A Babysitter for His Birthday

Saturday night had come around again, but this time it was special. This weekend, or rather Sunday, was Ben's birthday. He had been dreading it for weeks, having never been a fan of his birthday, and this year was extra tough on him because it was turning the big 4-0.

He moped about the house when he wasn't at work, trying not to let his misery show and doing a terrible job of it. No matter how well he thought he was hiding it, his wife Cheryl could always tell, and it pained her to see her husband so upset over something that he had no control over. She wanted to show him that his age didn't matter, that he was still young and desirable. That turning 40 meant nothing, and he was only old if he let it consume him.

He didn't even look old yet, his hair only having a couple of gray flecks in it that actually made him look distinguished and mature. He had only just begun to develop a middle-aged body, and still showed considerable muscle tone. His face was masculine, his jaw line firm and covered with a perpetual five o'clock shadow no matter how many times he shaved. Combined with his neatly brushed black hair and light blue eyes, Ben was still a very good looking man. More so than ever, in Cheryl's opinion.

Cheryl herself was an attractive woman at only 39 years, although she wouldn't agree. Her hair was still the light auburn color it had always been, and spilled down her back in long, wavy locks when she didn't have it pulled up in a youthful ponytail. Her face was still virtually untouched, showing no wrinkles of any kind. Despite a low self-image, her body had aged well, indicative of a life well spent and well cared for. Her hips were wide and feminine and her belly was soft, curving sensually upwards into the swell of her large, luscious breasts. She was not slender but her body was perfectly proportioned, and she radiated sexuality with every move.

Tonight, they were going out to celebrate with several from their old group of friends, mostly made up of couples like themselves that never got to get away from their kids anymore. Since tomorrow was Ben's actual birthday and it was on a Sunday, they decided it would be smarter to celebrate on Saturday. That way, if they were hung over, it wouldn't be at work. Plus, then Ben could spend his actual birthday with his wife and their 10 year-old son Josh.

It was because of Josh that Ben and Cheryl had been forced to find a babysitter. Originally they had first hired Hailey when Josh was only 4, and Hailey was still just a cute, little 13-year old girl being forced into the workforce by her mother against her will. Back in those days, Hailey would come over for only a couple hours at a time, enough to let them see a movie or eat dinner somewhere and then come home. Now, Hailey had grown up into a mature, responsible 19-year old teenager, and watching Josh was almost unnecessary anymore.

They all knew that Hailey had long since outgrown the 'babysitter' years of her life as she struggled to pick a college, but she had done it for so long she did it now more as a favor to her longtime friends. And since Hailey was never a very social girl, she was usually free anyway, even on weekends.

An introvert since birth, Hailey was not the type of girl to have a lot of friends and go out partying, instead preferring the company of her cat and a comfy couch. She wasn't an unattractive girl, just not a very social one, and was very shy around new people. Her curvaceous build and perfect breasts were usually hidden within the confines of a baggy sweatshirt and sweatpants as she cuddled with her kitty in front of the TV. She normally kept her dirty-blonde hair worn loose, flowing in gentle waves that framed her face, which she often accentuated with a high ponytail. This, combined with the roundness of her face and her large, light blue eyes, gave her a youthful appearance that made her look younger.

Ben and Cheryl rushed about the house, making sure they were ready for their rare evening out with friends. Their only son Josh sat in the living room, playing a video game and trying to stay out of the way. When the doorbell rang, Cheryl called to her son from the bathroom.

"Can you get that, hon, you know it's just Hailey," she said, and naturally, Josh ignored her. He was too focused on his game.

She tried again. "Josh! Hailey's at the door, can you answer it, please?"

This time she had gotten his attention, as he sluggishly paused his game and turned his head towards the bathroom. "What?!" he answered, looking annoyed.

"Get the door!" she shouted. She would go herself but she was not completely dressed yet.

"It's ok, I got it," Ben suddenly said, rushing down the stairs. He moved quickly, as if he thought Hailey might leave if he wasn't fast enough.

"Um... ok, thank you, baby," Cheryl said more quietly from the bathroom, slightly amused.

Ben threw open the door, and his face lights up in a smile when he sees Hailey. "Hey, there she is!" he exclaimed, then moved aside for her to enter. "Thank you so much for coming tonight. You were the only one who would do it."

Hailey smiled and stepped inside. "It's no problem, Mr. Wilson. I'm always happy to help," she said bashfully. Her voice was low and she seemed nervous, which Ben noticed she would often get like when she talked to him. She was a very shy girl, and so he figured she got that way talking to most people. He seemed oblivious to the fact that she only acted that way around him, but not Cheryl or Josh.

The truth was, he had always had a bit of a 'thing' for younger girls, and when Cheryl had snooped through his search history she had found a lot of porn that involved the word "teen." Now, as he watched the cute, little girl Hailey grow up into the sexy, voluptuous teen Hailey, he found it increasingly more difficult not to stare. To keep his focus on her eyes when they spoke. And to not inadvertently say anything flirtatious, because now Cheryl was watching every interaction between them closely.

