Liz Undone

Hi, reader. Thanks for checking out my story. You might want to read the first part of this story, "Liz, Undone", for a little more character/story development, but I tried to make this one entertaining on its own. I'm pretty new to this, so suggestions and constructive criticism is most appreciated.

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We left the restaurant, Liz and I chatting with our new friend, David, as we walked the few blocks to the hotel. David seemed like a good guy, of course, or Liz wouldn't have invited him along. He was about my height at 6' tall. Maybe a little heavier than my 170 lbs, but still lean. He had a full head of hair, brown with a little gray, worn short. I guessed he was in his mid-40's.

The conversation was fun and suggestive, as you would expect. But there was an understood line of anonymity that wasn't crossed: no last names, what we did for a living without sharing exactly where, the realization that everyone was local but no precise locations, etc.

We arrived at the hotel, a mid-range business class chain which I stayed at frequently in my travels. It fit nicely in the firm's usual budget and was fairly ubiquitous. And my diamond status got us the "suite" upgrade when Liz checked in that afternoon. We entered through the lobby and headed to the elevators. As I pushed the recall button, David looked at Liz and said, "I've never done this before. Should we talk about boundaries?"

"Ummm, neither have I..." Liz replied and shifted her gaze to me.

"Well, that makes three of us. The only one I can think of is 'no means no'. That should cover it."

"Of course, mister 'ask forgiveness not permission' would say that!" Liz laughed while rolling her eyes. Looking at David, she continued, "Plus, he knows with me it's much more likely to come out as yes or maybe than no, so..."

"Alright then," he replied, "Let's go have that drink!"

Just then, the doors opened and a group of four spilled out. We stepped in, Liz pushed the 7 button and the doors slid closed. As the car started to move, I leaned over to Liz and we shared a deep, slow kiss. When we broke apart, I said to her, "We're probably being rude. I bet David feels left out right now."

Liz looked me in the eye and replied, "Maybe, but he has a nice handful of ass under my dress at the moment, so I don't think he's too upset." I looked back over her shoulder and saw David's arm disappearing under her skirt. Then I looked up at him. He simply shrugged with a bemused look on his face, eliciting a short laugh from me.

Just then, the doors dinged and opened and we stepped out, Liz leading the way to the room. We found the right door, I popped it open with my handy app and we stepped inside. Moving past the bathroom and down the short hallway, Liz stopped short and said, "Oops. Guess I should've come up and straightened up first. I seem to have left my unmentionables laying out."

I already knew. David's glance followed her eyes to the nightstand where she had laid out a selection of toys. It was an impressive display but not nearly our entire collection. Just tonight's intended greatest hits, so to speak.

David's eyebrows raised slightly and he said, "I would say, don't worry I've seen it all before. But, honestly, there are a couple of things there that are new..."

"Well, if you're a good boy, maybe you'll get a demo before the night's over," Liz offered lightly. Then she turned to me and asked, "Ray, get us some ice? I want to freshen up a bit while you pour everyone a stiff drink. I think I could use one."

"Ditto," David added. I grabbed the ice bucket and headed out in search of the ice machine. When I returned, David had removed his shoes and made himself at home on the couch in the sitting area.

"Bourbon. Rocks or neat are your choices. We don't have any mixers," I informed him.

"On the rocks is great. It's good bourbon, so a mixer would be a travesty."

"Good man," I said as I handed him his drink.

"Hope you still feel that way in a couple of hours," he said, testing.

I settled on the loveseat across from him with drinks for Liz and I and laughed, "Hey, I'm not the one you have to impress!"

"Touché!" and we raised our glasses in a silent toast. "You're a lucky guy, Ray. Liz is quite a lady. Funny, smart, attractive and... ummm... open-minded."

"Well, let's both hope you still feel that way in a couple of hours." We shared a nervous laugh over that one just as Liz exited the bathroom. In a slight surprise, she was still wearing her dress. She walked straight to me, took the drink I offered and promptly killed half of it. Nerves.

She sat down next to me, curled her feet under her, finished it off and said to me, "May I have another, sir?"

"That seems like a good idea," I replied and got up to refill her.

As I was pouring, she asked David, "Would you close the shade, please?"

"Please what?" David was getting the idea.

"Please, sir?" Liz replied quietly, as her eyes danced in suppressed joy.

