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Archive name: expose.txt (couples, swingers)
Authors name: Gilbert (gilbert_@rocketmail.com)
Story title : Wife Watching in Memphis
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This work is copyrighted to the author (c) 2001. Please
do not remove the author information or make any
changes to this story. You may post freely to non-
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Wife Watching in Memphis (couples, swing)
by Gilbert (gilbert_@rocketmail.com)
**
If you like to expose your wife to other men you should
read this. It is completely true. If you are in the
Memphis area you may find some of it even more interesting.
You can email me at: gilbert_@rocketmail.com
**
The following is completely true and happened over the
course of the past two years, gradually getting more and
more exciting, until it culminated with the most intense
sexual event of our lives. Unlike some "true" stories I
have taken extra effort to make it not only factually
correct, but to give an accurate portrayal of my
perspectives at the time and my impressions of Lynn's and
Greg's perspectives at the time.
What follows is a recounting of events that are extremely
private, intimate and personal. And just as the mere
thought of exposing my wife to other men has become
intensely exciting to me, so, too does writing and
posting the most intimate details of our sex life seem to
me to be a type of exhibitionism that I find, in and of
itself, exciting. In other words, describing my wife
publicly and in raw, nude detail turns me on.
Please! When you get done reading the entire text, you'll
find at the bottom what amounts to a request to
communicate with other men who feel the same way about
our wives. I have never spoken with another married man
who has the same desires with regards to showing off
their wife, but would very much like to.
**
For several years I had fantasized about allowing another
man see my wife in various stages of undress, all the way
to completely nude. But the fantasies also came to
include not just bearing of the body, but also the
bearing of her soul as well. For example, at one point I
wanted very much for my best friend to watch my wife's
facial expressions while she had a series of intense
orgasms. And I wanted her to know he was watching her.
Consequently I worked very hard to make this happen.
My wife Lynn's participation in my fantasies has been an
on-again-off-again thing. On a few notable occasions she
has been literally drunk with lust, while at other times
she resists my fantasies on moral grounds. During those
few times (maybe ten times over the past couple of years)
that she allowed herself to really "let go" with me, I
felt that if another male had been present, that anything
(almost) could have happened and this excited me
immensely.
Lynn is somewhat reserved, but certainly not prudish. At
the time she was 30 years old and I 36, and we had three
children. Lynn was about 5'6" and I a little over 5'9"
and both of us have always been within the correct weight
range and builds for our body types. We're both
professionally educated - though Lynn had graciously
sidetracked her career to stay home with our children.
**
It all started out with my beginning to read "Variations"
and "Penthouse Letters". Before that I don't think I ever
could have envisioned my wife with someone else without
becoming jealous. Then one day I imagined hiring a
photographer to take pictures of her in sheer small
panties and a small T-shirt.
The point wasn't to get pictures, but to justify another
man seeing her in an intimate way. I surprised myself by
getting so turned on that I was sure that I could
literally cum without touching myself. The first time I
jerked off thinking about it, my orgasm was so intense
that a buzzing filled my head. And I had never cum so
hard or in such volume before in my life.
This obsession progressed until I was imagining ways to
expose her naked to a stranger. I mentally covered the
full range that any of you with the same desires have
probably covered; from glamour photography to a massage
or having Lynn go shopping for shoes in a short skirt and
no panties.
Then came the day when I decided to begin letting Lynn in
on my fantasy life; to let her know what I thinking.
That night we were lying in bed and I told her a sexual
story. Her positive reaction made my breath ragged and my
pulse race - I was actually telling her what excited me
outside of the norm. That in its self was incredibly
exciting. It was like exhibitionism of the mind and soul.
I was doing a slow strip tease of my mind and hoped to
generate the same excitement in her by doing so gradually
in small steps.
**
The story I told my wife was about a woman who was locked
out of her house. I have clearly marked the beginning and
end of the story I told her so that you don't confuse the
story I told her with the rest of what I am telling you.
This is the first fantasy I created to excite my wife. I
don't remember the exact details of the story, but I have
fleshed it out from the outline I created. I may have
been a little more verbose when telling the story to
Lynn, but there is a limit to how much typing I can do
here. My primary purpose is to give you one example of
the type of fantasy I created for Lynn (and myself) and
the details that make up that story.
