Carolina In My Mind John P. Fault <jpfault@hotmail.com> Copyright 2008, John P. Fault. Feel free to distribute, but please leave the entire story intact, as-is, and not to any pay sites. It's meant to be free for whomever wants to read it. This is a story containing somewhat graphic sexual activity. If you're under age, then you probably shouldn't read this. If you're a consenting adult then read away. Remember, be responsible for your actions and yourself because no one else will. I'm certainly not responsible for you, what you think, or what you do, and I wouldn't want to be even if I could. Ultimately, whatever comes around goes around, so play nice. ---- It's been awhile. For some reason, my muse disappeared on me. I actually started about a dozen stories. I have all of the fragments saved still. Maybe someday I'll figure out where they were going and finish them. In the meantime, this story has been swirling around in my head and I finally got the inspiration to finish it. I have a love/hate affair with North Carolina. I've got my reasons for dislike. I've got some reasons for liking it. I'm not going to go into all of that. What I am going to do is write about an area I've always liked there and maybe create a fantasy along the way. I hope you enjoy. As always, if you have feedback, please send it. My email is up there at the top. I have a couple of older stories that you might enjoy if you like this one. They're at asstr.org -> /files/Authors/Pagefault/ Thanks - jpf 7/30/2008 ---- Four hours is a long time to be trapped with your brain. Especially when your brain isn't particularly kind to you. Okay, to be frank, there's nothing wrong with my brain in general. It's mostly that my sense of self is a bit screwed up. Oh well, it's nothing that a few years and ten or twenty thousand in therapy couldn't fix. I won't dwell on it. Once you get past Knoxville and the billboard jungle before the exit to Gatlinburg, there's very little to distract you from the drive. Or in my case, there was little to distract me from the swirl of thoughts in my head. It didn't matter that the Pigeon River Gorge portion of the drive is quite amazing in its beauty. It didn't matter that driving through that area require a fair bit of concentration because the trucks like to go way too fast on that stretch. All I could think of was "Does she really want to be with me?" I mean, after all, it had been years since we'd seen each other. Even then, we were both quite the flirts when it came to email, but would the chemistry still hold up when we were together for a couple of days? I worried that we would get on each others nerves. I worried that perhaps the chemistry we both thought was there would fizzle. Even worse, I worried that I'd somehow be a disappointment, especially if we did actually end up in bed together. I guess it wasn't too late to turn back, but I knew I wouldn't. I'd see it through. If I ended up being a disappointment, I suppose that's better than being a coward. At least that's how I justified it in my head. I got through the never ending construction on the outside of town and made my way to the Biltmore Village area. I had toyed with the idea of getting a room at a bed and breakfast, but if things did heat up, I didn't want my hosts to hear it. At least with a hotel, there would probably be a bit more soundproofing and definitely more anonymity. I pulled into the hotel and went and checked in. I pulled around, unloaded my stuff, and went in. I figured I needed to freshen up a bit before I went to meet her. I opted for a quick shower and shave. I decided to go all out and trimmed up below the belt, too. Feeling a tongue on your shaved balls feels pretty incredible. I hoped it wasn't for nothing, but I didn't want to be too optimistic. Hoping is okay. Expecting is not. -=- I got dressed again and got in the car. As I pulled out of the parking lot, I gave her a call to let her know I was on my way. She had gotten off of work a bit early and was at home. I told her I'd be there in about ten or fifteen minutes, assuming I didn't take a wrong turn. The butterflies churned more and more as I got closer to her apartment. I got there and got out...and the butterflies decided to fly in a high speed formation in my gut. I made my way to the door and knocked. No turning back now, I guess. Cat opened the door and smiled at me. We both started to talk at the same time. Then stopped. Then started again. After that, we both just started laughing. We were both probably a bit nervous. I know I was for sure. That little laugh helped ease things quite a bit, though. "Come in! It's been so long since I've seen you!" She grabbed me and we hugged. Luckily, I was too nervous to get hard when I felt her breasts press into me. "I'm glad you're here," she said, hugging me tighter. We pulled back a bit and she looked at me and then leaned in and gave me a kiss on the lips. It was a bit