"No, I think I'd like them open. But you can dim the lights if you'd like." He definitely had the idea now.

By the time she had adjusted the lights to her comfortable level and returned to the loveseat, I was there with her drink. She sat and started to curl her legs again. Then she stopped, swung her leg over my lap and straddled me. Leaning down, she found my lips and swirled her tongue around mine in a long, slow kiss. I reached under her dress with both hands and grabbed a cheek in each. As the kiss continued, I slid a hand between the cleft of her ass until I found what I was looking for. The plug was still in her ass, of course...

With my middle finger, I pushed hard on the base, forcing it deeper into her rectum. I felt her breath catch as she stopped kissing me and her head dropped to my shoulder with a soft moan. Releasing the pressure, I slid my hand further down to caress the lips, which were slick and coated with the copious juices flowing from her cunt and already soaking my hand and darkening the crotch of my jeans.

"How are you feeling?" I asked quietly.

She widened her eyes and responded, "Nervous. Like a huge slut." Then, after a brief hesitation, she smiled, "Horny as hell."

"Why nervous?" I grinned.

"Such a dick," she responded as she rolled her eyes.

Then Liz looked into my eyes and said, "I guess it's time to get this party started, sir." I looked back with a question and in response got a sparkle in her eyes and a cocked brow.

"I think David has waited long enough. Take off your dress, slut," I commanded, slipping into my boss voice again.

"Yes, sir. Could you give me a hand, please?" And in a slight character breach, "This thing isn't going to unzip itself, after all."

With that, I reached up her back and pulled the zipper on her dress slowly down to her waist. As I did, we looked at each other with what would probably best be described as a shit's-getting-real face...

Liz backed off my lap, stood to the side and did a ¾ turn toward David, opposite me on the couch. They locked eyes momentarily before his dropped to her torso in expectation. Liz stepped out of each of her flats and kicked them behind her, making him wait momentarily. She reached across to the left spaghetti strap and dragged it off her shoulder, letting it fall down her arm. That side of the dress dropped down, fully exposing her D-cup breast. It was full and pert and capped with a prominent nipple the size of a large eraser.

"Now the rest of it," I said quietly.

"Yes, sir," and she reached across to remove the remaining strap from her shoulder. Her dress dropped, catching briefly at her waist as she straightened her left arm, before landing in a puddle around her feet. She stood staring at David, looking for his reaction as he examined her nudity. A small smile crept across her face.

I watched Liz carefully. Her lips were slightly parted as she nervously ran her tongue over them. Her chest was flushed and heaved a bit as her breathing deepened. Her breasts were high and pert, the nipples a brighter pink than usual and protruding a half-inch at least. Her tummy and waist were the flat and trim, but of a 56-year-old mom not a 25-year-old waif. Such a lovely sight.

Her ass was round from daily walks and occasional trips to the Y. The normally tightly trimmed bush was mostly gone, only a quarter size patch remaining perched above her clit, as a special treat for me this evening. And now David as well, I guess. Her cunt was red and swollen, the labia blooming open, abundant juices glistening there and on her upper inner thighs.

As David's eyes roved from Liz's crotch to her tits to her face then retraced their track, I broke the silence saying, "You love to suck cock, don't you, slut?"

She looked at me. "Yes, sir. I love to please." Which was true. But she also loved the power she felt watching how helpless a man was as she made him cum in her mouth...

"Maybe David will let you suck his cock, slut, if you ask him nicely."

She turned back and asked, "David, sir, may I suck your cock? I'm really, really good. You will be pleased."

David's eyes dropped to Liz's tits as he said, "Come here."

She stepped carefully out of the dress around her ankles and crossed over to him, stepping around a rectangular leather ottoman. Stopping a foot away, Liz turned to face David, arms by her side and feet together. He reached out and placed a hand on her hip, stroking it lightly as he ordered, "Turn around."

Liz turned slowly, David's fingers dragging lightly across her lower tummy as she pivoted, stopping with her gorgeous ass facing him. "Bend over, hands on the ottoman. Feet shoulder width."

She complied quickly but smoothly. The ottoman was a comfortable height. Her leaking pussy was fully exposed to the stranger behind her, but her hooded eyes easily found mine without craning her neck too hard. David's head appeared around Liz's hip and he gave me a small grin and nod. As he ducked back, I saw his hand move toward her crotch. There was a quick intake of breath as Liz's eyes flared, then closed. A moan burst from her lips and I knew that David was pressing on the plug still lodged firmly in her ass. Another quick breath and her head dropped down between her shoulders, as she uttered a quiet, "Oh my god..." followed by a long, low groan...

More movement behind and Liz's head came up slowly, as she took a deep breath. Her hips started to grind slightly as she looked at me through hooded eyes and purred, "He's licking me, sir. Oh my god, so good..."

He grasped her waist in both hands, pulling her back onto his exploring tongue. As her pleasure built, Liz leaned back into David and started to grind her hips harder onto his mouth. Her moans were starting to build as well.

Then she gasped as he suddenly vacated his mouth from her frothing cunt and stood. David grasped the back of Liz's hair with one hand and pulled her upright, while using the other to turn her profile to me. Still with his hand wrapped in her hair, he tilted her head back and dipped his. Lips met and tongues danced slowly for seconds.

"How do you taste, whore?" David growled at her as he withdrew from her lips.

"I hope as good to you as I do to me, sir," was her hesitant reply.

"Such a slut. Of course you like the taste of your own cunt. Now, on your slut knees. I want to fuck that filthy mouth," he ordered.

Liz shuddered and there was a small smile on her lips as she sunk to her knees and quietly responded, "Yes, sir." She glanced over to me as she settled into place, then looked up, waiting. I focused on the scene with rapt attention.

"What, do you want a diagram, slut? I thought you were some great cocksucker?" David barked condescendingly.

Liz looked to me with eyes ablaze with arousal as intense as I had ever seen from her. With a quiet calm I wasn't feeling I said, "Do it. We both know if you don't get a cock in your mouth right now, you'll explode, you slut."

She looked back up as she reached for his belt and stated, "I really do love to suck cock." Liz unclasped David's belt, opened his slacks and slid them over his impressive bulge and down his legs. He stepped out of them, peeling his socks off at the same time. Liz picked them up and reached around, tossing them behind her. Then she grabbed the waistband of his boxers, pulled it out and down and let it drop to his feet as his rigid cock flopped forward. An "Oh, wow!" escaped Liz simultaneously with a much quieter "whoa..." from me.

Now, like any smart woman, Liz had unfailingly assured me that my cock was the biggest she had ever had when I referred to it as "upper-average". Since practically every woman I had ever slept with had expressed the same thing, at least before any bad break ups had occurred, I routinely doubted these assertions. Mostly just to keep myself properly grounded...

Don't get me wrong, I'm perfectly comfortable with my cock size. An interested second party had measured it full mast at 6" insertable and almost 5" in girth, using the tried and true "string method". Solid upper-average figures. And, based on literally decades (!) of feedback, I was pretty comfortable that whatever I might have lacked in length and breadth was more than made up for with technique and sheer enthusiasm. Plus, I figured the extra effort helped keep me nice and slim, saving tons in gym memberships. Win, win.

Liz's reaction tended to convince me she had been sincere. David looked to be a good inch longer than me and slightly thicker as well. Not as big as the 8.5" dildo, Lyon, residing on the nightstand, but it was somehow more impressive attached to an actual body. In her defense, it was the biggest I cock I'd ever seen in the flesh either. But it was also the first one I'd seen hard, other than my own, of course, outside of porn. Unlike Liz. So, like I said, I now tended to believe her sincerity. Well, I wanted this, so now I was gonna have to own it. I guess Liz could look forward to some extra enthusiasm in the immediate future. Oy...

"I'll take that as a compliment," David smirked down at Liz. "Now wrap those slut lips around my cock." With that, he grabbed his dick in his hand and slapped it twice on Liz's lips and chin, spattering precum on her nose.

Liz quietly said, "Yes, sir," and replaced his hand with hers, rising up fully on her knees. She leaned forward, extending her tongue to sample the fluid remaining smeared over the tip of David's cock and swiping it up and down. She retracted it into her mouth, seeming to savor the taste as she first glanced up at David's face, then over at me.

"Not sure if I can handle this monster," she observed as she turned back to the task, "but damned sure gonna try." With one hand firmly wrapped around the base, she opened wide as she leaned in and engulfed the head. She worked her tongue around the purple flesh, getting some saliva working in her mouth. Then she started to bob and suck on the shaft, slowly working more into her mouth with each thrust.

With my cock raging and leaking in my jeans, I got up to retrieve the coconut oil from the nightstand. Returning, I approached the scene and reached for Liz's free hand which was resting on David's left thigh. Turning the palm up, I flipped open the top of the tube and squirted a generous amount. Liz closed her fist and coated her palm and fingers, which she then used to lube up the cock as she briefly removed her sucking mouth. As she resumed her ministrations, her coated hand went to her cunt and started to stroke slowly. As David started to unbutton his shirt, I took that as a good time to return to the couch, finish off my bourbon in a big gulp and start to disrobe.

As I removed my shirt and shoes, I watched as Liz took more and more of the beast deeper in her mouth with every thrust. She flattened her tongue, extending it past her lips trying to open more room in the back of her throat. Spit started leaking from the corner of her mouth and down her chin as she struggled to take all of him.

His shirt now gone, David pulled Liz's hand from the base of his cock and grasped her head in his hands. "You trying to swallow this cock, slut? Let me help you with that."

Liz rested her palm on David's thighs as he started fucking her face. Fast strokes ravaged her mouth, bumping the back of her throat, causing her to gag and drool. Her chest was heaving and she occasionally used her hands to control his thrusting, but wasn't pulling away. David eventually ceased watching Liz and tilted his head back, closing his eyes and slowing his fucking of her mouth. Now naked as well, I was slowly stroking my now oiled dick as I watched my girlfriend eagerly suck a stranger's cock. It was even more arousing than I had imagined.

Liz finally pulled away from David's assault on her throat and said, "Sit. I think I can get it all down from that angle. Sir." David willingly complied, sitting and lounging back onto the couch. Liz put a knee on the couch, braced the other foot on the floor, grabbed the base of the huge cock in front of her and, after another admiring glance, looked at me with sparkling eyes before engulfing it once more.

I was way past ready to join in, but had no interest in interrupting this particular quest of hers. I encouraged it and I was damned sure going to own it! I watched as Liz worked the cock in her mouth, licking and sucking and bobbing on it. Forcing it deeper into her throat. I now had a view of her glistening pussy and the black t-base of the plug in her ass. David muttered an "Oh my god..." as I saw Liz's nose finally press into the thatch of hair at the base of the huge cock. I decided it was time to join the happy couple.

Reading my mind, Liz retreated from her conquest long enough to look over her shoulder and explain, "I need a cock in this slut cunt now, sir." She fixed me with a smoldering look, then went back to her work as I rose and approached her completely vulnerable rear. She started licking and sucking her way down David's hefty shaft as I took my rigid cock in hand and rubbed the very angry purple head up and down her leaking slit. Liz started in surprise at the contact but quickly regained her previous rhythm.

David had his hand resting on the back of Liz's head, head back and eyes closed, as he said to her, "That's it, you fucking dirty slut, take my cock down your throat while your boyfriend fucks your whore cunt." On that note, I lined up with her gaping opening, leaned forward and buried my cock into her steaming gash in one long hard stroke, grabbed onto her hips and held myself there.

Liz recoiled from the cock lodged deep in her mouth and let out a short scream. "Oh fuck oh fuck oh fuck oh fuck!! So fucking good!!"

As I started to take long strokes in and out of her grasping cunt, Liz rested her head on her shoulder, catching her breath as she stroked David with her left hand. I continued to fuck her, varying my pace as Liz went back to work at deepthroating the cock in her face. I reached around to rub her protruding clit, causing her pussy to clamp down on me momentarily.

We got into a good rhythm; my cock and finger working on Liz, her mouth working on David. Liz rocked back onto me as I thrust at her cunt, then bobbed onto him as she rocked forward. The increasing frequency and volume of Liz's moans told me she was approaching a crest.

I grabbed Liz's hips and dragged her away from the couch, pulling her off David's throbbing cock with mine still buried in her hot, buttery tunnel. "Stand up, man. Time to spit roast this slut," I told David as he looked up in surprise. He smiled and rose.

"How do you feel about that, slut?"

"Oh, my god, yes! Just fuck me! Fill me up!"

David stepped forward with his angry cock in his hand, grabbed the back of Liz's head and fed it into her parted lips, starting to fuck her face again with hard strokes. I grabbed the base of the plug and started fucking it in and out in rhythm with my cock pounding her wet pussy. Liz was holding on to David's thighs, moaning and crying out around his huge cock as we pounded her from each end.