**
She yelled and yelled until finally someone came into her
back yard and asked what they could do to help. She heard
the voice of a young man perhaps in his early twenties,
but didn't know who he was. The young woman became
extremely embarrassed when she realized that trying to
slide back out of the opening in the pet door she had
pulled her dress up and he would have a complete view of
her panties.
"I'm stuck. I locked myself out and was trying to get
into the house. Could you please help me?" she asked the
young man that she couldn't see.
"Sure. What would like me to do?" Her cute ass and white
panties had gotten his attention. And since she obviously
couldn't see him, he felt free to stare openly at her.
"Please, help me work my way back out of here. I've
gotten myself wedged in the frame of this little door,"
the young woman replied in distress.
"Okay." The young man started to become aroused when he
realized that he would need to actually touch her.
Placing a hand on the inside of one thigh (the only place
he could pull from since it was her hips that were stuck
in the door frame) he began to pull the young woman
gently back towards him. His hand was under her skirt and
on her bare thigh a safe five inches from the edge of her
panties.
Glancing at her crotch he could see that her panties were
outlining her vagina lips almost perfectly. The woman,
not hearing anything for several moments, suddenly had
the feeling that he was staring at her crotch area. She
felt her face begin to flush with embarrassment. "Are you
still there?" she asked nervously.
"Yes, I'm just thinking about what to do," he replied.
Then almost without thinking, the young man reached his
hand out and begin to lightly caress her panty-covered
ass.
The young woman gasped and stiffened beneath his touch,
"Stop that!" she demanded.
It was as if the young man could no longer hear at all.
Despite further protests from the young woman he
continued to stroke her, both on the outside and the
inside of her thighs, being careful not to touch her
panty-covered pussy lips. But he lightly stroked
everywhere else. Nothing the woman said had any effect on
the young man's gentle stroking.
On the inside of the pet door the young woman was feeling
anger and shame. She was being groped and there was
absolutely nothing she could do about it. It was
infuriating, she thought. But still, the young man had
not actually touched her crotch area - he was damned
close, but had avoided it.
The woman twisted and struggled in an attempt to exert
some control over the situation. As she twisted and
turned, she noticed that something felt funny. Something
between her legs! Oh, no-o-o, she moaned inwardly. She
was actually becoming wet from the man's unwelcome
stroking. How could her body do this to her?
"Damn it! Stop rubbing my rear and help get me free!" she
lashed out loudly at the young man, in an attempt to
distract her body. But instead she could feel the
dampness between her legs growing. It both humiliated and
infuriated her.
Then she began to be afraid that the young man might
actually notice the wetness at her crotch - he might then
begin to more directly fondle her or even rape her, she
worried, the surge of fear cutting through all her
indignation.
Suddenly she heard the young man breath deeply several
times, as if smelling a flower. At first she didn't
understand what he was doing, but suddenly it became
clear to her. 'Oh, no-o-o-o-o!' she thought to herself,
now completely humiliated, 'Now he can smell me.'
And he could. He could smell her body's arousal. The
young man took a finger and as lightly as possible,
dragged it across her panties directly up the gash
beneath them. It was almost as if he wanted to touch
without touching.
The effect on the young woman's body was instantaneous.
Within seconds, the lips of her pussy became engorged and
swollen.
Now he could actually see the wetness start to soak
through her cotton panties. His finger made the trip
again and this time he could feel a distinct dampness.
The young woman's body had completely betrayed her. Her
breathing was becoming short and ragged. Suddenly a
torrent of fluids poured from her pussy into her panties,
right in front of the young man's face as he looked on in
surprise.
She had always been like that, but it was much more
intense this time because she didn't want to become
aroused. Her fiancee had once fingered her under the
table in a restaurant. She'd become so wet that at first
they both thought she had urinated. Then they realized
that she'd just become very wet and had gushed all over
the booth seat as well as the back of her skirt. She made
him walk out directly behind her to hide the large wet
spot on the back of her dress.
He had called it "wetting herself" (much to her
embarrassment). The term was accurate. And now she had
"wet herself" again, and in front of someone she didn't
even know, and in fact, had never even seen. It was
totally humiliating, but somehow that made the feelings
of arousal even more intense for her. She caught herself
moaning out loud as her feelings of embarrassment and
arousal mixed together and fed each other.
