There was two fantasies I had that were yet to be fulfilled. Hayley was fully aware that I wanted a younger guy with a huge cock to fuck her, but she had no idea I wanted to watch her with a gorgeous shemale and for them to cum in my mouth.

The circles we moved in meant that this was unlikely. In my late twenties at the time I don’t think I’d knowingly even met a transsexual.

A younger guy was much easier to meet, but unfortunately the young guys we met were either terrified of an older, assertive woman, who told them exactly what she wanted or turned out to be all talk.

We did get one as far as the journey home but he came in Hayley’s mouth as she told him exactly what she was going to do to him when we got him home.

Anyway, we eventually split and I thought my fantasy would stay just that. Jump forward ten years and Hayley was a sexy mid thirties woman, definitely a milf. We had both remarried but I still got to enjoy her occasionally.

On one such occasion she come home to Leicestershire to visit her parents. She had come alone and had suggested to me that she might be up for some fun. I arranged to meet her in Leicester and I managed to convince the wife I was off for a lad’s night and would be back in the morning.

We met in a city centre bar, Hayley was already attracting attention. She wore a figure hugging dress, her large tits stretching the tight fabric. She had on high heeled shoes and her make was perfect. Lovely, slutty red lips and smoky eyes. I kissed her and remarked on the attention she was getting. The guys chatting to her were a lot younger and my cock rose at the thought of what could happen.

Unfortunately the group of guys moved on and we also left shortly. We did a trawl of our old haunts and discovered that most of them were full of young people in the late teens, early twenties.

We settled in one such bar and had a pleasant time reminiscing. I had gone to the toilet and to get us another drink, when making my way back to where Hayley was standing I noticed she wasn’t alone. She was being chatted up by a young guy, probably early twenties, dark hair and tanned. He was chatting animatedly and kept touching Hayley’s hips and arm. At this point she leant over and whispered in his ear before disappearing in the direction of the toilets. I intercepted her and we went outside. “I want to fuck him in the alley, like the old days.” She told me. She squeezed my cock to gauge my interest and found me as hard as a rock.

What happened next was a blur and before I knew it I found myself in the alley where I’d fucked Hayley and watched her get fucked many times. She was snogging the face off her young man, her hand in his trousers reaching for his cock.  She obviously released it and I could make out her hand wanking him off. She was trying to put on a show and  went to her knees and put his cock in her mouth and began to suck him loudly. Her head bobbed up and down and the young guy moaned  as she stood up lifted her dress and turned to face the wall, her tits crushed against it. “Fuck me,” she moaned pushing her arse back towards him. After a few false starts he managed to get his cock in her and began to fuck her like his life depended on it. Hayley reached back, put her hands on his hips and slowed his pace. She directed him and he began to fuck her with long powerful strokes. My cock was out and I wanked myself while watching.

A few more strokes and he began to cum. He pulled out his cock before she urged him to shoot in her pussy and this was too much for him. He plunged back into her and exploded filling her full of his cum.

I watched as he pulled out and Hayley got  back on her knees and took his cock in her mouth and cleaned it.

The guy disappeared and we met at the front of the pub. She kissed me deeply, tasting of his cum, which I loved and she said, “Get us a hotel room I want you to lick his cum out of my pussy before you fuck me.

We tried a few hotels but all of them were fully booked. We stood in the street discussing our next move. I was all for fucking her in my car, but Hayley wanted a room and a bed.

As we were talking a door opened to our left and quickly Hayley pulled me through it before it shut. We found ourselves in the foyer to a block of flats. It was empty apart from a flight of stairs and pulling me past the stairs we walked through a door into a dimly lit storage/service area. Across the room was a low cupboard and Hayley, after removing her knickers sat down on it. She hitched her dress up,

her wet pussy glistening with another man’s cum.

.”Lick me,” she pleaded.

Her hand found her cunt and she pushed two fingers in as far as she could, they  emerged covered in cum.  I took hold of her hand and guided her cum covered fingers to my mouth before licking and sucking them, savouring the taste.

Hayley grabbed my head forcing her fingers all the way into my mouth as she pushed me towards her wet pussy.  “Lick me,” she moaned again.

I duly obliged pausing to take in the sight of her cum filled pussy the lips splayed with a just fucked look.  I ran my tongue the length of her, pausing to take her clit in my mouth and sucking it gently. She moaned and forced my head into her wet snatch. I began to lick her, at times pushing my tongue deep into her making sure I got all of his cum.

As I lapped her wet cunt I could sense her orgasm building. Her breathing became quicker and shallower, her hands on the back of my head more insistent. I licked up her pussy and took her clit into my mouth, sucking it and teasing it with my tongue.  She wrapped her legs around my head and was soon coming.

“Fuck me,” she demanded, “I want your cock.”

I was desperate to fuck her, but I wanted to fuck her properly, I wanted my cock sucked, not a fast, furious fuck in the service room of a block of flats.

I stood up, pulled Hayley back up and told her we needed to find a room.

We went back out into the street and continued to walk out of town. I figured if we didn’t find anywhere we could fuck in my car.