"Well, you're a lifesaver. We know we can always count on our Hailey," Ben said, and smiled charmingly at her.

They walked into the living room together, and Hailey approached Josh. "Hey little man, ready for me to destroy you in Mario Kart again?" she leaned over the couch and poked him, making him giggle.

Ben watched her, admiring the view of his babysitter from behind as she leaned over the couch and teased his son. She was wearing an actual pair of jeans today, and they showed off her well-rounded figure nicely. She was not a heavy girl by any means, and though her ass was average in width it was surprisingly firm and well-toned, invoking secret fantasies in Ben's mind.

As his son joked around with his teenage babysitter, Ben stood silently, watching as their poking war escalated into a full-blown tickle fight. Josh laughed hysterically as Hailey tackled him, pushing him back onto the couch and leaning over him, one knee squatting on either side as she ruthlessly tickled his belly. Ben stared, his mind drifting into very adult territory as his eyes drifted over her teenage body, following the perfectly round curve of her buttocks as it sloped down into her thighs.

"Are we ready to go, babe?" Cheryl asked from behind, snapping him out his reverie. Ben jumped and turned around, smiling at his wife.

"I've been ready," he said teasingly. "Been waiting on you, as usual."

"Oh, whatever. Takes effort to look this good," she said back, and poked him. She then turned to Hailey. "You know the routine. We'll be back by midnight."

"Okay, Mrs. Wilson," Hailey responded, taking a brief respite from tickling Josh. Her eyes flickered to Ben for a moment and then back. "Don't worry about a thing."

"We never do. We know we can count on you," Cheryl said, and turned towards the door.

They said their goodbyes to Josh, and Hailey assured them everything would be fine. And they knew it would be, because with Hailey it always was.

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On their drive to the bar where they were meeting with their friends, Cheryl took the opportunity to poke more fun at her husband.

"That girl wants you, you know that, right?" she said. She looked over at Ben, who was driving, and smiled.

Ben shook his head, a dopey grin on his face. "Oh, whatever, babe. She does not. I'm ancient in her eyes."

Cheryl giggled. "Older men are attractive. Besides, you got that salt and pepper thing going on. I've seen the way she looks at you."

"She doesn't look at me any different than she does you or Josh." he said defensively. Deep down Ben was aware of the way Hailey acted towards him but kept it to himself, possibly because he found her attractive as well. The age difference between them coupled with the infidelity made it exciting, and while he knew nothing would come of it, it was fun to imagine. Not that he would ever tell Cheryl this.

Cheryl rolled her eyes. "Yeah, ok, birthday boy. You're sexy and you know it. Now... let me unwrap that present..." She leaned over and reached for Ben's pants.

He chuckled. "Hey, it's not my birthday until tomorrow."

"Should I stop then? I can wait until tomorrow....," she teased.

"No! No... that's ok." Ben said, smiling. "I like early presents, too."

She grinned, then bit her bottom lip and began fidgeting with his pants again. With practiced skill she popped it open quickly, and Ben reclined the seat. Just a bit, enough to still see out the window and drive comfortably, but giving her extra room.

Cheryl pulled down the hem of his boxers, enough to let his large member spring free. Ben was a well endowed man, something Cheryl always considered herself lucky to have found. His penis was already very hard, and she wrapped her fingers around it eagerly.

"I see you're ready for me, already," she said sensually. "Is that because we were talking about Hailey?" She paused to plant a soft kiss on the tip of his member. "You want her, too, don't you?" Smooch. "We both know how much you like younger girls." This time she let her tongue circle the head for a moment before kissing it.

Ben grunted, his cock growing hard in his wife's hand as she expertly ran her fingers up and down it, her tongue darting out to tease the head. It was true that he had lusted after Hailey but this was not something neither he, nor Cheryl, ever spoke of openly before. His penchant for teenage girls was normally stored safely in the closet where it belonged.

And luckily for Ben, his wife didn't make him admit it now, either. They both knew it to be true. Instead Cheryl opened her mouth and let her lips envelop his shaft, taking him deep. She continued until she felt his cock hit her uvula, and then her throat constricted around him. She deep throated him for a second, gagging on his manhood, and then began bobbing her head up and down. Her tongue danced around his head, tickling the sensitive loose flesh along the ridge, and she moaned softly.

Ben put his arm around Cheryl's back, moving it out of her way. He drove mostly with the other hand, his eyes half closed as he tried his best to stay focused on the road. Cheryl's head bobbed up and down in his lap, and as he approached his climax he felt himself involuntarily pushing on the brake, slowing down. A part of his brain demanded he do so, knowing it was losing control at a time when it shouldn't be, and when his seed finally exploded into his wife's eager mouth he almost pulled over. His hips rocked and the brake lights flickered on and off as he squirted into her mouth, and he groaned loudly inside the cars' cabin.