tentative at first. I let a hand slide up into her hair and pulled her against me a little. I then felt her tongue dance over my lips, so I opened my mouth to let my tongue touch hers. The sparks flew at first contact. I slid my other hand down over her ass and pulled her against me. Our tongues swirled around each other as we kissed harder and deeper. We were both breathing hard when we finally pulled apart. There was no covering up the fact that I was completely hard by this time. I felt one of her hands snake between us and squeeze my cock through my pants. "That feels serious." "Oh, it is. It is. Do you want to stay here for a bit or go to my hotel ?" "My roommate will be home anytime and I really don't want to deal with her. Let's go...but maybe a little more of that first." With that, she leaned back in and we started kissing again. I grabbed a handful of hair and pulled her head back. I knew she liked that. As I pulled her head back, I kissed down her neck, nipping and licking along her jawline. I squeezed her ass with my other hand, hearing a soft moan as I moved over to the other side of her neck. "If we don't stop, we're going to have to go to my room and fuck right now." As much as I wanted to get her naked *right now*, I knew I also wanted to take my time and enjoy it. I pulled back. "I guess we had better go then. Let's head out and continue this where we can really finish it." She grabbed her bag from upstairs and we headed out to my car. I threw the back in the backseat and we got in and headed back to the hotel. As we neared the interstate again, she had a mischievous gleam in her eye. "You know, I've always wanted to do this." "What?" "This." And with that she unbuckled her seat belt and leaned over towards me. She unbuckled my pants and fished my cock out. She looked at it, gave it a squeeze and said, "Nice." With that, she took my dick into her mouth. I inhaled sharply as I felt the exquisite pleasure of her lips closing over the head of my cock. I felt her tongue swirling around as she took me as far as she could given the circumstances. I had to really fight the urge to slam my foot down on the accelerator as she sucked hard on my dick. "Cat, if you keep that up...I'm going to cum. As much as I want to, let's get to the hotel." She lifted her head up and let me cock go with an audible *pop* sound. "Okay, but I want to taste you when you cum." "I think I can accommodate you. Oh yes, I'm sure of that." I got myself situated again. It's not an easy task when you're driving, let me tell you! We drove along for a few minutes more, making small talk about jobs, her roommate, and the like. We pulled into the parking lot of the hotel. I made sure my fly was zipped up and then got out of the car. I led her to the hotel room and opened the door. We got inside and started kissing again almost immediately. "Let's move to the bed," I said in between kisses. We pulled the covers back, took our shoes off, and then crawled onto the bed. We were side by side, kissing, our legs wrapped around each other. We kept kissing harder, longer, and deeper, getting more worked up as each minute passed. I slide my hand into Cat's shirt, tracing the bottom of her breast with my finger. I kept lightly touching her breasts before circling a nipple. Then I took her nipple in my fingers and started rolling it, pulling on it a bit. I felt her moan into my mouth. I pulled back and she looked at me, a bit puzzled. I reached for the bottom of her shirt and she understood. I pulled it over her head and she helped me shuck her out of it. I also reached down and undid the snap on her jeans and then started to tug those down as well. She lifted her ass up for me and we tossed her jeans to the floor as well. We went back to kissing. I let my hands wander all over her body, teasing her with my caresses. I let my fingers play over her pussy outside her panties. I pressed a finger between her lips, lightly touching her clit. She moaned and spread her legs a bit. I took my hands away and I saw her open her eyes to see what the problem was. I leaned back in to kiss her as I reached behind her to unfasten her bra. I threw it to the pile of clothes forming on the floor. I pushed her onto her back. I pulled back and knelt beside her, taking off my shirt before leaning over her and kissing her. I went back to her neck and licked and kissed my way down to her tits. They were large and round and her nipples stiff and wanting attention. I tongued her nipples, rolling the nipple I wasn't kissing or licking between my fingers. I kept moving down her body. I spread her thighs wide and licked up one thigh, nuzzled her pussy through her panties, and then licked the other thigh. I worked my way back to her center, breathing hot breath onto her clit. I took her panties on each side and started sliding then down her legs. I threw them to the floor and went back to my prize. I gave her pussy a tentative