We had talked about having a MFM threesome before, but had never really taken any action to make it happen. To begin, my girlfriend is 52, 115 pounds, with short dark hair and an amazing soft place. One night we were out at a local bar with several friends and as the night dwindled down, we had invited one of our friends back to our place for one last drink. As we walked back to our place, my girlfriend was walking between the two of us and reached out and took a hold of both of our arms. At that point I started to get a little excited and started to think of the possibilities.

When we got back to our place my girlfriend whispered in my ear if I thought we should try to hook up with our friend. I said ok. As she got beers for us all, I took the chance to put in a porn. He was pretty surprised, but did not object to watching a little.

So, we sat there on the couch with her in between the two of us and start watching the video I had put in. As we were sitting there I began to rub her leg to get her a little excited and as she began to get a bit more turned on. She began to do the same to us both. She then turned to my friend and said, Why dont we get freaky? She then began to kiss him passionately.

He was kind of nervous and looked at me and asked if this ok with me and I answered that yes it is as I began to remove her pants exposing her beautiful thronged soft place. I removed her shirt and bra next so that he could see her small but perky breasts. Meanwhile, she has taken off his shirt an unbuckled his pants.

I quickly undress myself as she begins to suck on his length. With her soft place up in the air I move in from behind and began to toy her already wet soft edges. This goes on for a few minutes before she turns to me and begins to suck on my already hard length. Our friend began to play with her softness and then went down on her as she was now lying on her back on the couch with my length in her mouth and our friend eating her softness. I then tell her to suck his length again and with him sitting on the couch and her on all fours in front of him I move in from behind and begin to play her doggystyle. Next she mounts him as he is still sitting on the couch and begins to ride his length. I sit back and watch as I stroke my length slowly, I am so turned on watching her play someone else.

After a couple minutes, I stand on the couch and put my length in her face and she hungrily gobbles it up. She is so turned on she is giving me some of the best head ever.

Next I try to slide my length into her softness as well but it is so tight there isnt room for two, so we move into the bedroom. When we get on the bed she lies back and says to us, have your way with me boys, as her body is squirming around in passion. I begin to play her in missionary and he sticks his length in her mouth and she began to suck on it with a purpose. We switch places in he goes to work. She quickly comes to an orgasm. I tell him he should play her doggystyle, so he can experience that wonderful soft place.

She quickly got onto all fours, and looks back at him and say, What are you waiting for.

So, he began to play her from behind as I got in front of her and she continued to suck my thingy.

After a few more minutes and another orgasm on her part she turns over and lies on her back in exhaustion saying that we had wore her out. I say, Ok, then its time to finish us off.

With me on one side and our friend on the other, he and I slowly move our hard lengths to her face. She grabbed one in each hand and began to stroke them at the same time saying nasty things to us encouraging us to cum. It does not take long before we both are shooting, and I mean shooting, large loads of cum all over face and breasts. I grabbed her a towel to clean up and she smiled at us both and told us how great it was. Since then we had another threesome with that friend, and also have hooked up with a few other friends. I cant wait until the next time.