Luckily for them they were on an already lesser traveled road at nighttime, so there was nobody behind them. As Ben came down from his surprise road head, he righted his position in the seat, and began to speed up again. Cheryl sat up, smiling, still swallowing his warm semen.

"I hope you liked that, baby," she finally whispered, and Ben nodded sleepily. "Now, just wait until your actual birthday tomorrow."

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They had an amazing night out, mingling with friends they hadn't seen in a long time. For some of them it was years. As a result they partied loud, and because it was such a big weekend for Ben they insisted he drink. Cheryl wisely chose to refrain, knowing she had to be designated driver for them both, not to mention bringing Hailey home afterwards. Instead she let her husband have his fun with old friends, getting drunk and living the high life.

But he didn't get too drunk, and she was proud of him for this. He knew they had plans for the next day on his actual birthday, and the longer he slept in, the less time he would get to spend with Josh. The plan was to spend the day with their son, and then Josh was having a sleepover at Cheryl's mom's house so that the two of them could have a romantic evening together.

When it was almost midnight they said their goodbyes to their friends once more, and Cheryl drove her husband home. He was cheerful and talkative, not yet reaching that state of inebriation where you begin to feel sick, and she was happy to listen to him babble the whole way.

When they finally walked in the front door, Ben was only stumbling a little. Hailey looked up from the television where she was watching an episode of "Say Yes to the Dress," and smiled at them.

"Hey Hailey, everything go ok?" Cheryl asked, setting the keys on the counter. Ben was kicking his shoes off behind her and being very loud, slamming them into the wall.

"Yep, all quiet as usual. Josh is a good kid. He's already asleep." Hailey grabbed the remote and flicked the TV off, standing up.

"Hey Hailey!" Ben shouted a little too enthusiastically as he entered the living room suddenly. "How's it goin'? Everything cool?"

Hailey smiled faintly as she looked at him. "Yes, Mr. Wilson, all cool."

"Good, good," he said, and made his way slowly to the stairs. "You fucking rock, I hope you know that."

Hailey giggled and her cheeks turned bright red. "Thank you, sir."

Ben waved a hand at her as he started to ascend the staircase, making a 'pssh!' sound as he did. "Wish you'd stop talking so formally all the time. Just call me Ben, you've known us forever."

Hailey blushed harder, but said nothing. She just smiled at looked at her feet.

"Ready to go?" Cheryl said, returning to the living room after checking on Josh. She picked the car keys back up again. "Mr. Wilson is going to bed, he had a bit too much fun tonight. So I'll drive you, instead."

"You're the best, baby," Ben said from the top of the stairs, still making his way to the bedroom. Hailey nodded.

"Good, let's get you home. And if you don't mind, along the way I want to talk to you about something. An idea I want to run by you, see if you agree." Cheryl said ominously.

Hailey looked intrigued, but she nodded. "Um... ok. Whatever you want, Mrs. Wilson."

Cheryl smiled as they made their way out the front door. "Don't worry, I have a feeling you're going to like it."

_____________________________________________________________

The next morning Ben awakened, now 40 years old, to discover he was far less hung over than he thought he would be. Aside from a dried out feeling that was made him drink extra water, he felt mostly fine. Luckily, their plans with Josh didn't require anything too strenuous for his now middle-aged body to handle anyway.

They left the house by ten, and spent the day doing those things that most families do when they have a younger child present. They walked around a park for a few hours, ultimately sharing lunch there, and eventually they somehow ended up at an arcade where Josh spent a ludicrous amount of their money on game tokens. Ben joined him on a few of the games, but really he was just happy to be out with his family. Once you have children, you take pleasure from the joy on your kids' faces, and Ben had no problem spending his birthday time with Josh doing the things that Josh wanted to do.

Once five o'clock approached, they knew it was time to move on to the next phase of Ben's birthday. Josh's grandma, Cheryl's mother, had agreed to have him over for a sleepover starting at five. He loved staying at his grandma's house, and this worked in Ben's favor because it meant he and Cheryl could finish his birthday alone together.

They returned home first, letting Josh grab his backpack with a change of clothes, his toothbrush, and whatever else he might need for a sleepover at grandma's, which wasn't much. Cheryl helped him pack his things, then quickly shooed him and Ben out the door. She seemed eager to get them to leave, but Ben just put this down as excitement over their free night together. If nothing else, he figured she probably had some kind of simple surprise for him, like a new pair of lingerie to showcase for him.

While he was out, his phone alerted him to a text message. Once he was able to check it, he discovered it was from Cheryl, asking him to stop and get some wine on the way home. Of course he was happy to oblige with this request, even though the nearest liquor store was in the opposite direction. He cheerfully turned at the next intersection and got himself turned around, his mood too good right now to be bothered by this slight inconvenience.