We were nearly back at the car when we came across a small boutique hotel that certainly hadn’t been there in the eighties.  We pushed through the door into a reception area and our enquires with the young guy at the desk secured us a room, expensive but worth it. It was close to midnight, but I chanced my arm and asked if there was any chance of a drink. The bar was closed, we were told, but we could buy a bottle of something to drink in our room. I think the guy had got the picture as he told us he would sort a bottle of wine. He couldn’t take his eyes off Hayley, whose tits were spilling out of her dress and who definitely looked like she had been recently fucked.

“Any chance you could bring it up for us?” She asked, and the guy nodded his assent.

We found our room on the first floor and as soon as we were through the door Hayley’s tongue was down my throat and her hands in my jeans reaching for my cock.  She released it and was on her knees engulfing it with her mouth, her hands squeezing my balls.

A soft knock on the door and she left me jeans at my ankles and my cock standing upright.

I heard her say, “Can you bring it in?” and her and the guy from the desk entered the room as I struggled to cover up.  He quickly took in the situation and turned to leave. Hayley told him, “Why don’t you stay? I want you both to fuck me.”

I thought he would bottle it and leave, but Hayley made his mind up for him as she laid back on the bed, pushed her dress up and began to play with her pussy, asking him, “Do you want to fuck me? Get your cock out.”

He hesitated, then began to unbuckle his belt and push down his trousers.  His pants followed and his cock came into view. Already half erect it was good seven or eight inches long and thick. It looked like my fantasy was to be fulfilled and I was going to watch Hayley get fucked by a much younger guy with a huge cock.

She had by now sat up and took his cock in her hands, wanking it with long strokes while she licked her lips in lust. It was quickly erect and was I would guess about ten or eleven inches long and as thick as a coke can.

She leant forward and began to kiss and lick its length before taking the huge head into her mouth.  She suddenly stopped stood up and pulled her dress over her head, took off her bra, her gorgeous tits on display. She looked over at me and  told me to come over so she could suck us both at the same time.

I felt deliciously inadequate as I stood, my small cock dwarfed by his monster. Hayley took me in her mouth bobbing her head up and down the whole of my length before going back to our new friend’s massive cock.  She pulled me closer and taking Craig’s (we later found out this was the guy’s name) and pushing it up against mine. She licked both of our cocks at once and tried to get them both in her mouth.  It proved too difficult so she resorted to pushing the length of our cocks together and wanking us with both hands.

I needed her to stop, as the proximity of Craig’s cock and the situation meant I would come soon.  Hayley looked up at me as she wanked us both and asked, “Do you want to watch him fuck me with his huge cock? Watch him stretch my pussy?”

I didn’t need asking twice and stepped back, telling Craig, “Fuck her.”

Hayley moved back on the bed her pussy on the edge, her legs spread, she pulled Craig by the cock and placed it between her pussy lips.  Craig took hold of his cock and began to rub it slowly up and down the entrance to Hayley’s wet pussy, teasing her.

“Put it in me, fuck me she,” she moaned

Craig was obviously more experienced than he looked as he continued to tease her with his cock. “ Beg me,” he told her, “Beg me for my cock.”

Hayley writhed and tried to push her pussy onto his cock.

“Beg for it,” he said again, “Show your husband what a slut you are.”

“He’s not my husband,” she told him, “But, please give me your cock, fuck me like a slut. I want you to spunk in my pussy. I want you to fuck the shit out of me.”

Crag was only human and he gave in and started to push his cock into her pussy, inch by inch. He slowly started to fuck her, letting her pussy adjust to the size. As he fucked her she kept her eyes on me and told me how good it felt and how full she was.  Craig lifted her legs on to his shoulders and began to pound her, pulling his cock right out and then all the way back in. Hayley’s was going wild and was screaming at him, “fuck me like a slut, fill me with your cum, cum in my dirty pussy.”

I moved to the bed and offered my cock for her to suck. She took me in her mouth and began to lick the head while wanking me into her mouth. This didn’t last long as Craig furiously fucked her and her orgasm began to build. My cock forgotten, she started to to cum, which set Craig off, he tried to pull out, but Hayley pulled him into her pussy her red nails digging into the flesh of his bum.

“Cum in me,” she told him. “Fill me full of cum, so he can fuck my full pussy.”

Craig exploded and seemed to shoot a gallon of cum into her willing cunt. When he finally finished he pulled his cock out with a pop and he fell back exhausted onto the chair.

“Fuck me, fuck my slutty pussy,” Hayley shouted, and I moved between her legs, my hard cock at the entrance of her messy, gaping snatch. I pushed my cock into her and began to fuck her hard. I pushed her legs up so her knees were on her shoulders and pounded her.

“Fuck your slut,” she screamed, “Fuck my wet pussy.”

I pounded her even harder.

“Did you like watching him fuck me?” She asked, “Knowing what a slut I am and that I have already been fucked, my pussy full of another man’s cum.”

She continued to scream, “Fuck me like a dirty, cheating slut, use me.”

There was no way I could last and I was soon adding my cum to Craig’s. I pulled out and sat back looking at her pussy dripping cum, her  lips red and cum coated.

While we had fucked Craig had put his trousers back on and was ready to take his leave. I saw him out and returned to find Hayley laying back on the bed, smoking sexily while she played with herself. “Lick my pussy,” she told me. “”Lick my pussy clean while I smoke this cigarette and then you can fuck me again. The sight of her smoking and her cum filled pussy had me hard again and I crawled between her legs, ready to clean her slutty pussy.