I was so excited I nearly felt sick. Tonight, for the first time, I was going to watch my girlfriend play with another man’s penis. An older man. My mind was racing the entire drive there, and we didn’t speak a word to each other.

We met Michael at Paul’s Steak House in Newark. My girlfriend and I had agreed it would be best to travel at least two hours away to minimize the chances of involving anyone we or our families knew and, knowing we were poor college students, Michael offered to pay for a nice dinner.

He was already at our table when we arrived. He was dressed in a tailored suit and he greeted us with a firm handshake. For a man in his fifties, he wasn’t very grey.

“Brian, Kaylee, it’s good to meet you. I’m Michael. Shall we get something to eat while we get to know each other?”

The truth was that I was so excited that I wasn’t hungry, but I didn’t want to say no. I was hoping Michael would take the lead in the conversation – how do you talk about Sex with a stranger you just met? — but he seemed as nervous as I was. The three of us ordered appetizers and I talked about the menu simply to keep the awkward silence from growing. Kaylee obsessively sipped her water and nodded in agreement at every trivial thing Michael and I said about the food. I wracked my brain for a way to break the ice. Finally, Kaylee asked Michael about his family.

“My son and daughter are both out of the house now,” he said. “My son graduated from Fordham and my daughter is going to school out west. Besides that, I’ve been divorced for years. Never remarried. When my daughter went to college that’s when I started to dip my toes back in.”

“You mean, into cuckolding?” Kaylee asked.

“Yeah, well, being a bull for couples. I was really into it when I was a bit older than you two, especially when I was doing my MBA. I dialed it back when my career picked up and I had my family. I did meet my Wife at a swinger club though. In retrospect… I think might have been a bad idea. Having the same kinks doesn’t necessarily mean you’re compatible in other ways.”

I’ll admit that I had stalked Michael online before arranging today’s meeting. He didn’t do much to hide his online presence, and although there was no information about his kinky activities to be found (at least, not by name), I did find plenty of details about his personal life. I found the advertising agency he worked for. His name also appeared in a Fortune article about white collar crime, but a quick Googling didn’t return any arrest records. I’d thought about paying for a background check but decided that I was being paranoid and that it might freak him out. I’d also learned that he was 51 years old and that his daughter was a year older than us and a junior at Arizona State.

“Well, water under the bridge!” he said, stretching his arms and sliding down his seat. “What about you two? You don’t look like you can have been in the lifestyle very long.”

“No!” we both said. “In fact, this will be our first time bringing in someone new.”

“Well! I’m honored. Like I said, I’m just getting back into the swing of things too. You’ll only be my third couple since I’ve become an empty-nester. I still get butterflies like it’s the first time. Of course, sleeping with new people makes it so exciting!”

“I’m sure sleeping with college co-eds makes it exciting too,” Kaylee said with a wry smile.

Michael blushed. “Well, I can’t deny that. In fact, my other two couples are also college students. I suppose you could say I’m going on a college tour.”

This was actually how I had learned about Michael. I’d read someone’s post on Reddit called “Watching my girlfriend bounce on dad dick” and I reached out to the poster, who gave Michael a rave review and put me in touch with him.

None of us were eating our food, and Michael asked for the check. He had offered to pay for the hotel too, but I had gone ahead and booked it myself. Felt safer that way, I don’t know why. It wasn’t far, and we went up to our room together.

Once in the room, Michael took off his shoes and jacket and sat down on the bed. Kaylee sat down next to him. “Hello,” she said, beaming. Her dimples appeared when she smiled. They were undoubtedly one of her cutest features.

Michael smiled back. Then, without a word, he gently brushed back her hair, leaned in and began kissing her neck. I saw Kaylee’s arms break out in goosebumps and she took a big breath, tilted her head slightly back and closed her eyes. While one hand held back her hair, his other hand went up her shirt and began feeling her breasts. He discovered that she wasn’t wearing a bra, and that her breasts were round and fuller than he had expected. He took turns holding each of them as he kissed Kaylee. He gave them a squeeze with both hands before pulling her shirt over her head. With her top now off, Kaylee moved to sit on top of him, straddling him with her legs, and gave him a deep kiss.