Finally, after dropping off his son at his mother-in-law's house, getting nearly home, turning around and visiting the liquor store, and then returning home again, almost an hour had passed. Ben pulled up the driveway in the early evening twilight, heading into his house with the bottle of wine and a skip in his step. He was excited about his romantic evening with his wife, and all the surprises that may come with it.

He was not expecting just how big of a surprise he was about to walk into.

_____________________________________________________________

As he reached the front door, there was a large note hanging from it, flapping gently in the breeze. He grinned, excited that his birthday surprises were already about to begin. Grabbing it and yanking it off the door he looked at the sheet of printer paper, which had the following words written on it in red lipstick,

"YOU'RE ABOUT TO MEET YOUR BIGGEST FANTASY! HAPPY BIRTHDAY BEN!" This was signed with a big, red lipstick smooch.

He chuckled, then folded the paper and slipped it into his jacket pocket. The door was unlocked and he stepped inside, eager to see just what Cheryl's idea of his biggest fantasy was. Somehow he doubted it was what she thought it was.

The living room was dark, but she had placed candles around the room, giving off a flickering, golden light that cast shadows on the wall. The room smelled faintly of candlewax and perfume, though not one that he recognized. He liked it anyway, and hoped that maybe she had found a new scent for him.

The sound of faint music could be heard coming from the bedroom, something slow and jazzy and romantic, and as he set down the bottle of wine on the kitchen counter, he noticed the trail of dried rose petals leading down the hall. So she had really gone all out this time.

"Cheryl?" he said, for some reason not wanting to say it too loudly and spoil the mood. "I'm back. Are you in the bedroom?" He began to walk down the hall towards their bedroom and the soothing sounds of jazz music, crunching on rose petals the whole way. They were going to have a bad mess to clean up in the morning, but for now that didn't matter.

"Cher...?" he started to say again, but just then he made it to the bedroom door and peered inside. What he saw stopped his breath cold, and his eyes bulged.

It was not his wife Cheryl as he expected, dressed in a new pair of lingerie like he had hoped. She didn't seem to be anywhere in sight.

Instead, sprawled out on the bed in a cute, silk tank top and matching lingerie shorts, was their 19-year old babysitter, Hailey. The top she was wearing hung only by two thin straps, and it could barely contain her ample cleavage, the silky fabric stretched taut over her large, round breasts and clinging to her skin, accentuating her curves. The ensemble was a deep shade of red, and the top matched the lacy lingerie shorts that were riding dangerously high on her hips, revealing her smooth, round belly and the tops of her thighs.

"Hi, Mr. Wilson," she said softly. "Happy birthday." Propped up on the pillows, she smiled at him. At the same time she suddenly blushed furiously, obviously embarrassed. One fingernail was in her teeth and she gently bit it, looking more adorable than ever. She had put her blonde hair up in the high ponytail that he liked, and it was spilling down her shoulders and framing her neck.

"Hailey...," he finally breathed, sounding shocked. "What... what are you doing here? Where's Cheryl?"

Hailey smiled wider, one finger still seductively tracing her lip while the other hand was placed delicately on her stomach, her fingers lightly tracing her navel down to the elastic band of her silk shorts. One pale leg was raised, her leg bent at the knee, her foot planted firmly on the bed as she showcased the smoothness of her calf and the roundness of her thigh. The other leg was outstretched, her toes wiggling slightly in anticipation.

"She's around," she said and giggled, sounding like a little girl when she did so. "It's ok, Mr. Wilson. She knows."

Ben stared, his heart racing in his chest as his eyes traveled up and down Hailey's soft, seductive body. She was breathtaking, her full body curvy in all the right places, the soft candlelight casting shadows across her sensuous skin that highlighted every dip and contour.

"Come sit next to me," Hailey said softly, and patted the bed next to her. She seemed as equally nervous about what was happening as he was. "Don't just stand there. Please, it makes me feel self conscious." She was blushing again.

"I... I can't...," Ben tried, but his throat had gone dry. He attempted to swallow and tried again. "Hailey... I can't do that. I'm married to Cheryl, and I love her..."

Instead of disappointment on Hailey's face like he expected, her smile widened even more. "I'm glad. You're too nice of a guy, I didn't think you were the cheating type."

Ben shook his as if to clear it. "What are you talking about? Why are you doing all this? Why did you even try if you didn't think I would....?"

Hailey sat up, then moved so that she was squatting on her knees on the bed, facing him. Her breasts bounced hypnotically as she shifted, and Ben couldn't help but watch her every move, his penis responding once more.

"Kiss me," she said when she was finally in position, kneeling in front of him on edge of the bed. "I just want to feel you kiss me. Will you give me that, at least?"

Ben hesitated. He considered moving close and just giving in to the raging desire within, to start kissing Hailey and not stopping, touching her, tasting her, doing forbidden unspeakable things with her. Hailey had said herself that Cheryl somehow 'knew,' and while he wasn't sure what she meant it sounded like permission to him.

