Note: This story was dynamically reformatted for online reading convenience.
 
 This story is a work of fiction based on a true event in my life.

   Please send your thoughts and critisisms to latitude45@live.ca, I would
love to hear from you.

   It was like a dream.......

   I had just met him only a few short hours ago.  A very brief encounter
over coffee, not much was said, but I knew he was a nice guy and someone I
knew I would like.  In the short half hour we had to share, I didn't learn
too much about him, other than stuff I already knew, but I did finally get
to place a face with the name, a voice too for that matter.  All our
communications to that point were emails.

   I have to say I was nervous about the meeting, but I went through with
it despite my shakiness.  I'm not sure I made a good impression on him; I
really thought for sure that he believed me a stuttering fool.

   I have been cooler in other situations, but this one was a first for me.
Never in my life had I met someone like this for the first time; and within
mere minutes not only had we met, but we had already explored each other's
private parts with our hands.  Man the feeling of having another man, a
complete stranger, rubbing his hand over my jeans to feel my cock was
incredible!  I was shaking, a complete nervous wreck, as I sat in the car
and allowed this stranger to feel me up!  Then with complete fear of being
seen or worse recognized by a passer-by, I too reached over into his lap
and placed my hand on his knee.  The feelings inside me were just pounding
to get out - I could not believe I was doing this.  I actually had my hand
on another man's knee, and not with the intention of just bringing his
attention to something happening around us, but with total intimacy!

   I slowly pulled my hand up his leg moving my hand over his leg to get my
fingers onto his inner thigh.  He insisted that I look for and feel the
clasp of the garter belt he was wearing!  I could already feel the
tell-tale signs that he had stockings or hose of some sort under his pants,
I had felt that very feeling on my own legs for years, I knew what the
slipping feeling of the material meant - something below this was offering
a very slick surface for the material to glide over.  I loved that feeling.

   I had to pull my hand back to the side to find the clasp near the top of
his thigh, but I only lingered on it for a moment.  He made a comment,
something soft, but I didn't hear - the pounding of my blood was the only
thing my ears could decipher.  I moved my hand back towards his inner
thigh. Almost instinctively, as if he could read my mind, he parted his
legs and allowed my hand to slide in without hesitation.  There it was,
just a slight sense of feeling on the side of my pinkie finger, but I knew
what it meant, I was getting close.  I could feel the heat building on my
hand.  My palm must have been sweating up a storm, I had to have been
getting his pants soaked with my sweat, but he didn't mind.  Instead he
raised his hips and slid his firm ass lower on the seat spreading his legs
even further.  I was trying so hard to keep watch out the window, ever
vigilant that someone may see us, but I had to chance a look, just a quick
glance, and for the briefest of moments, the second hand didn't even strike
a beat on my watch, I looked at the bulge building in his pants, just a
mere centimetre away from my hand.  It was so surreal, it wasn't really my
hand was it, no just a disembodied limb lying there on his lap, so
comfortable, so perfectly in place.  It couldn't be my hand, but what about
the heat, the sweat, the feel of the material.  Oh my god, it is my hand!
It took all the strength I had and will power enough to move a bus, but I
moved my hand another bit closer to this glorious mound.  I could feel it
now with two fingers, the heat the feel of the material.  I stole my eyes
back to through the windshield, another darting glance around the parking
lot; no one was there so I did it.  With the greatest of effort I moved my
full palm over his bulge, it felt wonderful!  I heard him moan, though it
may have been me.  I left my hand there for what seemed like days caressing
his rock hard cock through his pants.

   And before I knew it, it was over, he told me he couldn't stay long and
had to get moving.  My hand was off him now, I'm not sure when it came off,
and I don't know if it was ever really there?  Was it a dream?  I knew soon
enough that it wasn't.  For now it was he that was meticulously checking
the perimeter through the windows, and before I could ask why, he leaned
over and kissed me full on the lips!  Another man had just kissed me, and
not like the kisses they gave each other in Europe, this was s full "I want
you" kiss smack on the lips.  And I was kissing back!!!