“Here, hold on,” Michael said as he pulled her closer and slid to the edge of the bed. With her arms wrapped around his neck, Michael grabbed Kaylee and stood up, lifting her up with him and cradled her by her butt, standing with a wide stance and knees slightly bent. He rotated and slowly laid her down on the bed.

“You don’t skip leg day!” she said.

“Back up on the bed a bit, okay? Is it okay if I suck on your tits?” Michael asked.

“Of course!”

Michael laid down next to Kaylee and began to kiss and suck on her left nipple, caressing her right nipple with his Free hand. Kaylee closed her eyes and said “that feels nice.”

He looked up at Kaylee and gave her breast a squeeze. “At dinner, I had no idea you had such perky tits! Back in my day, we called these torpedo tits.”

We all laughed. “We still call them that,” I said.

“Enjoy them!” he said. “College tits are the best.”

“Oh, I don’t know about that, but believe me, I do.” I felt pride swelling inside of me. It’s true, Kaylee’s breasts were phenomenal.

Michael got directly on top of Kaylee so he could motorboat her. Lying on top of her, her arms behind her head, both of her breasts cupped in his hands, he began sucking wildly on her nipples. Kaylee’s chest was rapidly rising and falling, and when she opened her eyes to smile at me her dimples appeared.

“I Love it,” she whispered to me. She rested her arms on his broad shoulders and stroked his hair as he continued to nurse at her breasts. Kaylee and I had shared a moment like this many times before. It was a beautiful thing to watch.

Eventually, Michael stood up and lifted Kaylee from the bed.

“Ready to change it up?” he asked.

He moved one of the chairs so that is was facing the end of the bed and told my girlfriend to kneel in between them. He took off his pants and I watched his penis bounce as he removed the rest of his clothes. He sat down on the bed’s edge and pulled some pillows behind him for support as he set his feet on the arms of the chair so that his erect penis was directly in front of my girlfriend’s face. She instinctually grabbed hold of it with both of her hands.

“Good girl,” he whispered. “Not too tight, not to start. I’m going to talk you through it.”

My girlfriend shifted her legs and sat up a bit straighter, looking Michael in the eyes as she loosened her grip on his shaft. From where I was sitting, Michael’s raised leg was obscuring my view, so I scooted my chair to the left.

“Sorry Brian! Can you see?” Michael asked. “You can get closer if you want.”

I sat down so that I was about three feet behind Michael’s right shoulder.

“Yes sir! Just had to get a better angle!”

From here I had a direct view of his penis and my girlfriend framed between his legs. I admired his penis: it was straight, proportional, and had great coloration. It was easy to see why he was so successful.

As if she were reading my mind, Kaylee gave it a kiss and said “you have a beautiful cock, Michael. Thank you for sharing it with me.”

He laughed. “The pleasure’s all mine. We’re going to have fun with it.” He turned his head slightly to me. “And thanks for being here too Brian. It’s nice to have an audience.”

“Now,” he spoke to Kaylee, “stroke up and down slowly, but consistently. All the way, your hands should caress my corona. A little bit faster…”

“Like this?”

“Yes, just like that, that’s perfect,” he said, running his fingers through her hair. “You’re doing a very good job. You’re a good girl.”

All three of us were paying complete attention to Michael’s penis. Kaylee’s hands were moving over it in a rhythmic, almost lyrical fashion.

“Now, lick the tip.”

My girlfriend obliged with a huge smile on her face, sticking her tongue out and bobbing her whole head up and down.

At this Michael let out a gasp and a chortle. “Wow, you are such a perfect good girl! What am I going to do with you?” he said, stroking her cheeks as she licked his cock.

My girlfriend put her whole mouth around the head of his penis and sucked so hard that her lips made a “pop!” as they came off.