But then his rational mind took over, the part of him that knew that it was simply temptation calling to him. Giving in the Hailey would be to hurt the one woman he loved most in the world, and to lose her as well. He couldn't let that happen.

"I can't," he whispered. "You're incredibly sexy, Hailey, and don't think I'm not tempted, but...."

And that's when the closet door across the room suddenly slid open, it's slatted doors folding together loudly. Ben jumped in terror, feeling like he had been caught as the door was pushed noisily aside. His heart nearly froze when there stood Cheryl, his wife and lover of over 20 years.

"I bet you were tempted, huh, baby? She looks really fucking hot right now," she said, a huge smile on her face despite the situation. She stepped out of the closet, holding her cell phone out like the scene before her was boring, and grinned at them both. "I guess he's not going to give in. You were right, Hailey. My man really is a good man."

Hailey looked back at Cheryl and shrugged. She didn't seem at all upset by her presence there.

"Wait, so this was... this was some kind of trick by you? To what, see if I would cheat on you?" Ben asked his wife. He did not sound happy.

Cheryl's eyes widened, and she raised her hands in a defensive gesture. "No, no, no, baby... you misunderstand! This wasn't supposed to be a trick. I meant for it to be... well, it's supposed to be your birthday present. I know that you've always had a thing for younger girls, and I know you always thought Hailey was cute, despite what you say. And, as a woman, it was also pretty obvious to me that she had a thing for you, too."

Hailey blushed once again and giggled. Ben looked at her, and she lowered her head for moment before shyly looking up and meeting his eyes. She didn't speak, she simply nodded her head.

"And so," Cheryl continued. "I talked to her last night and worked it out - don't worry about how, but it didn't take much convincing. And then we set this all up for you. I was going to hide in the closet the whole time and make a video of it for you through the slots in the door."

Ben shook his head again. "And you really expected me to cheat on you?"

This time it was Cheryl's turn to blush. "Hailey didn't think you would. I... wasn't sure. I know how much you like younger girls, and Hailey is pretty hot. I guess... I hoped you wouldn't. But I didn't know. I'm glad Hailey was right."

She walked over and moved in close to her husband, placing one hand on his stomach as she leaned in. It is then that he realized that she, too, was wearing her own pair of sexy lingerie, although it was not as revealing as Hailey's. A simple white silk one piece, with lace on the trim. It shifted seductively as she walked, gliding across her skin and revealing her erect nipples through the fabric.

"But now, I want to watch you satisfy this girl," she whispered, her breath hot against his cheek. "And I want to make a video of it, so that you can watch it and jerk off to it later." Her hand slid down his stomach and found the waistband of his pants. She deftly managed to pop open the button. She then pulled down the zipper, letting her palm glide over the obvious bulge beneath.

Hailey watched, her body responding to Ben's growing erection, knowing that it was all for her. She was not a virgin, but she had only done it once before with the one boyfriend she had ever had, and that time had barely counted. She was excited to finally be able to try it with someone that was older and more experienced, hoping she might even get to finally experience her first orgasm.

Ben stood still, unsure of what to do. His wife was asking him to reenact a fantasy that had gone through his head many, many times, usually in the shower. But at the same time he couldn't shake the feeling he was cheating on her. Even if she was watching. "Cheryl... I...," he tried to start, but she shushed him with a finger on his lips.

"Shhh, baby, I don't want to hear your protests. I know you love me, and I love you, too." she continued to whisper sensually in his ear. "That's why I want to do this for you. Just let go, and show me what you can do to this teenager's body. I won't be mad, I promise. I want you to. I want you to have a happy 40th birthday, and see what an amazing man you still are."

Hailey started sliding her hand up her soft body, biting her bottom lip as she gazed longingly at Ben's unbuttoned crotch. Her pussy was growing wet just with the anticipation, and for some reason, she was finding it powerfully erotic watching Cheryl convince her husband to ravage her.

Ben looked at Hailey, and they locked eyes with each other. Within them Ben could see the raw, unbridled desire, the need for him and what he could do to her. She wanted him, and she wanted him bad. Just this thought alone made his cock twitch once more, and he found himself reaching up and pushing his pants down over it, freeing the painful bulge from it's confines. His massive cock sprang free, long and hard and erect with his need for her as well.

"Oooh, that's it, baby," Cheryl whispered excitedly, and reached down to help him. As Ben gazed at Hailey, his penis free and ready, Cheryl kneeled down at his feet and helped him take his pants off, one leg at a time.

"It's so big...," Hailey whispered, her eyes bulging at the sight of his engorged member. She didn't sound nervous, however. On the contrary, she sounded hungry, and one hand reached up and grabbed her own breast, pinching the nipple softly. She moaned as the sensitive flesh made her jump.

Cheryl stood up again, and she reached down with one delicate hand and took Ben's shaft between her soft fingers. "It is, isn't it? My man's got a big one, and he keeps me happy." She grinned, then began stroking it slowly. "Why don't you come taste it, Hailey? I want to get a good video."