Suddenly she felt the crotch of her panties being pulled
aside. The sudden wet coolness she felt told her that her
pussy was now a sloppy, swollen, dripping mess and was,
in all probability, standing wide open blatantly
advertising her arousal to this strange man.
Then she felt the tip of a finger sliding up and down the
outer lips of her pussy!
Maybe if he had been more direct and intrusive she would
not have become so aroused, but he had been so gentle;
touching her with only the slightest of pressure, never
being forceful. Now he wasn't even penetrating her,
allowing just the very tip of his finger to slide the
length of her slit, barely touching both lips of her
extremely wet and slick vagina. But that slight touch
sent lightning bolts screaming from her clitoris to her
brain. It started as shiver coming from deep inside her.
'No!' She told herself, 'do not have an orgasm! Do not
have an orgasm! No-o-o-o,' she groaned inside. 'Not like
this! Not in front of this stranger.' But the more she
tried to stop it, the greater the pressure built inside
until -- like a dam bursting, an orgasm wracked through
her entire body, causing her to tremble uncontrollably
and her mouth began a wail. The total loss of control was
so intense that later she was surprised she hadn't empty
her bladder.
After her orgasm had subsided and left her spent and
drained, she realized that her movements had been caused
her to slide out of the pet door enough so she was no
longer wedged in the tiny, narrow opening.
With a sense of complete humiliation she pulled her head
out to finally face the younger man responsible for
touching the raw animal in her - only to find that he was
no where to be found.
Standing up and brushing her skirt off, she realized with
a shock that her panties were gone. He must have taken
them off during her orgasm. It had been the most intense
orgasm of her life, and she hadn't even seen the man who
had given it to her.
End of fantasy - now back to what actually took place.
**
Well, this story touched a raw nerve somewhere deep
inside of Lynn and seemed to have an even stronger effect
than I had hoped for. My wife's pussy now had swollen,
puffy lips and was wetter than I had ever seen her (these
are details I referred to above that I find exciting to
share). I slipped a couple of fingers into her and begin
to swirl them around deep inside of her. This caused her
to slip over the edge into her own intense orgasm.
After it had subsided, she lay in the middle of the bed,
nude with her legs splayed apart, her pussy twitching and
slowly leaking her own wetness down between her legs,
making her asshole slick before making a wet spot on the
bed sheet. My wife is multi-orgasmic. Depending on the
level of her arousal before the first orgasm she can
sometimes orgasm seven or eight times with a vibrator.
As I slipped my dick into her wet pussy, I realized how
very open she was!
She was more aroused than I ever remembered. And every
movement of my dick in her caused her to spasm closer to
her next orgasm. I, like most males, become extremely
turned on whenever my wife becomes so turned on that it
no longer matters to her who, what or where - she simply
needs satisfaction immediately (and usually several
times).
In other words, she momentarily became a slut of sorts -
and nothing excites me more than watching my proper,
reserved wife lose control to the slut inside her. Don't
get me wrong - it doesn't happen that often. But I was
very excited that perhaps, by telling her my fantasies
out loud I might be able to generate some fantasies. So,
from that point forward, foreplay with my wife was
accompanied by an erotic story.
Gradually over a period of several months I began to
shift the perspective of the stories, from a faceless
woman in each one, to where Lynn was the star of the
story and essentially I begin to slowly reveal my
fantasies about exposing her to other men (at this point
I only wanted to show her off). I was surprised to find
that she eagerly listened to stories about being
"accidentally" caught in the nude by my friends. But
always, after several intense vibrator, dick or finger
created orgasms, Lynn would qualify the whole experience
with a reminder that it was "all just a fantasy".
But I, not completely satisfied with fantasies, by now,
begin to want more. Greg, one of my oldest friends and
the best man at our wedding lived in another state, but
we kept in touch and spoke often by telephone. One day at
work during a telephone conversation with Greg, I became
intent on sharing some inappropriate details concerning
Lynn with him.
I had known Greg since well before Lynn and I were
married. In all that time I had always remained, as had
he, the perfect southern gentleman when it came to
discussing my wife (he was and is single). All three of
us were good friends and felt comfortable in each other's
company.
However, during this phone conversation I begin to probe
Greg out a little regarding what he thought of Lynn. At
first he was careful to stay correct, but as I begin to
broaden the conversation by saying things like, "You
should have seen the way Lynn came to bed the other
night..." whereupon he would, of course, ask me to
explain. Gradually over the course of an hour and a half
conversation we both became less and less inhibited in
our descriptions and thoughts about Lynn.