   It felt like days had passed since we entered the car, and now only 5
minutes later he was leaving.  I handed him a card, blank except for a
number.  There it was, in today's slang, he had my digits - but would he
use them?

   In moments I saw his car dive off, back on his original path.

   Hours passed, as I waited in the room.  I'm not sure why I did it, but I
sat there in the motel room waiting to see if he would call.  I never let
on that I was getting a room; I never mentioned that I wanted to hear from
him today - or ever for that matter.  I just handed him the card and said
good bye.  For all I knew I would never hear from him again.  More hours
passed.  I tried watching the TV.  What was I doing?  I was pacing when I
stopped and stared at the reflection in the mirror.  I was confused, when
did this happen?  Was that really me?  There staring back at me from the
glass was a man my size, with my face, dressed as a woman!  I had done it,
without realizing, I knew what I wanted, I wanted him.  I had rented the
room, I had given him my number in hopes he would call me on his way back!
I knew he had to pass here on his way back home.  I got dressed in my
finest lingerie and put on my most beautiful pleated skirt and a white top
over my camisole.  I even had my high heeled boots on, and I was waiting
for him.

   The ringing startled me, it took a moment to register, and I thought I
would miss the call, but I got it on time, the line was still open.  With
more strength than it took to feel his cock - oh my god I felt his cock!  -
I said hello.  It was him, he was heading back.  I asked him if he had time
for another meeting.  I waited for what seemed like days, for his response,
without hesitation he said he did, and would love to meet again today!  I
told him where I was, the motel and room number.  There was a brief silence
on the line, was he still there, what was he thinking of me - the slut -
all dolled up for him, but he didn't know that yet!  The pitch in his voice
was distinct; the excitement in his tone ran screaming through the line to
my ear, all the pressure and stress in me left in an instant with just one
word "Great".  Almost immediately the call was over.  He was coming here to
see me.  A new pressure built, he knew that I loved to dress up; in fact we
had talked many times of doing it for each other, of having a fashion show
together.  But would he like what he was about to see?

   The knock came at the door, almost days after the call ended; it was
only a short half hour though, and with all the pacing I was becoming an
expert at walking in heels!  I peered out the peep hole, it was him!  The
smile on his face burned into my memory.  Standing behind the door, I
slowly opened it, and let him in.  Peering softly around the edge, I
greeted him without disclosing my attire.  He walked through; I closed the
door and stood behind him.  When he turned I saw the expression of his face
change - I could not believe that someone that was so happy, so egger, so
visibly excited through the peep hole could become even more so in an
instant but he did.

   Without a thought, before he could even say "WOW", I had my arms around
his shoulders and my lips locked to his.  My tongue had no barrier as it
darted into his mouth as if looking for safety from a storm!

   The excitement was incredible; we kissed, and kissed, and kissed.  I
could not believe it; my cock was so hard I thought I would cum in my
panties!  I knew there had to be a gallon of pre-cum oozing out the tip; I
could feel my panties getting wet.  I could also feel the tell tale sign of
his hard cock rubbing against mine.  Man that did not help!  I was going to
cum and I was going to cum soon.

   Again, I thought he could read my mind for without any hesitation, he
pulled his tongue back, and started to kiss my neck, then my chest and down
to my stomach.  He was getting lower.  He brushed a kiss on my cock through
my skirt.  In an instant he was gone; he had hid his head under the pleats
of my skirt.  I could feel his hands on my legs and his breath on my
panties as he lightly pecked his lips over me.  I felt my panties peeling
away from my waist and working their way down my legs.  It was like I had
stopped breathing and time was standing still, when I felt it.  I knew what
it was, my wife had done it thousands of times before, but this was
different, this wasn't my wife, this wasn't even a woman.  This was a man,
and he was under my skirt putting his mouth on my cock!