Hailey nodded, but didn't move right away. Instead her hands began to roam over her own body once more as she watched Cheryl give Ben a hand job. She whined gently, sucking on her bottom lip, letting her fingers pinch her nipples through her silky top. Then, slowly, as if she was trying to draw out the tension, she moved across the bed and sat on the edge of it so that Ben's cock was directly in front of her as Cheryl stroked it.

She looked up at him, the man she had known since she was a young girl, the man she had always referred to as Mr. Wilson and couldn't seem to break the habit. His head lolled gently on his shoulders and his breathing intensified as his wife continuing sliding her hand up and down his length. She leaned in, putting her mouth close to his swollen head.

Cheryl watched the younger girl move in, and she pointed her husband's cock at her pretty face as she continued to massage it. Hailey stuck out her tongue, sitting forward ever so slowly before finally letting it touch the tip. She swirled it around for a moment, savoring the salty taste of his precum as it seeped out of the slit.

"That's it, baby," Cheyl whispered to him. "Now let me see you take this little teenager and make her yours. I'm going to let her take over now, ok?"

Ben nodded but didn't respond. He was still lost in the sensation.

Cheryl released his cock then, letting it bounce in front of him for a moment before Hailey suddenly grabbed it in her own soft hand, her juices gathering at the thought of what she was about to do. She took a second to admire it, at the thickness of it and the veins she could see just beneath the skin. There was a slight curvature to it that made her mouth water, and she licked her lips. Then, without another thought, she leaned in and took him into her mouth.

The taste was salty and musky, and she moaned around his length as she began to suck. She felt it grow harder in her mouth, and this filled her with a sense of accomplishment. Her tongue swirled gently around the head as she began to bob her head, letting her lips slide up and down the length of his shaft. She listened to the sound of his excited whimpers, her own pussy growing wetter in response.

Cheryl leaned in close to her, holding up her cell phone, catching every eager slurp and suck on video for Ben's later enjoyment. Her eyes were locked on this teenage girl as she worshipped her husband's cock, feeling a strange sort of power over her that aroused her even more. "Mmm, that's it, Hailey. You're such a good little girl," she whispered softly, knowing that her voice would be featured in the video also. "You like sucking on Mr. Wilson's big dick, don't you?"

Hailey turned her eyes towards the camera and nodded around Ben's cock. Realizing she was putting on a show now, she began moving her lips in more deliberate motions, sliding her tongue up the sensitive underside of his shaft, kissing it eagerly, letting it rest upon her face as she scraped her teeth across his nut sack. She giggled before moving her lips back up, kissing and slurping until she reached the bulbous head and wrapped her mouth around it once more. Cheryl filmed the entire scene eagerly, a smoldering look in her eyes of pure lust.

"If... if you don't stop... I'm going to cum...," Ben gasped between breaths, his chest heaving and his hips involuntarily starting to thrust into Hailey's face. He placed one hand on the top of her head, gently gripping her ponytail, and pulled her head off his cock with a wet popping sound.

Hailey giggled again and looked up at him, licking her lips. Her eyes were wide and innocent, desperate to please him more. "What do you want me to do now, sir? I'll do anything you want for your birthday." She fluttered her eyelashes at him, her voice a sugary sweet purr that would drive most men insane to hear.

"Well," Ben said, looking down into her big, sky blue eyes. "One good turn deserves another. I want to know what you taste like, too. But first, I think you need to lose the outfit. I mean, it's really fucking sexy, it's just... going to be in the way." He smiled, then shrugged in a boyishly charming way that made Hailey giggle again despite herself.

Looking over at Cheryl, who was now standing near the wall and filming the scene from a wider angle, Hailey blushed yet again. Obviously a bit self conscious of her naked body still, she nevertheless reached down and grabbed the hem of her silk tank top and gently tugged, letting it pop free of her ample breasts, and slipped it slowly over her head. She looked at the camera again as she stood up in front of Ben, and pushed her silky red shorts to the floor. She was now standing there completely naked in front of him.

"Lie down, Hailey," he said quietly, and she nodded obediently.

"Yes, Mr. Wilson." She sat down again on the side of the bed and lay back, her breasts bouncing as they flattened against her chest, her nipples pink and erect. The gentle swell of her stomach was unblemished and smooth, the soft curves tapering down to the inviting folds between her legs, plump and glistening with arousal. Her pussy pulsed slightly with every shallow breath she took, and she looked up at Ben, her eyes glazed over.

As Ben kneeled down on the side of the bed, positioning himself between Hailey's pale legs, and as he leaned in Cheryl came rushing over with her phone. She moved it in close, getting a good close up of Hailey's tight, pink folds as Ben spread them apart with two fingers, the juices parting between the lips as he pushed them open. Her tight hole was exposed, tight and dripping, and Cheryl made a point to zoom in on it. Her clit peeked out above it like a tiny pearl, and as Ben brought his mouth in close, Cheryl made sure to catch it all on video.

