My live-in girlfriend, Evie, moved out about 5 weeks ago and ever since, my divorced little sister, Sugar (a name we called her when she was a baby, she hates Cecelia, her given name) has been keeping tabs on me so I won't get depressed. In truth, I haven't missed Evie. She spent the last 6 months throwing hints about a ring and marriage while finishing each subtlety with, "not that I'm unhappy the way we are." I didn't need marriage, we were happy, we paid all the bills, had a lot of nice things and a house, had great sex, shared lots of friends and even tried to have a baby for a year or so before we found out that she might have to have IVF like her sisters did to conceive. While I really did think she would come back, she called a week ago and said we had to divide up some things. We agreed to split the checking and savings even (we hadn't touched either since she left) and she claimed the stair-master, treadmill, one of the flat screens, a laptop, and would keep her phone for the duration of the "family" contract. We always put all of our money into one pot to pay bills so we totaled all the actual house payments made, 16, and I agreed to pay her the equivalent of the principle that would be paid on the middle 16 payments of the 20 year loan. She claimed a few appliances and didn't want any furniture except for a patio set her Dad built for us. We finished our "negotiations" by her telling me she still loved me, but she was 29 (I'm 30) and wanted to stabilize her future and I wasn't apparently interested in that. I protested that assumption leaning back on the "what's wrong with what we had" theory, but she had her mind made up. She asked if she could come over at a time I wasn't there to get her things, and promised no hanky panky, she would just take what we agreed on. I told her that if she took more I would deduct it from the check for her share of the house she paid. She told me not to worry and that after she got the check she would sign a legal document absolving her, and me, from any future monetary encumbrance and show proof that we both closed all of our joint bank accounts and credit cards. The line she repeated a few times was, "If we part as friends and have no qualms, we might be able to get together again without any fear of angst or mistrust. After all, I still love you. Not wanting you there when I come is my assurance I won't end up in bed with you, because I miss you so." and I assured her I could do that. She would hate me if she knew, but I had a friend watching the house to be sure it wasn't being emptied, I'm not THAT gullible. So, to give Evie time this past Sunday, Sugar and I went up to the local Apple farm and restaurant to get apples, pies, cider donuts, and lunch. The line was long as we decided on what to get and when I made my way up to the counter to pay, assuming my shorter blond sister in her red Oklahoma Sooners sweat shirt, was beside me. (we're often mistaken for husband and wife since Sugar is an affectionate sister, often holding my arm, and kissing my cheek if I do something nice for her). As the clerk behind the counter laid the charge board in from of me with the slip and my card she said "please sign here Mr. Huxley Warner the THIRD", talking like she thought it was a hoity-toity name. While my sister was named after her Grandmother, I was named after my Grandfather AND my father. All through grade school I was just Huck and then when I became somewhat of a local football star in High School and for a bit in college I was known as "Trey", as in "the third". My Dad had been a local sports hero of sorts and I wanted my own identification. So, as she handed me the slip to sign, my sister put out two $20 bills and I pushed her hands back saying, "I got this Sugar." She chuckled and I turned to see it was NOT my sister, but a woman about the same size with a red Ohio State sweatshirt on. I was embarrassed and just said I was "sorry but, she looked just like Sugar." "I can be your Sugar if you like", the older woman said, "I'm single. If you have a brother who's looking tell them you found someone who resembles your wife for them." I just smiled and nodded looking behind her to see Sugar having a good time with my embarrassment. We went and found our table and waited for our number to be called to pick up our tray. I decided to wander about the place to check out the homemade condiments, jams, and pickles. I ran into the lady in the Buckeye sweatshirt a few more times while browsing, like she was following me. When our number was called I went to meet Sugar at the table with our tray and she was conversing with the Buckeye lady. She peeled off as I got there, but not before she smiled at me. "What did she want?" I asked. "Oh, she just wanted to say she was sorry if I thought she was flirting with you when she said she could be "your sugar". I told her I was your sister, not your wife and then she got called for her tray as well. Her name is Babs if you're interested." "Ummm, not quite. Babs is a name for a girl in high school, where she may have been when I was in kindergarten. She has to be 55 or 60." I said shaking my head. As we ate Babs came by our table with her tray and nodded to Sugar as she passed. I couldn't help but notice as she walked by that she quite a nice ass, poured into designer jeans. I saw her sit down with what must have been her son, about 19 or 20. Her hair was perfectly coiffed and she was dressed quite well after she took off the Buckeye zippered hoodie. As she peeled back the hoodie off her shoulders to go over the back of the chair her chest was thrown out there and again I was surprised to see she had a nice breast line. Too bad her face showed the age her body denied. Sugar and I talked, she asking me if the day was bittersweet knowing when I got home all of Evies things would be gone. I told her I really hadn't missed her yet and was enjoying being a bachelor at the time. Sugar didn't believe me. "You're going to tell me that you're not getting laid and you're happy with it. I was feeling sorry for you and was going to volunteer a blow-job. What are sisters for?" She joked. "You're a sick ticket Sugar. Don't even joke about that!" I scolded her, not even believing she said it. "Don't worry, I'm keeping my skills in practice since I left Tony. I was afraid I might have to keep sharp with you, once Evie left." She continued the tease, chuckling. "More information than I needed Sugar. Our sex lives are off limits, even for family." "Oh grow up Huck. We all need sex and you must be getting something. I have a couple volunteers." She said. "Well, I don't. I have more self control than that." I said as Babs walked by and must have heard the last few comments judging by the smirk on her face. Sugar was even a little embarrassed knowing she spoke loud enough for "Babs" to hear. She leaned up and said, "That college kid next door comes over to help me out some times, and we hooked up a little. No harm." "You just be careful." I warned her as Babs came by, quickly this time with a hand full of paper towels, she had a spill at her table. I watched her bend over the table and wipe it dry as her son watched. God, she had a nice ass and she was really showing it to me, bent over like that. She quickly turned to see if she caught me, and she knew she had. I averted my eyes, but I knew I was caught. She came by again to dispose of the towels and smiled at me. "I think she likes you Huck" Sugar kidded as I told her we should go and get the apples and stuff. Outside there wasn't another Babs sighting and we sort of forgot about her by the time we got what we wanted, stocking up for the fall. When I got home Sugar came in with me to check out what Evie had taken, and true to her word, she just took what she said and left me a nice note, repeating that she loved me, but couldn't cope with the situation as it was. Sugar read the note after me and looked to me. "Are you THAT dead set against marriage that you'll throw her away? She's smart and good looking too." She asked, quite seriously. "You don't see her and live with her like I did. When she didn't get her way she whined until she did or until I put my foot down and let her know she was NOT getting her way. Then she pouted for 2 days. But she wouldn't put the engagement ring and wedding thing away. I was never mean to her, and gave her HER way more than not. You know I spoiled her and you scolded me for it as well." I said defending myself. "Well, you would know Huck. I just wanted you to know what you were giving away." "I'm not giving away anything; she's the one who left giving me an ultimatum. That's bribery of sorts. You got married and look what it got you, heartache. We were happy as we were, then she had to ruin it. Plain and simple." I explained. "I suppose you're right big brother. Call me next week. Maybe we can catch a movie some night, or I can make dinner." Sugar said as she let the screen door slam and she walked to her car. "GOD!", I thought to myself. "I've seen her more in the past 3 weeks than in the past 3 years. I hope she doesn't think I would hurt myself over this. I kind of like being on my own for a bit, even though beating off is getting a little old." I saw there was a playoff baseball game on in 15 minutes so I took a quick shower and threw on some clean sweats to sit and relax. I got a beer and a handful of Pringles and settled in to watch. After a few innings I dozed and woke up to the phone ringing. "Hello?" "Hi there Mr. Huxley. I thought if you liked my ass so much in the jeans you might like it more out of them." A woman's voice said. "Who the hell is this?" "Think about for a little while and I'll call you later." She said and hung up. I checked the caller ID and it only said PRIVATE CALLER. I was awakened from a sound sleep and I was still in a fog as I sat in the chair wondering what just happened. Nobody calls me Huxley, let alone Mr. Huxley and I still hadn't comprehended what she meant. Shaking off the cobwebs I tried to think of any women I had met or admired openly lately. I thought of a chick at work, the second receptionist, who worked at the desk in front of me. Once calls got past the front desk, she screened them down and had this habit of standing to be seen over the high front of her catch-all shelf and looking directly at the person she buzzed to get their facial expression as she intercomed like "Bob, a Mr Jones on line 3, can you take it?" She had apologized a couple weeks ago for constantly standing in front of me and I told her, with a smirk, I liked the view, but she seemed to laugh it off and I think she liked the attention, always a little tease. (I don't screw around at work - don't shit where you eat) But I thought she never wore jeans to work and then it hit me. JEANS! - Babs the Buckeye!! But how did she get my name? Had my sister told her my name? "No, not possible," I thought as I sat back in my chair to piece the day together and it hit me, "The damn clerk, acting the part of the snotty bitch, sing-songing my name to emphasize THE THIRD." Babs was standing right beside me, with me thinking it was Sugar. She had flirted openly with me and told Sugar she was single and wondered if I had a brother who might like someone resembling Sugar. "Wait!" I thought, "Was I that overt in my ogling of her ass that she thought I was interested? Jeepers I was just looking! I look in the lobster tank at the grocery store but I don't buy them often. She has to get over herself." I got back into the game and 15 minutes later the phone rang again with PRIVATE CALLER on the caller ID. "Hello Babs," I said, "Why are you calling me?" "I got from your conversation with your sister that you might need some companionship, now with your girlfriend gone." Babs said. "And I couldn't help but notice you admiring my posterior." "You know I look at butts all of the time, yours was just another one. Don't get all up on yourself." I said snottily. `You checked out my tits too. It's why I took off the sweatshirt. They look good in that cotton top, don't you think? . . .and that's without a bra." She replied confidently. "I'm not actively looking for a girlfriend; I'm thinking you're misunderstanding the situation." I said hoping to get her off my phone. "Listen HUXLEY, get over yourself. I know your about 25 years younger than me and the brother I hoped you would pitch me too would be an OLDER brother. However, I haven't been laid in a long while, just like you. We could help each other out here. I think a play date is in order." She said finishing in a soft tone that somehow got to me and my libido. As George Costanza once said "it moved." and she had me interested. "Listen Babs, my friends call me Trey." "Oh? So now I'm a friend?" "If you want a chance of being one, call me Trey." "So suddenly the idea of a play-date, emphasis on the PLAY part, sounds good to you." She was getting a little too much of control of this so I decided to put her in her place and see if she could take the abuse or run away mad. "Umm, a play date might be fun if I could get over the idea of it being like I was fucking my mother." The phone went silent and I was sure the line would go dead but she had just hesitated. "I doubt if your mother works as hard as me to keep my body in shape. I don't sag where other 50 somethings do, and this is all me, no surgery, no enhancements. I just love sex and want to keep as sharp as I can. I've been single for a long time and not many men get a chance to get in my pants. You're just special. I'd love to show you how well I uh...play. It's been quite a while, but I bet I still have skills. Is your mother that well practiced?" "I said that to hurt you and scare you away. I'm sorry. My Mother is dead for a few years now. Let's not go there anymore." I said sorry I brought it up. "You aren't going to scare me away. I'm trying to seduce you, REMEMBER?" "But exactly why?" I wondered. "When you said, "I'll get this Sugar" it was the first time anyone said anything with affection to me in years, even though it wasn't meant for me. I would have stripped and let you have your way with me right there, if you wanted. I spend a lot of time in the gym, School Board meetings, doing what I can to keep my son out of trouble and in college that I don't have time for the kind of fun I plan to have when he finally goes away to finish his degree. I'm getting pretty bored with my friends Buzz and Bunny. I'd like to be with a real man for once in a long time, instead of a fantasy. By the way, you are a REAL MAN. You smelled so good and were so handsome that I spilled a soda gawking at you, you just didn't catch me." "This is all too weird, all too easy. You just want me for a sex toy like Buzz and Bunny." "Listen, uh . . Trey. I'm not going to beg you. It just sounded from the information I gathered that you might be in need of some lady companionship and after you made my made my sap run, you're all I've thought about. Spending time with a vibrator and a Rabbit may not do the trick this time. I know from your address in the phonebook you don't live too far. I could be there in 20 minutes." "Why couldn't I go to your place?" I asked to turn the tables on her. "Because even if I snuck you into the house with my son here, he would hear the screaming I plan on doing and interrupt his college studies." She then quickly changed the subject, "Did I tell you I like to be spanked?" She added for shock value, I suppose. "Are you in the phone book?" I asked seeking tit for tat. "Yes, I am. Barbara Sennert, 2344 Mohawk Drive." "If you're in the phone book, why does it show PRIVATE CALLER in the ID?" "I'm on my cell phone." She said as I picked up the phone book and looked her up. "If you came over are you going to spend the night? I have to work early tomorrow." I asked stalling for time as I took out my cell and dialed the number in the phone book. "Hang on, my other phone is ringing. It might be important I'm on the school board and we have an issue currently." She said as I heard her set her cell phone down. With my cell phone to my ear I heard her semi-sultry voice say, "Hello PRIVATE CALLER, can I guess who it is?" followed by a giggle. "Just checking the facts, Babs, just the facts." I said hanging that phone up. "So you know where I live and my phone number, that I'm on the school board, you can check that too." (I already was, that Google is a wonderful thing) "Can we cut out the dance and just tell me if I'm going to be with a real man tonight or not." She said giving me the ultimatum. "I'll tell you what, give me your cell number and let me call you in 10 minutes." I proposed wanting a few more minutes to check her out. There was a long silence and then she said "10 minutes, that's it. After that I'm oiling up the toys and you're jerking off. The number is 555-5555. 10 minutes!" With my job I had a connection to DMV and Vermont State Tax and a credit bureau link to boot. I just wanted to be sure I was dealing with what it sounded like. I worked in Collections, Repossessions, and Unclaimed Funds for a national concern and we cooperated with many states, sharing information, so if she was legit, I would find out quickly. She was who she said she was, had been divorced for 20 years and had sued her ex for child support 15 years ago, but he disappeared from the state to a state where they won't go after him. She was on the town school board and worked as an executive assistant for the state assessor's office. Oh, and her "fifty something" turns 60 in a week I didn't believe it, but I was going to call her back! I dialed her number and she answered on the first ring. "So, I passed all of your little tests? I knew I would. I'm on my way over. I `m halfway there." She said without saying hello. "You're confident." I said trying not to show any excitement. "I saw the way you looked at my ass. See you in a few." She said and then hung up. I couldn't believe I was sending out for sex, or had I just been picked up by phone? I have been propositioned in bars before, but never so blatantly. I suppose there was no easy way for her to pussy foot around what she wanted. Suddenly I was nervous. I hadn't been with any other woman but Evie for probably 5 years. Evie was shaved, nice firm tits, loved to give head, get head and even asked for it in the pooper every once in a while. We were good for 2 or 3 times a week and never really got bored with any of it. Even just a few weeks before she left, the week the Drive-Ins closed for the season we went and saw a double feature, "What to Expect When You're Expecting" and "The Five Year Engagement". Midway through the second movie as we were cuddled in the front seat she turned and whispered "This is kind of boring, I'm gonna suck your dick", and did. We WERE GOOD together. She was just getting pressure from her mother or sisters to tie me down. I didn't NEED tying down, I wasn't GOING anywhere. I heard a car pull up in the front and a little chill ran up and down my spine. Fear of the unknown I guess. I heard her shoes clunking up the wooden steps and the screen door open and a knock on the little window at the top of the door. I went and opened it, bravely, to find Babs, in her Ohio Buckeyes hoodie and designer jeans. "Hi Trey, thanks for seeing me." She said very business-like. "I'm sure we'll have a good time and do each other a lot of good. I know I look the dressed same as before, but I've showered and changed everything else but the hoodie and the jeans. I'm assuming you've showered as well and with all the formalities and awkward questions out of the way, can we go and sit down to talk a bit?" "You talk like you do this all the time." I said to catch her off guard. "No, I've never done this," she said with her bottom lip trembling,"why do you think I'm so fucking scared. I'm not as brave and bold as I was on the phone. I barely know why I'm here. It all seemed like a good idea then, now I do have cold feet. I haven't had an affair in years." She said honestly. "I had a chill run up and down my spine when I realized you were here myself, so I guess we're both going to be awkward." I said to ease her as we walked to my living room and she sat on the sofa and I sat beside her. "Second thoughts?" I asked. "No, not really, when I went to knock on the door I told myself, "you're doing this, you made the commitment". I just don't know where to start. Ummm, I know I don't have a young and pretty face. I had a spell of Bells Palsy and they tried to cure it with steroids. It worked but I lost my pretty face. I hate to think it's why my husband left, but . . ." "Babs, don't make excuses for yourself. You have a beautiful body and none of us keep our looks forever. My hairlines receding and I've got crow's fee already, so. . . ." We were both at a loss for words and finally I thought to myself what I used to say when I was dating a girl in high school and unsure where to go next as we parked in front of her house, "fish or cut bait". I moved up close to her and put an arm around her and got real close to her face. "I can see you were a very pretty woman and you still have great features up close Babs, may I kiss you?" I said wishing I hadn't said any of that, sounding so corny, but she smiled and said, "Yes, I'd like that." Her lips were soft and it felt real good, I kissed her a few more times, looking in her eyes each time. I sat back a bit and she giggled like a young girl on her first date. "Look at us, so brave and cocky on the phone and now, . . . . . each afraid to make the next move. Kiss me again. By God, we've broken the ice." I kissed her again and again and soon we opened our mouths and our tongues went crazy like two people mad in love. I eventually had her slide down to her back and I sort of nudged in beside her so I could rest my hand on her stomach and ever so slowly creep up to her breasts. They were so soft, so pliant, and different than the young flesh I was used to but she cooed in my mouth as I felt them through her thin bra. I pushed her shirt up and pushed the bra back and my mouth left hers for the first time in 5 minutes. