I first met Ray on holiday, but my 20 year old girlfriend Donna had known him for almost 15 years, since she was a little girl because he used to be one of her dad's best friends. Ray and her father weren't quite so close anymore, but he still dropped into Donna's house now and again, usually at Christmas time and birthdays.
Donna hadn't seen him for several months when we ran into him, while we were on holiday in Spain. He was with his girlfriend, as he had separated from his wife sometime ago and when he recognized Donna he invited us to have a drink with him which we did. We spent the entire evening with them and we had a nice evening. We didn't see much of him for the remainder of the holiday apart from one day on the beach. He sat with us for a little while and we chatted and had a drink in the beach bar, but after a while he had to return to his girlfriend and after that we didn't see him at all until we returned to England.
He dropped in to see Donna's dad a couple of weeks after the holiday, and mentioned to Donna as he was leaving that he and his girlfriend Anne were going out uptown that weekend if Donna and I wanted to meet up with them for a drink. Donna had got on really well with Anne, so he thought it might for nice for them both.
So that weekend we all met up but unfortunately Anne couldn't make it. Ray was with a couple of his buddies instead and apologized for not letting us know, but told us that we were welcome to hang around with them for the night. It was a good night actually, we drifted from bar to bar and ended up in a nightclub dancing the night away. Ray's friends drifted off at the end of the night, leaving just the three of us waiting for a taxi. We were standing there for what felt like forever, so when a taxi did finally turn up Ray offered us to come and stay the night at his house. He was divorced and lived on his own at the moment as Anne wasn't ready to move in yet, so he had a guest room and a spare bed. Donna was okay with it and was freezing cold from waiting for so long for a cab, so we went with it.
One of Ray's friends had been eying Donna up all night and flirting quite heavily with her even though she had made it quite obvious she wasn't interested because the guy was really fat - in fact he wasn't very good looking at all. However, I could tell that Donna quite fancied Ray as she was very responsive to his jokes and her body language made it even more obvious, especially as she became more and more drunk towards the end of the night. At first I thought it was because she was friends with him and had known him a long time, but by the end of the night it was clear that she had an attraction towards him. In the taxi, she leaned against him, putting her head on his shoulder as she said how tired she was. She had a thigh-length denim skirt on with a low cut cream-coloured top and I clearly saw Ray look down her top quite slyly as she lay against him. He also put his hand on her knee, but again I didn't really think much about it because of their almost uncle/niece relationship.
When we got back to Ray's house though, things changed pretty quickly. As if Donna wasn't drunk enough already, Ray brought us some more drinks and as we lounged around in his front room, the conversation turned to sex - as it always does when you have that potent mix of men plus women plus alcohol. At first we were talking about the holiday but then Ray commented on how good Donna had looked in her bikini on the beach and how she had grown into a fine looking woman since he had first known her as a little girl. Donna was blushing but obviously enjoying the attention.
I should point out that at this stage, Donna had been with a couple of other guys besides me, but we weren't in anything remotely resembling a 'swinging lifestyle' or even an open relationship. Donna had had a little affair with her boss at a shop, which I had found out about. When she realized that the thought of her with someone else had turned me on, she had slept with a buddy of mine after a drunken night out, which was the first time I got see her with someone else. Then after that, she screwed an old boyfriend from school who she had never got to sleep with back when she was going out him. Both those times were one-offs and hadn't been particularly memorable, or as good as her initial affair. Despite these little affairs we were still really in love, so I really never expected anything to happen that night with Ray. But it did.
Ray revealed to us that he used to be really envious of Donna's father, because when he was younger he used to fancy her mother. Donna thought this was hilarious but her attitude changed when he told Donna how much she looked like a younger version of her mum. I should probably explain what Donna looks like at this point. She is an English rose type, with straight dark hair to just past her shoulders, pale skin and bright blue eyes completing an innocent looking and very pretty face. She is just over five feet tall and very petite with 34B breasts and a lovely figure. Donna's figure was very similar to her mother's, roughly the same height and build, but Ray said that he thought that from what he saw on the beach, Donna probably had a slightly better body. Then it all went weird.
I was in Ray's kitchen getting another beer from his fridge when he wandered in to talk to me. "I bet Donna is really great in bed?" he asked, quite casually, and that's how we ended up talking about sex for the rest of the night. We both walked back into the living room and the conversation carried on from there. Ray was trying to embarrass Donna by saying things like "Paul tells me you're a great fuck," along with other dirty things like that but Donna just kept giggling as he got more and more suggestive.
The conversation swung to mainly Ray bragging about his various conquests, which was obviously the reason why his marriage had failed. After a little while I went for more drinks and a toilet break and when I returned Ray was shirtless. Even though Ray was a much older guy, in his late 40s, he was really buff. Quite tall, very muscular and tanned, Ray was certainly a good-looking guy, regardless of age.