lick and was rewarded with a moan. I slowly kept up the attack, lightly tonguing her clit and then running my tongue over and between her lips. I started licking faster, spending more time on her clit. I took her clit between my lips and sucked on it as I flicked my tongue back and forth. I felt her hands grab my hair while I licked her pussy. I felt her shudder a little and then she pushed me away. "Mmm. That was a nice little orgasm. I want to do something now, though," she said. She got up and rummaged through her bag and came back with her "boyfriend," a toy that she had often described using. "Someone is overdressed!" With that, she pulled my shirt off me. Without fanfare, she undid my pants and pulled them off and got my boxers at the same time. "Nice," she said again, as she took my cock in her hand. I watched her naked body as she knelt between my legs. She never let go of my cock the whole time. She leaned down, watching me the whole time, and slowly took my cock back into her mouth. She worked the base of my cock with her hand and bobbed slowly up and down with her mouth. I could feel her tongue working the ridge under the head of my penis, swirling all around. As I watched, I saw her turn her vibrator on and then slide it into her wet pussy. She moaned as it went in, causing amazing sensations in my cock. She worked the vibrator in and out of her pussy as she sucked and licked my hard dick. She kept bringing me right to the edge and then she'd slow down. It was sweet torture. I knew when I came, it was going to be intense. I felt her orgasm start as her mouth went slack over my cock. She made little moans and yelps as her orgasm rippled through her body. It was beautiful to watch her cum. She put her toy down and then slid my cock between her hot, soaking pussy lips. At first, it was just between them without going in. Then, without warning, she sat all the way down on my cock, bottoming out. She rocked a few times, getting me really wet with her juices. Almost as abruptly as it started, she pulled up and swung her leg over. Then she laid down beside me on the bed, pulling me with her as she laid back. She got me straddling her stomach and pushed her tits together a bit. I got the idea. I slid my soaked cock in between her breasts. As I slowly thrust forward, I could feel her tongue touching the head of my cock. I reached down and rolled her nipples as I started thrusting a little harder and faster. I felt the head of my cock go into her mouth and that threw me over the edge. I felt the first ribbon of cum work its way out of my cock and into her hot mouth. The lightning bolt of my orgasm pounded my brain as I fired three more shots into her mouth, feeling her swallow as my orgasm slowly wound down. I pulled back, letting my softening cock fall over her chin and onto her chest. I swung my leg back over and lay beside her. She turned to face me and we kissed. I could taste myself on her lips, but if she's willing to swallow my load, I can certainly deal with a little residual taste, I'm sure. "That was so amazingly hot," I said. She just smiled and nodded and licked her lips. We kissed for a bit more. I rolled onto my back and she nestled up on my shoulder, letting her hand trail up and down my body. I think we dozed for a little bit like that. -=- After awhile, I felt her hand stroking my cock lightly. I'd apparently had enough time to recover because I started getting hard again. She kept slowly stroking me. I reached over and got a hand between us and played my fingers over her mound and between her thighs. I found her already wet. "I 'pre-heated' a little while you were dozing. I hope you don't mind." I turned and kissed her as an answer. I pulled away after a minute or so. She looked at me questioningly. I pulled her up after me and got her on her hands and knees. I didn't have to see her face to feel her smile. I ran my fingers over her clit and slit and felt her wetness. I rubbed little circles over her clit for a minute before moving behind her. I took my cock in my hand and slid it through her slit, gathering her moisture on my dick before running it over her clit. Then I pulled it back and put the head just inside her. She slid back slowly, letting my cock fill her. We both moaned as her ass pressed up against my thighs. I grabbed a handful of her hair in one fist, using the other to grab hold of one of her hips. I pulled back until I was almost all of the way out. Then I pulled her hair and slammed into her hard. I kept up this pattern...slow pull out, pushing in hard...over and over until the pleasure made my hips start speeding up the pull out until the pace of our fucking was fast and furious. I could feel her hand between us, flying over her clit as I pounded away. Her pussy started contracting around me as she came, pulling me closer to the edge. As her orgasm began to subside, I started shooting my hot cum into her. I grabbed both