Hailey cried out as he began to run his warm tongue in a circular motion around her nub, and it didn't take her long to begin thrusting her hips upwards into his face involuntarily. The tingling sensation that began in her groin grew quickly, overcoming all thought and making her muscles clench. Her ex boyfriend had never been able to do this to her, and she was nearly overwhelmed by the sensation that was suddenly wracking her body now.

"Ooh... oh! OH! Mr. Wilson, that feels... so... aaaAH!" Hailey moaned, her voice cut off as her body suddenly spasmed, and she clenched her legs around Ben's face. Her hands gripped the sheets as she let out a guttural scream, her back arching as her climax crashed down upon her.

Cheryl moved in quickly with her phone's camera, zooming in on Hailey's pussy as she came, catching the deep pink folds squeezing and clenching on video for Ben's enjoyment later. She even managed to capture a trickle of feminine cum as it dribbled out onto the bed.

As her orgasm subsided, Hailey lie there twitching, and Ben lifted his face. He looked at the camera, then he reached up and wiped off his chin with one hand.

"Did her pussy taste good, baby?" Cheryl asked quietly, sensually. Ben nodded for the camera and smiled.

"It looked like it," Cheryl said and paused, and Ben stood up again, his cock stiff in front of him. "Can I ask you a small favor? It will make a better video for you."

Ben looked at his wife and raised his eyebrows. "Anything for you, my love. After tonight I'll never say no to you again." He chuckled softly.

Cheryl smiled, her eyes twinkling. "I want to taste her, too. Would that be ok? If you hold my phone, you can get a video of that, too. What do you say, baby?"

_____________________________________________________________

Ben stared at her, genuinely surprised. His wife had never expressed any interest in such behavior, and he had no idea she wanted to, or ever would. But he wasn't about to say no. Especially if he got to record it.

"Uh, sure, if that's what you want to do," he said. He reached out and Cheryl handed him her phone, trying to move slowly and gently because the video was still going. He sat on the bed next to Hailey, who looked up at him, while Cheryl climbed down to the floor in his place.

"What's going on now, Mr. Wilson?" she asked curiously. "Are you going to... fuck me, now? I really want you to fuck me."

"In a minute, Hailey," he said, lifting the phone up and making sure the zoom was okay. "Right now, Mrs. Wilson wants to see what you taste like, too."

Hailey's eyes widened as she realized what he meant. "What?!" she exclaimed, lifting herself up on her elbows and looking down at her pussy. Cheryl's attractive middle aged face had replaced Ben's, and she was moving her nose up and down above her wet slit, sniffing audibly as she inhaled Hailey's young, feminine scent.

"It's ok, I want to watch her do this. Just lie back and enjoy it, sweetheart," Ben said to Hailey.

Hailey seemed unsure, but she leaned back anyway, letting Cheryl slide her middle and ring finger slowly up inside of her slick folds. A slow, high pitched moan suddenly escaped her lips, and she once again gripped the bed sheets tightly.

Ben moved the camera in close as his wife leaned in, pressing her tongue against Hailey's swollen clitoris and flicking at it with the precision of a woman knowing exactly what would please another woman. Her fingers pumped slowly in and out of Hailey's warm, wet folds, scraping at her G spot. Hailey began to thrust her hips again almost immediately, still sensitive from her previous orgasm, as she made tiny whimpering sounds of pleasure and squeezed her eyes shut.

Cheryl moaned into Hailey's swollen mound, her nose warm against her stomach as she licked eagerly at her sensitive pearl. Her fingers continued to slide in and out of her tight pussy, making a wet, squelching sound. Hailey's hips began to rock faster and her breathing got heavier, when all of sudden she cried out in pure ecstasy as a second orgasm crashed down upon her, her body wracked with shudders. She ground her hips onto Cheryl's fingers, pressing them in deep as her walls clenched around them, her warm juices spilling out onto Cheryl's hand.

As his wife lifted her head from between the teenage girl's thighs, Ben focused on her face, catching an excellent shot of Hailey's cum as it glistened on Cheryl's chin and lips. He zoomed in on her she wiped it away, and she smiled, blowing a kiss to the camera.

Ben chuckled, then once again moving slowly he handed the phone back to his wife. She pointed it at Hailey's wet, pulsing pussy. "What's next, birthday boy? Are you going to claim this bitch, already?" Cheryl asked him with a twisted grin. "I think she's ready."

Hailey looked up from where she lie breathing heavily, trying to catch her breath, and nodded vigorously. She was ready.

Cheryl and Ben switched places on the bed, Cheryl walking on her knees closer to Hailey's head. She pointed the camera at the girl's sweaty face, and gently brushed the hair out of her eyes as Hailey tried to catch her breath. "You're doing so good, sweetheart," she cooed, and Hailey smiled.

