Mie Pam Pete and the Favor

*Inspired by those who have to overcome obstacles every day and do so with a strength and dignity I admire.*

Part One

Pam stood in front of the full length mirror in the bedroom, scrutinizing her outfit. Is the skirt too short? Maybe not short enough? No panties on, so can't go too short. Hmmmm. The black stockings were very nice, but she wasn't sold on the shoes. Should she change them? Her salt and pepper gray hair made her feel old, but she had to admit, despite being in her mid 40s she still had the body to pull off the slutty rock chick look. 5' 6" (5'9" in these shoes) with a 36 c chest and 36 hips, she knew she'd get some good attention wearing this outfit. She pushed her tits up some. Damn gravity.

Her husband Pete was in the doorway and looking at her. "Don't over think it. You look hot. Quit worrying." Pam turned and looked at him in his chair in the doorway; she smiled and fought back a wave of emotion.

"You're sure you're ok with tonight?" she asked.

"Yup. We've talked and talked about it and made our decision. I'm excited for you. You go out and have fun. Don't worry about anything else." He replied. They had struggled with a lot of the last few years, but Pete could honestly say he was happy for his wife, and happy he had a good friend he could entrust with this endeavor.

The doorbell rang and Pete spun around to go answer it.

"He's here."

Pete wheeled up to the door as Pam walked out of the bedroom behind him, putting her light jacket on over her sheer black blouse and grabbing a small overnight bag. Pete opened the door to see their longtime friend Mike standing there, looking a bit nervous himself.

"Hey Brother!" Pete called out as he backed up to let Mike in.

"Hey Petey" Mike said walking in. Noticing Pam standing across the living room, he nodded to her "Pam, goddamn! You look hot!"

Pam said thanks and looked away; clearly still battling nerves and some conflicting feelings.

"Ya'll have fun, be safe" Pete said

Mike stood to the side and motioned to the door for Pam. Pam walked over, stopped to kiss Pete on the cheek and walked out of the front door. Mike leaned down to Pete.

"You are absolutely sure this is good. I am here for you man. Any second thoughts and this is a no go." He said to Pete in low voice, not wanting to make Pam any more uncomfortable.

Pete looked at his oldest, dearest friend and said "Without a doubt, this needs to happen. If not for you, there is no way it would. Now don't make her wait." Pete nodded to the door and Mike smiled, stood up and walked out.

Mike opened the passenger door for Pam and then walked around and sat behind the wheel. Pam was staying composed, but still not really at ease. Mike figured it was time for the talk.

He turned in the seat to look at his best friend's wife.

"Pam, listen. I know the three of us talked this all out. We went over everything and came to the decision that everyone was ok with this. But I need you to say right now before we go anywhere that yes, you want tonight to happen and you are going to let go and live in the moment. That for a short period of time nothing else exists except the now. Are you sure you can do that? If not, we go have a cup of coffee at Denny's, maybe catch some music and Pete knows nothing different than what you tell him. It is up to you."

Pam bit her lip, took a very deep breath. She looked over at Mike, found her resolve and said "Yes, I want this to happen."

Mike was relived and nodded. "Good, ok then. Now that all that is out of the way, let's talk some more as we drive."

Mike started up the car and pulled out in to the road. Off into the night they headed as Mike began to talk.

"Pam, I know my role in this was to set up this adventure and make sure that you were safe and comfortable the entire time, and I am very happy to do that. But now that we've taken this step, I need to ask you a couple questions. Not to put you on the spot, but to get some things clear, ok?"

Pam looked at Mike with a sideways glance "MMM, ok...."

"With no disrespect to my dear friend Pete, you wouldn't have minded fucking me for some time, am I right?"

Pam grinned and bit her lip. "You're an attractive man, Mike, always have been. I have enjoyed watching you when swimming at the lake, and always thought the women you dated were lucky. Yes, I have had sexual thoughts about you."

Mike nodded and continued "And while I never acted on it of course, I have always thought Pete was a lucky guy. Now, I don't want to make you uncomfortable, but if I'm going to watch a bunch of guys fuck my best friend's wife, well damn it, I think I should get to as well. Since we are going way off the map here as far as our relationship goes, I don't think that is going to be a deal breaker, do you?"