“Yes! Do that some more! Wait…”

Michael took his feet off the arm rests and widened his legs. He arched his back slightly, propping himself up by his elbows, and thrust his hip forward. Kaylee returned the head of his penis to her mouth and set about sucking it with everything she had.

“Pop!” Pop!” Pop!” Her lips filled the room with the beautiful sound of oral Sex.

“Fuck yes! Fuck yeah! Oh, fuck!” Michael nearly yelled. He was breathing heavy and I watched his abs expand and contract.

“Fuck that’s so good. Play with it with your tongue.”

Kaylee’s tongue began flicking across the tip of his penis. Then, while lightly stroking his shaft, she twirled her tongue around its circumference in a circular motion.

Kaylee moved her hands to the base of his shaft, stabilizing his movement for her next plan. She began to run the tip of her tongue slowly and intentionally underneath his glans, where the head meets the shaft, spending extra time on his frenulum. She explored with rapt fascination, as if her tongue was a divining rod, looking for its most sensitive spot, the perfect pattern of delicate stimulation.

Satisfied with what her tongue had discovered, Kaylee gave his penis a few pumps and took a deep breath. Again, she took the entire head of his penis in her mouth, but this time she didn’t immediately suck it off with a pop. Instead, she began taking control of her breath, shifting her breath to flow through her nose. She tried to say something while his penis was still in her mouth, but it came out as gibberish.

“Pardon?” asked Michael.

Kaylee released him and let out a laugh. “Sorry! Ha! Can you sit up a bit more is what I meant to say. You’ll see…”

Michael did so, and Kaylee took his penis back in her mouth and reached up to his chest with both hands to play with him. She began flicking his nipples with her index fingers and then alternated between pinching and rubbing them. All the while she continued to suck, and without her hands to wipe it away, her drool started to run down his cock and collect on his balls.

“That’s… amazing,” Michael moaned. The hair stood up on his arms. He took a big swallow and closed his eyes.

I had been looking forward to this moment the entire evening. On campus, Kaylee would play with my nipples when she blew me, and I knew how good she was at it. It was a hypnotic experience, and I was eager to see how Michael reacted. I pushed my chair back a little so I could take in the whole scene.

His only movement was to widen his legs further, which seemed to me as wide as they could go. His eyes stayed closed the entire time, although Kaylee kept glancing up at his face, which alternated between grimaces and quick breaths. I noticed that sweat had started to bead on his skin, some of it it running down his muscles and onto the bed. He was muttering something under his breath, but it was too strained for me to make out.

At one point Michael’s penis popped out of Kaylee’s mouth and, without removing her hands from his nipples, she bobbed her head down to take back control of his flailing member and resume sucking. All Michael could muster in this brief moment of respite was a fervid exhalation and a quick nod of his head.

Michael’s face had become beet red and sweat stains were growing on the bedsheets. He opened his eyes as much as he could to look at Kaylee and declared that he was about to ejaculate.

It was at this point that the line between reality and fantasy started to blur for me, and the warping of my consciousness impedes my memory of this moment. The world outside our room ceased to exist. I realized for the first time that I was masturbating, although I had no idea for how long, and I felt no agency over the act; my hand having become an alien machine. An unnatural sound started filling the room. Was it coming from Michael? My gaze moved from his face down his body to the penis in my girlfriend’s mouth, which became the center of reality, orbited by her lips and tongue and the moons of her eyes. I felt paralyzed. I heard somebody say “I Love you,” but I don’t know if it was Michael or Kaylee or myself. An eruption forced its way out of Kaylee’s mouth and with it returned the flow of time. Fields of pleasure collapsed into me.

When I had regained my focus, I saw Michael collapsed on the bed, face in a scowl, arms spread eagle, drenched in sweat, his stomach rising and falling. Kaylee was still kneeling on the floor, lapping joyfully at his balls. She smiled at me and said:

“We’re definitely doing this again.”