   "I'm so hot I'm going to cum, and fast" I warned!  But I think he knew
that, I think he sensed it, a man can tell when he's going to cum so surely
he can tell when another man will too.  He moved his mouth down over my
shaft and slid his tongue around the underside of my cock head.  I was
going to explode and now.  I moaned in ecstasy, and then felt it, I could
not hold back any longer, and there it was; cum started to pulsate from my
balls through the shaft and straight into his mouth!

   He told me he had never done this before, and I believed him, he was
startled by the explosion, but he came back quickly and his lips rejoined
my cock!  I didn't know what was happening anymore, I almost fell over - if
it were not for the desk chair beside me, I would have fallen over this
guy.

   After an eternity, the pulsations stopped, I could feel him rubbing my
cock from the base to the tip with his hand, extracting the last of my cum,
into his mouth.

   He reappeared from under my skirt, I stood there staring at him, and
this man had just sucked my cock!  From everything that I knew to be true,
this was the first cock he had sucked, and the first load of another man's
cum that he was so evidently holding in his mouth.

   I could feel my panties sitting around my ankles, my skirt now brushing
my wilted cock.  He placed his arms around my neck, I knew what was going
to happen, we had discussed this very act, and we had both gushed at how
much we wanted to do this.  I felt a shiver race through my spine, I felt
the urge to run off into the parking lot and off home, still dressed in a
skirt and lingerie - I didn't care, I felt the urge, no the udder desire to
be someplace else, anyplace else.  As his hands touched my face, I began to
feel something else though, something new, a desire, but not one to run. 
His arms moved over my shoulders and he pulled my face to his.  His lips
touched mine, I accepted them.  His lips began to open, instinctively, like
the long sensuous kiss we shared just moments before, I opened mine too.  I
felt his tongue cross into my mouth, the taste was different, more salty,
with a slimier feel, I knew this was my cum being put into my mouth.  I let
my tongue glide over his; I accepted the load he was passing me.  I swirled
it around savouring the taste and relishing in the feeling.  I knew the
taste and feel, I had eaten my own cum before, but this was the first time
it was passed to me still hot from another mouth!  I never even took a load
like this from my wife before.

   To say the least, I was feeling fantastic.  Here I was in the arms of
another man, someone I had just met that morning, French kissing him, and
passing a load of my very own cum between our mouths.  I kissed him more
passionately than before; it was all I could do to keep from swallowing him
whole!  He slowly pulled back after many minutes of our embrace, the
remainder of cum was back in my mouth now.  Our lips unlocked, his head
pulled back, our arms still tightly locked around each other.  His smile
ran from ear to ear as he whispered "swallow" in a soft gentle tone.  I
did.

   We kissed again.

   There I was in my lingerie, skirt, and top, with my panties around my
ankles, wrapped in the arms of another man for the first time in my life. I
had just cum the wildest cum ever into his mouth, and he just shared it
back with me in the most passionate kiss I could imagine!  Me a 46 year
old, happily married man with children and a fantastic job!  Wow I had just
lived my most secret, most personal, deepest regressed fantasy of my life,
from the time I was thirteen years old and first discovered the incredible
feeling of pantyhose on my cock.

   We separated, pulled back to arms length.  For the first time, he had a
chance to see what I was wearing and he commented on how beautiful I
looked! I felt funny standing there at first, but with his kind words, I
felt better.

   I ran my hands down his sides and grabbed the cuff of his top, and
started to pull it up.  He moved his arms to allow me to get it up over his
head.  Tossing it to the side, I admired his hair covered chest.  I leaned
over and kissed his nipples, one then the other.  Slowly running my tongue
over them and making them hard.  The warmth of his skin against my face was
something I had only ever experienced with my wife.  It felt strange
sucking these flat breasts.  I felt his hands wrap themselves around my
head holding me to his chest as I licked.  I could tell he was enjoying the
attention I was giving his nipples.  Soon I felt a gentle push on my
shoulder, nothing blatant or deliberate, just a soft touch that I took as
his desire for me to continue lower with my gentle kisses.  I followed his
desire and started kissing my way to his stomach.  I pulled my hands from
his sides and started to loosen his belt.  I had a bit of difficulty, but I
was able to pull it free.  I undid the top button and slid the zipper down.
He braced himself on my shoulders and lifted one leg then the other as I
helped him out of his pants.  There he was standing in front of me wearing
his black garter belt and fishnet stockings with a small g-string bikini
that barely held his now raging hard on and balls.