Eventually I was describing how much pussy hair she had
and what her breasts felt like. This was incredibly
exciting for me. Here I was talking about my wife in the
most explicit terms possible to my friend whom I was
quite sure would think about Lynn the next time he jerked
off.
Then I moved into phase two of my plan. I told Greg that
I had just purchased a frame grabber that would allow me
digitize a picture from a video into a bitmap file that I
could then send to him electronically. He expressed a
technical interest and didn't understand where I was
going with it until I asked him,
"Greg, if I took some nude or semi-nude pictures of Lynn
would you like to see them?" I asked with my heart in my
throat.
A heavy pause on the other end of the line, while Greg
composed himself.
"Would she let you show them to me?", he asked.
"I don't know, but I can ask." was my answer.
"Man, I'd loved to look at Lynn's tits and pussy..." he
drifted off, obviously imagining it as he spoke.
I was thrilled! Now I even had a partner who would
appreciate it in much the same way.
"I'll see what she says. To tell you the truth, if she
were game I'd let her to strip - while you watched - in
our living room." I told him with a very tight throat
resulting from sheer, raw excitement.
"Oh, man I'd love that!", Greg responded with a similarly
tight throaty voice.
"Okay, I'll call you tonight." I hung up and sat in my
office with my hands trembling slightly.
That night I installed the frame grabber and figured out
how to use it. Taking the video output directly from the
video camera I was able to view "live" video on my
Windows desktop on my Dell 486 and then by pressing a
function key, "freeze" or "grab" a frame. From there it
was simple to save it to a disk file - which could be
sent immediately to Greg, several states away. Excited
about what I was about to try to do to the point of
trembling again, I called Lynn upstairs to my home office
to show her my new "toy".
Lynn was instantly captivated with striking different
poses from different angles and then critically
evaluating the results (of her own image - she's quite
gorgeous - not just my opinion, either) on the screen and
getting me to save to disk those she really liked. After
a few minutes of doing this I took a deep breath and
prepared to cross a new threshold in my pursuit of
exposing Lynn to other men.
"Why don't you slide your blouse down off one shoulder
for "sexy" look?" I suggested.
I thought I would pass out from excitement when she did
as I asked without hesitating. Quickly saving that one, I
wasn't sure if I would send it to Greg without her
permission, but just having that ability - the ability to
show Greg something even slightly intimate was a source
of endless thought possibilities.
With a defined shortness of breath I asked Lynn to remove
her top altogether. With an expression that indicated
some arousal on her part, she took off her shirt and
exposed her firm, good-sized breasts to my video camera
and frame grabber. As I took picture after picture of
Lynn nude from the waist up she was beginning to get
hornier and hornier until at one point she started
licking her own nipples for my pictures. I thought I was
headed for a heart attack; my pulse was going so fast.
Suddenly she stood up and came over to my chair, and
straddling my lap sat facing me with her breasts right in
my face. Then she began to grind blue-jean covered bottom
into my now rock-hard dick, while trying to suck my
tongue out of my mouth at the same time. I realized that
posing for pictures made her incredibly horny. I wondered
to myself what would happen if told her a sex-story right
now.
But instead of a story, I begin to tell her how exciting
it would be to send one of the digital pictures to Greg
for his opinion. As I described the whole thing in detail
I was amazed at the look of pure lust that begin to
appear on her face.
"You think he would like them?" she asked.
"I know he would." I assured her.
She paused for a second then said, "Okay, one picture
that shows my breasts. But you can't tell him that I know
you are sending him the picture. You have to pretend that
you are doing it in secret. Okay?" I could only nod, not
trusting my constricted throat and dry mouth to answer
her.
Together we selected a picture that showed both breasts
fully along with her face. Then she went downstairs as I
prepared to send the picture to Greg. First, I had to
call him and tell him to expect it since I intended to
have my computer call his via modem and directly put it
on his system. Before I sent it to him, though, I encoded
it so that he could only look at after I gave him the
password.
After sending it to his computer I went downstairs to
find Lynn lying on the bed nude gently touching herself
with her fingers. Realizing how excited she was about
showing her body to my best friend only made me more
excited if that were possible. Putting the phone on
speaker so that Lynn and I could hear at the same time, I
called Greg and gave him the password.
