A old close friend of ours came for dinner one weekend. We had known her for a number of years but were never fans of her husband for many reasons. When we invited them for dinner, she said that she was coming through on her own. When she got there she told us that they were getting divorced and that he had actually moved out a few months ago.

During dinner, over a couple of bottles of wine, she joked that it had been a very long time since she had got any sex. She is starting to feel desperate for a good orgasm. Kay said, unacceptable. Having decided that she had too much wine to drive home, if she wanted she could borrow our magic wand when she went to bed. I chipped in, only if we could watch, which to my surprise both ladies laughed and both said, sure why not.

After finishing our drinks Kay went for a shower and claimed in bed. Lucy said that she was also going for a shower before retiring. I stayed on, cleaning up the glasses first. I was surprised to see Lucy return. She asked if we were serious about letting her use our wand? I said, of course though jokingly added, only if I could watch, to which she replied, sure, why not.

I very quickly, very excitedly ran to our room to tell Kay that Lucy had asked for the wand that she said, she was perfectly okay with us watching. Kay said, she was on the verge of passing out, I should go and enjoy.

When I went into Lucy's room with the wand, I plugged it in for her, asked, where she wanted me to watch from? Peak through the door opening or sit in the chair in the corner of the room. She also left me with an option to sit on the bed if I wanted to. By this time I had started to get rather aroused. I had never watched a woman play with herself that had not been a girlfriend or my wife. Added enhancer, my wife had given me consent to watch while she was sleeping in the room next door. I was not sure what to expect, my thoughts raced to, if Lucy would just put the toy under the covers or let me see more? She asked me if I would mind fetching her a towel. When I returned to the room I found her lying naked on top of the covers. She lifted her self up and placed the towel underneath herself. What followed, I could never have been prepared for. She switched the wand on, first pressed it against her nipples. At this point I was not able hide my throbbing erection. She then licked and sucked her other nipple, parted her thighs to reveal her beautiful smooth pussy. She held the wand against her pussy and let out a beautiful moan. Little by little she started squirming around, arching her back, her breathing became deeper and faster. I could see that she was starting to build to a climax, seconds later her body rived, she moaned in pleasure and then begun to squirt. I had never seen a woman squirt and thought I was going to cum just from watching her. After about a minute I could see her body becoming relaxed, her breathing returned to normal, then looking at me asking if I had enjoyed that as much as she had? Based on the bulge in my pants, I clearly had.

I thought that was that. I was about to get up to go to bed, her voice announced, I was nowhere near done and I was welcome to stay. I could not believe my ears. I remembered that I had a new bottle of poppers and asked if she minded if I had some while watching. Turned out that she loved using poppers as well. She was very excited to hear that I had some. When I got back she said she is ready to play again. I asked her if she minded if I played with myself while watching. She said sure, but only if I held the poppers under her nose so that she could inhale while she played. She switched the wand back on, I dropped my pants. I was so hard! I opened the poppers and had a big sniff. I then moved and stood right beside her so that I could hold the bottle under her nose. I pressed her one nostril closed and watched her breath in deeply.

I could see by the look on her face that the rush had hit her quickly. Her hips were moving up and down, her breast heaved. Still standing next to Lucy, I decided I wanted more poppers. I lifted up the bottle, closed one nostril and breathed in deeply. As I did that I felt her hand around my throbbing cock. In complete shock I looked down only to see her put my cock in her mouth. I could feel the precum moving up my cock. I pulled away, unsure that I was about to cum in her mouth or on her face. Lucy apologized, feeling she had overstepped the boundary. I smiled and told her why I pulled away. She asked for more poppers, if I wanted to put my cock back in her mouth. She held my cock tight with one hand and put the tip of my cock in her mouth and rolled her tongue around and over my tip. I thought I had died and gone to heaven. Seconds later I could hear her moaning with my cock still in her mouth. she squirted again. I could not stop my self from putting my hand between her thighs to feel her squirt all over my hand. I found my self rubbing her soaking wet pussy, slipping my fingers inside of her. At that point I lost all control and climaxed so hard. I wanted to pull out of her mouth but Lucy had moved her hand behind me and had sunk her nails in my butt cheek, pushing me on to her face. I could feel her swallow my cum. Gulping it down. My head was spinning to the point that I fell down on the bed next to her.

We both laid there, naked, catching our breath. Without thinking I rolled over and slid my hand between her thighs, I loved how wet she was. I took her nipple in my mouth nibbled and sucked on it. Listing to her breathing change, was so erotic. I slid my fingers out of her pussy and put them in her mouth, she sucked on them and then whispered in my ear, she still had some of my cum in her mouth, then kissed me. I could not believe how turned on I was. After that she wanted me to finger her while she used the wand. She squirted again all over me then said it was my turn for the wand. She pressed it against my balls and shaft while licking my cock. It did not take long for me to cum in her mouth again.

We kissed some more before finally...... we went to sleep.