   I ran my hand over his lace covered cock, and hooked my finger under the
band on the side and slowly eased the material over his hard member, trying
very hard not to hurt his balls in the process.  Wearing panties everyday
myself, I know the feeling of catching my balls in the material in the
wrong way.  I freed his cock and balls and tucked the material off to one
side.  I stopped for a second, my hand just barely caressing his balls, to
admire his wonderful cock; it was a bit longer than mine, and a bit less
wide.  I closed my eyes and inhaled his aroma, I had never been this close
to an adult cock before, to feel it, to touch it, to smell it - all my
senses were firing, I could hear his breathing.  He didn't say a word; his
hands lay motionless on my shoulders, no pressure.  All my senses were
filled with the moment, all of them except one - taste.  I was breathing on
his cock; moving my head closer, I was able to place a slight peck just on
the underside of the head.  I jumped slightly as it twitched to my touch.
Placing my hand on the shaft I wrapped my fingers around it and guided the
tip out towards my mouth.  Slowly I parted my lips and allowed the tip to
enter.  I ran my tongue over it as I closed my lips around the head.  I
couldn't believe what I was doing, but I loved it!  For the first time in
my life I had a cock in my mouth.  The salty taste of the precum oozing out
of the tip was much like the taste of my own cum.  I savoured the moment. I
could tell, that he, like myself, was not going to last long, but I wanted
him to.  I wanted, no needed, to make this experience last for a long time.
I knew I would not be successful in that effort, I knew he was going to cum
and soon; and I wanted him to; but I also wanted to make it last so I could
enjoy every fold of his skin with my tongue.

   I knew it now, since I was a kid of 11 years old trying on my mother's
pantyhose, I had imagined this very moment.  I had dreamed of it.  Even
though I married and had children, I knew this day would come - it had to!
I felt almost destined to be on my knees with a cock in my mouth.  I
shuddered slightly at how my thoughts as a young child were playing
themselves out 35 years later.  Could this be real?  I didn't know what
this all meant, I just knew at that moment that this is what I wanted to
do, and it felt very right doing it.  I had a bit of remorse toward the
fact that I had not done this before.  How much I have missed in my life.
It had taken a long while for me to even get the nerve up to taste my own
cum, even more to get to eating it the way I do now.  This step, taking
another mans cock; I never thought I would have the nerve

   My mind snapped back from its dream state when the cock in my mouth
twitched.  I didn't realize it till then, but I had slowly been bobbing my
head up and down the shaft, with my hand still wrapped around the base. 
His moans were more evident now.  The thoughts of my childhood days had
been swept away with the throbbing of the hard hot cock in my hand and
mouth.

   I intensified my attention on this glorious moment, putting more effort
and feeling into the ministrations of my tongue on him.  I knew this was
working, I could feel it begin to swell in my mouth.  I don't know how I
knew, but almost instinctively, I backed my mouth up to the tip and locked
my lips around the top.  How did I know to do this, was it in the porn
movies, did I read it somewhere, or was it really part of me?