of her hips and buried myself into her. Shuddering with each burst of cum that I put in her, I breathed deeply, sighing with contentment. I pulled out, seeing the torrent of cum race out and down her thigh. I flopped to the mattress as she got up and got a washcloth. She came back and asked me if I wanted to clean up with the washcloth a bit. I said yes, but before I could do anything, I felt her take my softening cock in her mouth, licking our combined juices off. Then she pulled back and handed me the washcloth to clean with. -=- We napped for a bit and ordered room service. We talked for awhile, making up for the lack of talking when we got her. She laughed at my nervousness, telling me I was silly. We watched a bit of TV and just relaxed, naked and wrapped up in each other. I felt myself growing hard after awhile. She turned her head to me and raised her eyebrows. I just smiled. "I want you to fuck my face." I must have looked surprised because she said, "Really. I'm going to kneel down in front of you. I want you to fuck my face." I watched her lush naked body as she rolled out of bed and knelt on the floor. I stood in front of her and put my cock into her mouth. I started slowly thrusting, careful not to go too deep. I felt her hands wrap around me, pulling me a little deeper in her mouth as I sped up the pace. Faster and faster, feeling her tongue on the underside of my dick, the feeling was almost too much. Finally, I couldn't take anymore and said, "Cat, I'm going to come!" She pulled back and my dick came out of her mouth. Her hand was a flash over my cock as she jacked me off. I felt the orgasm approaching and watched as I shot my white, hot cum all over her tits. She squeezed the last few drops out of me and then licked some stray cum off of her fingers. She rubbed the cum on her tits into her skin, eyes locked with mine the whole time. I pulled her back to the bed. I laid down on the bed and pulled her so she was straddling my face. I looked at the beautiful pussy just above me and started licking. I sucked her clit hard before licking her pussy from top to bottom. My hands wandered up her body, squeezing her tits, pinching her nipples, then sliding back to her ass, pulling her pussy towards me. "John...John...I'm going...to...cummmmmmm." I felt her pussy spasm. Then I felt a surge of wetness over my tongue and on my chin. I slowed down but didn't stop. She finally flopped over onto the bed. "I can't take anymore. Not for awhile, at least." I smiled as she raised her arms in mock surrender. She leaned in and we kissed again. I think we both needed a nap, now. We must have fallen asleep for awhile because we were well into infomercial territory on the TV when I next woke up. -=- "I got a toy for you, too," she said. I was a bit apprehensive about that. "Oh yeah?" "Yep. I'll get it." She went to her bag and pulled something out. I couldn't see what it was, though. "I'll put it on you." "What is it ?" "You'll see. Or feel. Or both." She leaned over me and grabbed my balls. "Easy there!" "Sorry. I'll kiss them and make them better in a minute." I finally saw what she was doing. She was putting a cock ring on me. It had a place my balls went into and then the normal ring. "It doesn't just help keep you up. The ball ring helps you last longer. And there's a little vibrator spot on it that should hit me just right." Who was I to argue ? I really couldn't argue when I felt her tongue bathing my smooth balls. She sucked on the head of my cock for just a second and said, "Ready to try it?" She laid back and pulled me on top of her. My cock felt harder than it ever had in my life. The buzzing from the little vibrator didn't really faze me until I pushed all the way into her. When the vibrator touched her clit, it intensified the feeling for me, too. She moaned and spread her legs wider. We kissed as I slowly thrust in and out, lingering on the down stroke, maximizing the vibrator's contact with her clit. She pulled her knees up and locked her ankles behind my ass. I thrust deeper and harder into her. She screamed out as I ground the vibrator against her clit. I pulled back and started short stroking against her. I knew orgasm wasn't far. We'd been going forever and I was ready to fill her with my seed. I pushed in one last time and rotated the vibrator all over her clit as I emptied my balls into her. She came again as I finished. I pulled up a bit and looked at her. She smiled and pulled me down for a kiss. The cock ring kept me mostly hard despite the exhaustion. We stayed like that for a long time, me inside her laying between her wide spread legs, her ankles locked behind me. When we finally moved, we both lay back on the bed. She helped me out of the cock ring and then snuggled up and used my shoulder as a pillow. After awhile, she pulled back a bit. At her movement, I turned my head to face her. "What took you so long ?" I just smiled. -=- -jpf 8/1/08