Donna was now sitting with Ray, and she was feeling his chest and biceps as he flexed his muscles for her, giggling like a little girl as she did so. Donna was only nineteen and wasn't all that mature even for that age. She was complimenting him on his body and I saw his hand drop onto her leg and begin stroking up and down her thigh. As they leaned in close to each other I thought "They're going to kiss" and started to wonder what the hell was going on, seeing as they had this avuncular relationship. They didn't kiss though. At least not just then.
I was drunk and really tired and when I said so, Ray got up and showed us to the spare bedroom. I got undressed and climbed into bed. Donna stripped to her black bra and knickers and joined me, but after a few minutes she said she needed to go pee and skipped out of the room. I lay on my own there for a little while before hearing voices from the landing which I went to investigate. Donna was standing at the doorway to the bathroom in her just her underwear, talking to Ray who was washing his face in the sink. He was just wearing a tight pair of briefs and his package was quite prominent. He looked huge, almost like he had something stuffed down there. Seeing them standing semi-naked right next to each other, I think it was then I realized that something might be about to happen. Feeling a bit inadequate I put my trousers back on and when I came back out of the guest room, Donna was following Ray into the other bedroom. I decided to give them a little time to get friendly and went downstairs for another drink.
When I did return things hadn't progressed as far as I thought they might but they were progressing. I heard music and peeked my head around the door to see them both sitting upright on the bed, leaning against the headboard, both still in their underwear. Ray had his arm around her shoulder and Donna had one of her legs hooked over his. They looked very comfortable together and when they saw me Ray told me to go get them both a drink and I could join them. There was a chaise lounge next to the bed so when I came back I flopped out on that and enjoyed listening to some CDs with them for a little while.
It was warm in Ray's house and I was very relaxed and dozing in and out of sleep. Both of Donna's bra straps had fallen off her shoulders, so she was displaying a good amount of her modest breasts without any of her pink nipple or aureola actually coming into view. I found that quite arousing, my relatively inexperienced, pretty and petite nineteen year old girlfriend almost completely exposed in front of the imposing, very masculine and much older Ray. They were still talking about sex and Ray was still showing off while he did so. Donna's hands kept rubbing his chest muscles or his arms or thighs as they spoke. I could tell she was feeling a little horny.
It was the silly little things that turned me on like Donna pulling her bra straps up over shoulders, only for Ray to slip them back off, making her giggle. Ray's arm was still around her shoulder, and the hand that dangled down would sometimes stroke the upper part of her breast as they talked, and occasionally the other hand would drift over to her thigh, sliding up towards her groin but never actually straying too far. The situation was like a bomb - armed and ready to explode. It just needed someone to prime it, so I lit the fuse. I waited for an opportunity in the conversation and then joined in with a little revelation about my seemingly innocent girlfriend. Ray was saying something about he liked slutty women, so I piped in that Donna could be slutty when she wanted to. I saw Donna's eyes widen but I carried on and explained to Ray that she wasn't as naive as she appeared. I told him briefly about her little affair with her boss and how I had also shared her with a friend after a drunken night out. Ray looked at Donna with a slightly surprised expression, but she only shrugged and took a long swig of the drink I had brought her.
Ray asked if he was in with a chance tonight, in a joking type of way and Donna replied teasingly "Maybe," with a naughty smile. Ray seemed to get really excited at that and looked at me for encouragement. I waved at him to go ahead and that was the start of it. The hand that was around Donna's shoulder slipped south and into Donna's bra, feeling her breast and she did nothing to stop him as he asked her if it was true what I had said. Donna nodded dumbly as he pushed her bra down a little, bringing her breasts fully into view for the first time. Donna's breasts were smallish - a 34B - but they were lovely and firm and perfectly shaped, pert and high with medium sized pale pink nipples.
They kept talking as I lay there watching with my eyes half-closed. The hand that Ray had been rubbing up and down Donna's leg was now finally straying across the crotch of her black panties, gently stroking and rubbing her mound. Ray had earlier been bragging that he was well-endowed but he warned Donna that his cock was really big and that she should be careful, but all that did was to provoke Donna into slipping a hand down his ridged belly and into his pants. As she did that Ray did the same with his hand, pushing it under the waistband of her panties and down to her pussy.
After a few moments I saw Donna's eyes widen again and she muttered something along the lines of "What the?" as she felt the size of his penis. As Ray laughed gently, Donna pulled his pants down and the biggest cock I had ever seen popped out into view. I had never seen anything like it. With my beer-addled eyes it seemed like it was as long and as thick as my forearm, but Ray gave me the exact size when he answered Donna's question as to his size and told her it was nine inches long. "It's a real cock that, isn't it?" he said.