   His cock grew harder and longer in the instant before I felt the hot
blast across my tongue.  Despite knowing it would happen, and all the
warnings, I still jumped a little at the shock of the blast.  The heat hit
me first, his cum was hot.  It shocked me, but I managed to recover before
the second blast hit me.  I certainly didn't want to lose any of his cum.
It wasn't until the third blast, which came rather quickly, that the taste
of his tangy cum hit me.  Like the precum before it, it tasted much like my
own, just slightly salty.  His cock pulsed a few more time in my mouth but
not much more was added, I knew from my own experience that there would be
a lot in the shaft.  Gripping my hand tighter at the base, I slowly pulled
on him extracting the last of his cum into my mouth.  I was so horny.  I
could feel my own cock building and pulsing with heat.  I had to have all
of his cum.  I wanted to share it with him the way he shared it with me.  I
kept nursing his cock, looking for more.  He was in no hurry, I could sense
that he was losing his balance and was gripping my head harder for
stability.  I carefully extracted the now wilting cock from my mouth, being
careful not to lose any of the precious cum.  When it finally dropped out,
he collapsed onto the bed behind him.  I stood over him, a smile on my
face, and a mouth full of cum.  He looked back at me, his face glowing with
excitement.  He had fallen right back on the bed, I climbed over him laying
my body against his.  Bringing my lips to his, we kissed.  I held back, not
wanting to open my mouth to his, I wanted him to ask for it.  I could feel
his tongue pushing at my lips, I chuckled, and he knew I was toying with
him.  He pulled away slightly, and said "may I taste my cum?" I nodded and
pulled his face back to mine.  This time, I opened my mouth to his and like
before, we shared the load of cum.  Slowly we passed it back and forth,
trying hard not to lose any or swallow much until we were satisfied.  I
normally would not get a hard on this fast, but the scene was so erotic,
that my cock was just pounding again.  I knew that there would be another
load to share.  I pushed part of the load back into his mouth again, and
then broke our kiss and swallowed what I had left.  He did the same.  We
laughed a bit as we lay beside each other both somewhat drained, but you
couldn't tell by my hard cock.

   He lay beside me "That was incredible" he said.  "I loved it" was my
reply.

   My skirt had fallen slightly over my member, he reached over, pulling it
up until I was exposed again and took hold of my cock, and began gently
stroking it.

   He turned to me, "Help me get dressed up too, I want to feel what it is
like to wear a skirt"

   I said OK, and got up from the bed.

   "First, let's see you" I said.  He stood up and I looked him over.  My
only thought was "very nice" He was built firm, not muscular, but no extra
flab or the like.  I walked around him admiring his chest, ass, legs and of
course his limp cock.  He had a nice face with soft features and a full
head of hair, slightly long and all black.

   He stood there in his fishnet stockings, garter and a pulled-aside
g-string bikini.  He stood there waiting to be dressed up by me.  I started
by removing his g-string, it wasn't very flattering anyway.  I went through
my case and found a pair of red panties, and a black camisole.  I helped
him with the panties, giving his cock a slight kiss.  I stepped back and
admired the bulge.  I thought about it for a moment and then decided to try
something I read about.  I came up to him again and put my hand inside his
panties.  Gently, I grabbed hold of his balls.  "Don't worry I won't hurt
you" I slowly pushed one ball up into the cavity between his legs.  Then I
did the same with the other ball.  "Don't go getting an erection now" I
warned.  Taking hold of his cock, I pushed it back into the cavity as well.
Pulling my hand out, I let the material of the panty hold him in place that
way.  "How does that feel?" I asked.  "Funny but Ok I guess" was his
tentative response.  I asked him to try walking and to sit in the chair. 
It was weird seeing a guy in panties without any bulge pushing them out.  I
loved it.

   He was ok with walking and sitting, so I continued to dress him.  I put
on the camisole, and then found a nice skirt and to and helped him get
those on too.

   When I was done adjusting the skirt, I grabbed my boots and helped him
get them on.  At last I stood back again and admired him - he was
fantastic, his soft features and his long hair made the look complete.  At
first glance you wouldn't be able to tell this was a man.  I commented on
that and he suggested we go out.

   Wow, I never thought of going out when I started dressing him, but now I
looked and thought this may not be a bad idea.

   I put my panties on and followed with my pants and shirt.  I looked
every bit the man again, only with panties, hose and a garter belt
underneath.

   I asked him if he was sure about this, he said he was.  It was dark out,
and later in the evening, so we could maybe get away with this.  There was
a small bar next door to the hotel, and we thought what the heck, let's
try.
   Leaving the room, he took my arm like a woman.