A few seconds later we heard a sharp intake of breath as
my friend got his first look at my wife's partially nude
body. I was so excited that am quite sure that could have
cum without touching myself.
Taking off my clothes I got on the bed next to Lynn. At
her request Greg didn't know she was listening or was
even aware that I had sent him the picture. I asked Greg
for comments.
"She has the most suckable looking breasts I have ever
seen." Greg gushed.
Looking over at Lynn for her reaction I saw that she had
eyes closed and was masturbating furiously while
listening to Greg describe what he wanted to do her.
To me this was a dream "cum" true.
Then Greg asked, "Do you think I could see one of her
pussy?", still not realizing that Lynn was listening.
Glancing quickly at her, she had one hand on her nipples,
legs spread apart and her index finger rubbing her clit
as fast as she could.
Unable to control myself, I started talking to Greg about
how wet she had been "last night". I openly and bluntly
talked about fingering her pussy and then making her lick
her own wetness off my fingers. Lynn was looking at me
with a completely lust-consumed look on her face, while
shoving three fingers deep in her pussy.
Still talking on the speaker phone to Greg, I told him
that I would go upstairs and see I still had the picture
of her showing her pussy.
Lynn suddenly set up and leaned over to me and whispered,
"Do you want to send him one picture of me completely
nude showing my pussy?"
I whispered back, "That would turn me on so much I can't
describe it."
"You want him to see me completely nude, with my legs
spread?" she whispered in a husky voice tense with
excitement.
"You'd actually spread your legs for him?" I asked
incredulously.
She nodded.
Her words so excited me that my dick began to leak cum
without being touched. I told Greg that I'd call him back
in a few minutes with the picture that included my wife's
pussy.
Back upstairs she draped herself across an easy chair in
my office with a leg over each arm of the chair in such a
way that it caused her pussy to spread itself open
exposing the wet, pink interior to the camera.
We took several pictures including one of her
masturbating herself with her fingers while looking into
the camera. She decided that she couldn't send that one,
but did settle on one that had legs spread as far apart
as they could go, blatantly exposing the inside of her
pussy to the camera and showing beyond any doubt that she
was in an extreme state of sexual arousal.
After sending the encoded picture to Greg, we were both
back downstairs while I talked to him on the speakerphone
waiting for the decoding to complete and for the image to
appear on his screen. Both Lynn and I were aggressively
masturbating ourselves when Greg moaned as he got his
first look at Lynn completely nude with her legs spread.
In a tight voice that Lynn could easily hear Greg said,
"Oh, man I'd like to fuck Lynn right now - you are such a
lucky man."
Glancing quickly at Lynn I saw the effect his words had.
She was in the beginning of a huge orgasm. I watched as
if in a trance, hoping that she would be unable to have
it silently and would cum loud and hard while Greg
listened. She bit her knuckle hard and made little mewing
sounds while she continued to have an extremely long and
hard orgasm. Greg apparently didn't hear her.
Putting a pillow over face and clamping it down she came
and came and came. Greg was still trying to talk to me,
but I was hypnotized from watching Lynn.
As Lynn's giant orgasm wound down and she began to slowly
masturbate again towards her next one, I detected a
change in Greg's voice. It became clear to me that he was
beating off and trying to hide it from me.
Looking at Lynn I asked Greg, "Are you jerking off?"
"Yeah, sorry," he breathed, "but right now I can't stop
thinking about what it must be like to screw Lynn - or to
eat her pussy."
Lynn's body was convulsing into another orgasm from his
words and the fact that she was listening to him beating
off while thinking about her. Her legs were spread and
jerking up and down on the bed as she tried getting all
of her fingers in her cunt. I was sure that Greg would
hear some of the noise she was making and make a comment
thinking it was me.
Suddenly Greg grunted and began to cum. After he finished
he said good night and thanked me profusely for sharing.
As soon as he hung up Lynn begin bucking and screaming
into her last cum of the night.
I couldn't believe what had taken place. The next morning
Lynn was still very horny. She is like that. When she
gets intensely excited it takes her several days to get
back to 'normal'.
This is where I'll need to end the first part. Other
events left to describe:
2 - Lynn and I wind up talking to Greg on the
speakerphone (both of us this time) and we talk Lynn into
vibrating herself openly and loudly for Greg. Then Lynn
and I fuck while Greg listens.
3 - Greg comes to town and Lynn pretends to be asleep
nude on the bed and allows him to get a close up view at
my request.
4 - On a different trip to town we drink a little too
much wine while playing Scrabble, Lynn goes to bed early,
passes out completely and I let Greg pull her panties
down and actually touch her pussy for the first time
(this was an INTENSE moment).
5 - Final event that only happened a couple of months
ago. Lynn, Greg and I were all in Dallas by chance
(somewhat planned by me) and he came over to our hotel to
go swimming and eat dinner. After swimming, Lynn wound up
walking around the hotel room in her panties and pullover
shirt. Next we all wound up nude after a couple of hands
of "strip black-jack".
Then with Greg jerking off and watching from the other
bed, I wetly fondled Lynn, then ate Lynn out and finally
fucked her. Both Lynn and I were VERY excited knowing
Greg was watching everything. Although Lynn would not let
Greg touch her, she masturbated herself with a vibrator
for us (with Greg's face less than 2 inches from her
pussy the whole time - during this he grabbed her by the
ankles, spreading her legs far apart and blew on her
pussy).
In the end Lynn allowed Greg to cum on her breasts (I was
in a state of happy shock) and me to cum on her face.
If you are in the Memphis, TN area:
Although we are not really 'swingers', I have exposed my
wife to other men on a few occasions (my friend Greg and
few truck drivers) and enjoyed it immensely.
However, sometimes what I wanted was to take my wife
somewhere safe and show her off to another man without
having to worry about all the safety and other issues.
I just want to expose her in different ways for our
exhibitionistic pleasure and for the pleasure of the
other guy as well. Although, I might let her (if she
wants) go so far as to give the other guy a hand-job, I
do not want her to actually have sex with him. Nor do I
want him to expect it.
Sometimes I will want to slowly strip her in front of the
other guy.
Another time I may want to fuck her while we are being
watched.
Anyway, since the only friend who knows about our 'fun'
is single and lives out of state it makes it difficult
when the right combination of opportunity, desire and
'mood of Lynn' arises.
So first of all I would like to make contact with another
husband with similar interests. Perhaps meet someplace
without the wives (Lynn doesn't know about this yet and
probably wouldn't approve of it) just to talk about it.
Just talking to another guy who thinks the same way about
his wife would be a new experience for me.
Additionally I would like to try the reverse, where I
watch another guy and his wife.
I am a professional with a college education and mid
level management position with a large company. My wife
also has a college degree though she has exchanged her
career outside of the home for the benefit of our young
children.
Having been there, I know when I'm in the mood to strip
all of Lynn's clothes off her and ask her to masturbate
in front of another guy, I would want him to be:
- Someone who will respect, without complaint, my
boundaries (as I would in return)
- Someone who has a stable position in society: good job,
good home, nice family, etc.
- Someone who is a decent conversationalist and has a
sense of humor (this would be important for Lynn)
- Someone that can be TRUSTED COMPLETELY with that side
of our lives
I am (we are) completely heterosexual, completely drug-
free, not into pain or other extreme types of sexual
behavior (we have experimented with very mild bondage by
tying Lynn spread-eagled to the bed).
If you generally fit the above description and would like
to show-off your wife in a neutral, safe place (like a
nice room in the Omni at Poplar and 240, f.ex.) and would
be willing to return the favor and watch my wife, just
send me an email at: gilbert_@rocketmail.com
*** (Note the underscore after "gilbert" in my email
address).
After making initial contact via email, we could talk on
the phone and then perhaps actually meet somewhere if
everything worked out to that point.
By the way, I'm not looking for regular swingers, but
would prefer to find a couple who are as relatively new
to this as we are.
Also, although we're in our 30s, you can be in your 40s,
50s or whatever, that doesn't matter in the slightest.
I'm just looking for someone that will get excited
watching my wife get fucked in the same room and will
themselves get excited showing off and fucking their wife
while I watch.
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It's okay to *READ* stories about unprotected sex with
others outside a monogamous relationship. But it isn't
okay to *HAVE* unprotected sex with people other than
a trusted partner. You only have one body per lifetime,
so take good care of it!
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Kristen's collection - Directory 13