The camera was still pointed at her face as Ben's massive cock suddenly penetrated Hailey's tight, young pussy, and it perfectly captured the way it contorted, from the moment the head pressed against the wet lips and her eyes widened in realization of what was happening, to the open mouth "O" face she made as his cock slid all the way in, pressing against her cervix once he was buried to the hilt. Her walls stretched to accommodate him, and she let out a scream when he pulled back out again and began to thrust.

Cheryl kept the video focused on the her husbands' cock as it slid in and out of her tight slit, the juices coating his shaft and making it glisten. As she filmed, trying to keep it steady, she moved slowly over on her knees towards Hailey's face.

The teenage girl barely noticed as Cheryl placed one leg on either side of her head, her own pussy damp, her silk teddy clinging between her labial lips. She reached down and yanked it to the side, exposing herself directly over Hailey's face, and slowly began to masturbate herself. She ran her fingers in tight circles on her clit, her pussy already shiny and red with desire. She moved the camera between her husband fucking Hailey's pussy, and her own pussy dripping wet over Hailey's face.

It was only a matter of time before the girl realized what was going on, and saw Cheryl's pussy so close to her face she could smell it. A drop of the woman's juices over spilled and landed on her forehead, and in her current state of arousal she found this intoxicatingly sexy. What she didn't realize was that Cheryl had been prone to squirting for some time now.

This mixture of depravity, of being fucked by Mr. Wilson's giant cock while watching Mrs. Wilson finger herself right above her, suddenly sent Hailey to a new level of forbidden pleasure. Her eyes rolled back in her head as another orgasm suddenly wracked her body, her pussy clenching down hard on Ben's cock, rippling along the shaft as it attempted to milk it of it's seed. Hailey cried out, screaming unintelligibly to the heavens as this older, sexy man did to her what her younger, clumsier ex could not.

The feeling of making Hailey cum sent Ben over the edge as well, and he suddenly let out a loud grunt. He began panting loudly, "ah! ah! ah!" as his hips began to thrust faster, and he felt his muscles tighten up and his cock swell inside of her young vagina. "Spray it on her, baby! Spray it all over her!" Cheryl exclaimed, her fingers working furiously now on her clit.

And then Ben was cumming, spraying his hot load all over Hailey's soft stomach in thick stings, spraying it hard, managing to make it all the way to her plump tits. He cried out over and over as spurt after spurt of semen shot from his pulsing cock, and Hailey began running her fingers through it, spreading it around.

Cheryl made a point to catch all this on camera, but as soon as Ben was finished she thrust the phone into his hand, wildly shaking the video in the process. She didn't care however, as watching her husband shoot his load all over this little teenage girl made Cheryl lose control next, and her pussy clenched as her own orgasm rocked her body. She pumped her hips back and forth over Hailey's face, and the girl was particularly surprised when suddenly a jet of milky fluid sprayed out of Cheryl's slit and onto her forehead and hair.

"Ah! What...?!" Hailey shouted in surprise, squinting her eyes shut in the face of another sudden spray, and then she quickly realized what was happening. But she was obedient, and rather than struggle or try to turn away, she simply closed her eyes and took it as another shot of female orgasm landed on her face. After a moment the shudders passed, and Cheryl leaned back, the juices still dripping messily from between her legs.

Ben is careful to zoom in on Hailey as his wife cums all over her. He knew of course about Cheryl's tendency to squirt, and had personally always found it kind of hot. As he watched his wife masturbate over Hailey, he knew what was coming, and he knew that Cheryl did, too. It was another performance put on for his video.

Now, as the three of them came down from the heights of their shared passion, they found themselves drained. Ben stopped the video finally, and as he crawled onto the bed with weak knees he gave her phone back to Cheryl. He then lied down beside her, still panting heavily.

Hailey looked up at them from her place at the edge of the bed, then she got up and crawled over to the other side of him. She snuggled up against him, enjoying his warmth and the softness of his skin. Cheryl leaned against the other side, her own breathing heavy, and together they pressed up against Ben from either side, making a Ben-sandwich.

"Well... let me just say, wow." Ben said dreamily after a minute. He had one arm around the shoulders of both girls. "That has to be the best birthday present I have ever gotten."

Cheryl smiled and looked up at him. "Happy birthday, baby." Hailey mimicked the sentiment.

They lay there quietly, enjoying the quiet of the night and each other's comfort. Ben couldn't stop smiling, feeling like the luckiest man in the world.

"You are really incredible, you know that, baby?" he said to Cheryl after awhile, speaking softly into her hair. Hailey appeared to have fallen asleep and was breathing softly against his chest.

She giggled. "I know. But I know you'll treat me just as well on my birthday."

Ben's eyes widened at the thought, at first thinking she was joking. Then he suddenly remembered what birthday is coming up next for her.

"Your next birthday is your own 40th," he said slowly.

She grinned, a mischievous twinkle in her eye. "Yep. And I can't wait to see what you get me!"