Pam laughed. Hearing Mike say the words out loud and actually being faced with the reality of "getting fucked by a bunch of guys", was all she really needed to hear. It was real, it was happening and her husband knows and is encouraging it and she has an old dear friend to make sure she is safe and she will finally get to satisfy her curiosity about her old friend's sexual prowess, well, hell, JACKPOT is the term that pops in her head.

She looks at Mike and says "Mike, I want you to fuck me first."

Mike smiled and said "Ok then, let's have some fun."

Mike pulled up to the hotel and pulled around back.

"I checked in before coming to get you." he said. Pam got out of the car as Mike shut the engine off. He led her into the building with his key card and down the hall just two doors to the room. "I hope I got all the supplies you will need." He said and opened the door.

Pam walked in and was impressed at the lube staged on the night stand and condoms staged on the dresser. Mike really did plan this out. Mike turned on the TV and hit a couple of buttons and porn started playing. "I pre-paid one of those 12 hour package deals so we'd have non-stop inspiration playing, if you want it in the background."

Pam looked at the screen and liked the fact that the scene on screen just happened to be a woman getting double teamed. "Fitting." she said and gestured to the TV and walked into the bathroom to set her bag down.

Mike looked at it and said "Ha, indeed!"

"So," Pam asked "what's the plan?"

Mike smiled and said "Well, the plan is this; a guy I found online and met with this afternoon is coming over in just about 45 minutes. He's going to get things started, then, I have a little change up in mind. If you're up to it after my little extra adventure, we can come back here and I'll start answering more of the replies I've had to the ad I placed. Based off the quantity of responses I've had, I can keep a line of cocks coming for you as long as you can take them."

"Extra adventure? A hotel gang bang isn't enough?" Pam asked with wide eyes

"Well, when I do something I like to go all out. I don't want to ruin the surprise, but yes, something extra. I think you'll like it."

"Hmm, ok. I'm leery though." She said

"First things first" Mike said "You did catch the part where a guy is coming over to fuck you in less than an hour, right?"

Pam's clit tingled and her nipples began to harden. "You picked one out for me already, huh?"

Smiling, Mike said "Yes I did. Think you'll like him too."

"What do we do for 45 minutes or so?" Pam asked coyly.

Mike smiled, his cock straining against his pants. "Let you practice." he said

Mike walked up to Pam and pushed her to sit on the edge of the bed. He smiled a sexy smile as she looked up at Mike and his 6'1" frame. She was finally going to see if his cock was as much fun as the bulge she secretly eyed now and then looked like it'd be. Mike undid his pants and let them slide down. His boxer briefs covered his hard on and Pam loved how it looked bulged under the fabric. She relished that moment of slowly pulling the waistband out and down and watching his hard on pop free.

Mike's 8' raging hard on swung free and stood at attention at Pam's face. She looked up at Mike with the sexiest damn look Mike had seen in ages and opened her mouth to take him. She sucked on the head and felt a rush of wetness when Mike moaned out loud at the pleasure of her mouth.

It had been years since she had a real cock in her mouth. 7 since Pete's condition had rendered him impotent and 20 + since she had a cock other than Pete's in her mouth. (There was that drunken night out with the girls from work...but that doesn't count, she told herself) She did as Mike had instructed in the car and just completely let go. Not one damn thing from the outside world existed at this moment except for her lust, her desire and this hard cock in her mouth.

Mike reached up and ran his fingers through her hair. Goddamn this felt good. Mike had not been in a serious relationship for some time and had not had a one night stand in too damn long. He always suspected Pam was a talented cock sucker and now he was confirming those suspicions without a doubt.

Pam worshipped Mike's cock. Sucking it like she was getting oxygen from it, she would stop her sucking only to lick the shaft from base to head, then quickly take it back deep into her mouth, until her nose was tickled by Mike's tightly groomed pubes. Pam felt Mike's hands on her head and she began to suck him harder, faster. She grabbed Mike's hips and began to pull him into her as she plunged down his cock. Mike took the hint and began thrusting, fucking Pam's mouth the way she wanted. Fucking hell, Mike thought, I'm going to come pretty damn fast this way.

In ragged breaths, Mike said "Shit, you're going to make me come if you keep that up."

