, and slid them down to his angles. Bill followed his example, and soon they were sitting side by side, facing each other, each wanking their cock while watching the other. Bill used his left hand to start fondling his own balls, and David followed suit with his.

After a few moments, after both men were rock hard and had each tasted their own pre-cum a couple times, David reached behind his chair and picked up an envelope with his left hand, while continuing to stroke with his right. "Here's your surprise," he said. Pulling out a pair of Susan's off-white panties, he added, "They should be quite enjoyable. Susan and I had a hot session last night, and I had her keep these on through most of it. They were soaked in her pussy juices by the time we were done." He held his wife's panties to his face and inhaled deeply.

"Well, are you going to hog them?" asked Bill. "You can smell Susan any time you like!"

Before handing them to Bill, David said, "Well, one caveat. She pulled them back on after I fucked her and came in her pussy, so they may have a bit of me on them as well as Susan." He held out the panties for Bill.

Bill didn't skip a beat. With his eyes on David, he took the panties, held them so the crotch was in front of him, and ran his tongue from one end of the crotch panel to the other, and let out a long groan as he did. Before continuing, he pulled Ann's panties out of his pants pocket and tossed them to David, but immediately returned his attention to Susan's panties in his hand. Stroking his cock vigorously, he rubbed Susan's panties in his face, inhaling her odor. He then licked the crotch spot again, tasting Susan's pussy and David's cum mixed in the fabric. It took only a few moments of jacking off and inhaling Susan's panties before he came hard, cum shooting up and coming down all over his belly and hand. After the orgasm was over, he licked his own cum off his hand, and scooped up the cum from his belly and cleaned it up too.

David had sat watching Bill come with Susan's panties, and stroked himself as Bill did. He had Ann's panties in his hand, and placed them over his face to smell her pussy. He enjoyed smelling Ann, and stroked his cock faster. He leaned his head back and placed the panties on his face, freeing his left hand to fondle his balls. Between his stroking and fondling, and Ann's scent on his face, he soon shot his own hot load onto his hand and belly. Lifting his head, he cleaned up his own cum as Bill had done, with Bill watching.

--

After both men had shot a load, they relaxed a bit in the chairs, panties lying on their chests, both still fondling their own balls and stroking their own cocks. "That was great," said Bill. "Those were some of the tastiest panties I've ever had. You must have really gotten Susan worked up last night."

"Yea, well, it doesn't happen often, but we still have some hot sessions. Thinking of getting as much of her pussy juice on the panties as I could, for you to enjoy, kept me rock hard for quite a while."

"Well, I'll have to try to return the favor," said Bill. "Don't know when, but next time Ann and I have a session I'll see what I can do." He picked up the panties and took a deep inhale. "Your cum tastes different than mine, judging from what's on these panties."

Seeing Bill smell the panties with David's cum on them, David could feel his cock grow harder in his hand. And as he watched Bill with Susan's panties, he saw Bill's cock was getting growing hard again, ready for round two.

David watched Bill for several minutes with Susan's panties. Bill was hard, but having just cum, David could tell it would be a bit more work this time. He saw an opportunity to take his physical relationship a step further with Bill. Still stroking his cock with his right hand, David scooted the chair forward a bit and reached down and gently grasped Bill's balls.

Bill was lost in Susan's panties, so didn't react immediately, but after a moment he took the panties away to look at his own cock, to see if what he was feeling was what he thought. David looked at him and continued to fondle his balls. "Though you might use an assist on the second round," he said.

Bill smiled, returned his attention to the panties, and stroked his cock faster, as it grew harder with David's attention on his balls. After a few moments, he came again, cum shooting up, and landing on both Bill and David's hands. After the orgasm ended, Bill licked his hand clean, as David gave his balls one last squeeze. Then David lifted his own hand to his mouth, and cleaned Bill's cum off his hand.

Bill knew instinctively he wanted to return the favor, so after gathering his wits, he reached over and grasped David's balls. David returned his attention to Ann's panties, and stroking with his right hand. Bill squeezed tighter as David approached orgasm, pushing David over the edge, shooting cum all over his belly and both of their hands. David cleaned up his hand, then watched Bill lick David's cum off his own hand.

Bill then upped the game another notch by leaning forward and licking the cum off David's belly. He then sat back. "Yep, I thought it tasted different than mine. But not bad, not bad at all!"