The teenager told the court that as he had sex with the 31-year-old woman, her boyfriend Brian Ecclestone walked in and told him he was doing a good job.
Ecclestone then got out his video camera and filmed the boy with his partner, Emmanie Hughes, Swansea Crown Court heard.
The jury heard how the boy had been dropped off by his mother at the home of family friend Iwan Walker, 24, who had invited him to spend the night.
Prosecutor James Jenkins told the court that Walker knew the boy and 'knew full well how old he was'.
He told that court that Walker, of Saron, deep in the Welsh countryside, spoke to Ecclestone on the telephone and then told the boy they were going to visit some of his friends.
Ecclestone, 32, arrived in his car and drove Walker and the boy to his home in Llandysul. Once there, said Mr Jenkins, the boy was incited to have sex with Ecclestone's partner, Emmanie Hughes, 31.
'He was not the only one. It would appear that all the defendants had sex with her or at least were actively watching and encouraging each other.' he said.
Mr Jenkins said there was no doubt the boy had sexual intercourse with Hughes as part of it was videoed.
'There is no doubt this group sex took place, and that the boy was part of it with the active encouragement and excitement of the defendants,' he added.
The boy later told police that he had felt pushed into having sex with Hughes.
He told the jury: 'Bryan told me to go upstairs with her. I felt really pressured. She lay on the bed and started playing with me.'
The court heard that Hughes performed a sex act on him before the pair had sex together.
The boy said: 'Bryan walked in and said I was doing a good job. Walker came into the bedroom while I was with her.'
The court heard that the boy was collected by his mother the following day 'and she thought he did not seem himself.'
After the boy confided in a friend, his mother was informed and the police were called.
The court heard that after their arrests, the defendants said they had had no idea the boy was as young as 13.
Hughes said in a prepared statement to the police that she accepted having sex with the boy but thought he was 16.
She described the 13-year-old as 'muscular and confident', and said he appeared to know what he was doing.
'I thought he was older, he told me he was 16,' she told the court. 'I had no reason to doubt what he said. He initiated sex; he was the first to ask me to go upstairs. Bryan came afterwards to see if he was ok.'
And she told police during interview: 'I am not in the habit of asking for ID.'
She added: 'Brian filmed. He (the boy) filmed as well', and told the court she later had sex with Sweetman and Walker.
Walker told the court he had exchanged text messages with Ecclestone a few days before about having sex with Hughes, but had never met her before that night.
He agreed that one text from Ecclestone read: 'Come and bang her, mate. Shall I get her showered for you?'
'I knew the offer was there', he told the jury.
Walker said that once inside Ecclestone's house, he thought the boy and Hughes had gone upstairs to 'have a chat'.
He said that after a while he went to the bedroom to see Hughes naked but the boy clothed.
Later again, he went upstairs and had sexual intercourse with Hughes for several hours.
Sweetman told the court he had sex with Hughes from time to time with Ecclestone's knowledge.
Ecclestone told the jury he and Hughes had been swinging since 2010.
He said the boy told him he found Hughes attractive and asked if he could lose his virginity with her.
'It made me feel good that someone else found my partner attractive. I was happy for them to have sex,' he said.
'She found it quite flattering, to be honest.'
The boy said the suggestions he had said he was 16 and had asked to lose his virginity with Hughes were not true.
Hughes and Ecclestone, both of Llandysul, Sweetman, of Newcastle Emlyn, and Walker, of Saron, all deny inciting a child under 16 to engage in sexual activity with Hughes. Hughes denies a further charge of sexual activity with a child.
The trial continues.
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