Pam removed her mouth just long enough to say "Good" before resuming her work. Pam wanted to taste her longtime friend, feel him shoot into her throat. Mike placed his hands on Pam's shoulders and began fucking her mouth with vigor. Pam placed her hands at just the right spot to keep Mike from gagging her but to allow for enough penetration. Mike's speed and grunting let her know he was close and when he stopped thrusting and began to shoot, Pam was prepared. She grabbed his hips and wrapped her mouth around his pulsing cock and sucked all of him down. Her pussy was so goddamn wet. It had been so long since she felt desired, since she had be able to give pleasure, it was overwhelming how good it felt. Mike's hot load filled her mouth. She was a bit out practice and gagged just a bit for the first time, but did manage to swallow all of him.

She let his cock free of her mouth and before she knew it Mike had her on her back, legs in the air and skirt pushed up to her ass. "Fuck he's fast!" she thought. Before the thought was complete Mike had his face in her pussy and was pushing his tongue as far as it could possibly go into her. Pam gasped and grabbed her knees, holding them up for Mike.

Mike ate Pam's pussy with fervor. A minute or so in he began to finger her insanely wet pussy and suck on her clit. Pam grunted and moaned and Mike did not let up for a second. He was determined to give her the first orgasm of the night.

A few minutes later, with her clit between his teeth and two of his fingers inside her, he got his wish. Pam came with a nice loud grunting scream that Mike was sure anyone else staying in this side of the hotel heard. Mike slowed his pussy devouring and slowly slipped his fingers from her.

"Damn that was fun!" he said, wiping his chin. "You made me come faster than I wanted, though, I'm not complaining or anything." Mike said as he walked to bathroom to wash his face.

Pam smiled, finding the ability to talk again, once she could breathe. "Well, the night is young. You're not through for the night are you?"

"Not by a long shot." he replied as he toweled off his face.

"Good." Pam said.

Pam walked in to the bathroom and straightened out her hair and skirt and looked at Mike in the mirror.

"This guy coming over, does he think he gets me all to himself?"

"Oh, hell no. He knows he's the first on the list, but that it's a long list." Mike said

"Will he fuck me with you? Both of you at once? I want two cocks at the same time." Pam said. She heard the words she was saying and almost couldn't believe it was actually her saying them. But she also felt a kind of liberation; her orgasm had really brought it into focus that all her pent up desires were finally going to be released.

Mike smiled very wide "I was hoping you'd say that. He said he's up for whatever you want, however you want to get fucked."

Pam smiled. "That sounds perfect." She said as she walked back over to the bed and began removing her skirt and blouse.

Part Two

The knock at the door came right on time and Mike looked Pam. She was lying on the bed, black bra and thigh high stockings on and nothing else.

"Ready?" he asked

Pam took a deep breath and nodded "Let him in."

Mike walked to the door and the pre-arranged young man was standing there. Mike opened the door and smiled.

"Hi, right on time, perfect. Come on in man."

The young mixed race man came walking in. He was clearly nervous, but not so much that Mike thought he would chicken out or have stage fright. He was tall and lean, a good 3 inches or so taller than Mike. In his mid to early 20s, Mike thought he was just what the doctor ordered for Pam.

The young man walked in and caught a glimpse of Pam on the bed and seemed startled. Pam smiled and welcomed him in her sexiest, come hither voice.

"Well Hello there. Aren't you a sexy young thing? What's your name sweetie?" Pam asked as she rolled over to her stomach and resting her chin in her hands near the edge of the bed, her bare ass at the top of her stockings in plain sight for her gentleman caller.

"Josh" he said. Poor kid, damn nervous, Pam thought.

Sitting up and spinning around, Pam leaned back, exposing her well groomed bush. Her fingers lingered around her breasts, right along the line of her bra. "Ever done anything like this before Josh?"

"Uh, no, I haven't." He couldn't take his eyes off her pussy. Mike smiled and stood back, leaning against the writing desk across from the bed.

Pam smiled "Want to? Want to fuck a horny MILF Josh?" Pam had to stifle at laugh when she used the word MILF, she felt like a porn actress.

Josh exhaled, maybe for the first time since he got out of his car "Fuck yes, I've always wanted to fuck an older woman! I can't believe this is happening!"

Pam smiled and looked at Mike. Mike was grinning ear to ear. Pam looked back at young Josh. She edged to the side of the bed and sat facing him.

"Come here then baby."

Josh stepped up and stood in front of Pam and Pam smiled up at him, reaching for his belt without ever taking her eyes away from his.

"I'm going to make you feel good honey, show you what you've been missing."

Pam got his pants undone and slid them down. She eyed the outline of his semi hard cock under his briefs and Mike saw her eyes widen. Mike smiled. He had hoped for this reaction and had imagined it when he received the pictures of Josh and his hard cock when Josh replied to the ad Mike had placed.

Josh had a good 9 to 10 inch cock under those shorts and Pam had never seen anything so big outside of porn.

"Oh my, and maybe you'll show me what I've been missing too!" she said as she took his hardening cock into her hands and stroked it. Pam felt her pussy quiver at the thought of this massive cock. Not as thick as Pete or Mike, but not thin and longer than either of them.

She looked up at Josh, the sexy young man she had in her hands. He looked down at her with wide eyes. She licked her lips and kept her eyes locked on his as she took him into her mouth and let him feel her warm, wet mouth and tongue start to go to work on him. He let out a loud moan and dropped his head back, looking up at the ceiling. Pam sucked him in, then worked her tongue and lips around the head, slowly, lovingly, and then began to work up and down the shaft with her tongue. She noticed for the first time as she slid her tongue down his shaft that he was shaved. She was so taken by the size of him that it had not registered with her yet! She slid down and took his smooth balls into her mouth and Josh let out a nice loud "Fuuuuuucckkkk...." gasp of pleasure. Pam loved the fact that he was on his way to heaven and couldn't hide it.

Mike watched from the side as his best friend's wife sucked this young stranger's cock. His own cock was back to being rock fucking hard and it was all Mike could do not to try to horn in on the action, but he knew he had to maintain and wait. He'd get his soon enough if he stayed patient.

Pam sucked her new young friend and Mike noticed one of her hands had moved down and Pam was now rubbing her slit. Mike walked around the couple and grabbed a condom off the night stand. He startled young Josh, who had probably forgotten about Mike's existence at this point, when he tapped him on the arm and held out the condom for him.

"Here you go, you're gonna need this." Mike said and walked back to his side of the room after Josh took the condom from his hand.

Pam looked up and saw the exchange stopped sucking on her new found joy.

"Are you ready to fuck me honey?" She asked looking up at Josh, stroking his slick cock.

Josh just nodded and began to undress. Pam reached back and undid her bra, then spun around and got up on her hands and knees on the bed's edge. Mike didn't think he could any harder until he watched his longtime friend go ass up for this young man she first saw not 10 minutes prior.

Josh rolled his rubber onto his long cock and put his hands on Pam's ass. She looked back over her shoulder at him in anticipation. Josh held his cock with one hand and gripped Pam's ass cheek with the other and slowly slid it into her.

Mike watched Pam's face as he filled her. He loved how her expression changed with each inch he entered her. Josh got balls deep in her and Pam was moaning. Josh took her moans to heart and began long stroking her nice and hard. Mike couldn't resist any longer and took out his cock and began to stroke as he watched Pam's tits sway in rhythm to Josh's trust.

Josh kept a good steady pace, occasionally placing one foot up on the edge of the bed to provide some additional "umph" to his strokes. Pam dropped her head down to a pillow, letting her hands rest in front of her while keeping her ass up for the good pounding she was receiving.

Mike paced his stroking, not wanting to cum while watching but to save his load for Pam herself. It was hard (pun intended) to resist shooting while watching the action, but Mike made himself stop.

Pam half grunted, half gasped "fuck me harder!" so Josh obliged. He picked up his speed and became a blur as he granted Pam's request. After the long, steady pounding she had received, she was going to shoot the moon with this orgasm.

Josh's speed built up and so did Pam's groans. Shortly, she was in a full on scream as she came harder than she had come in years, literally.

The young and talented Josh was dripping with sweat but did not seem anywhere close to done. As her orgasm subsided, Pam said in ragged breaths "Wait, ok wait, hold on a sec. Give me a second." Josh reluctantly slowed. Pam slipped forward, sliding herself off his long cock.

"Sorry, I've got to catch my breath" she said to a disappointed looking Josh.

After a couple minutes or so, Pam looked up and saw Mike with his cock in his hand.

"Enjoy the show?" she asked

"Hell yes" he replied. "Ready for some more yet?"

Looking back at Josh's still hard cock shining behind her and Mike's swollen cock to her side, she smiled and said "I think I'm ready to double down."

Part Three

Josh stood there, his breath back to normal but his condom covered cock still hard. Pam patted the bed next to her and scooted over.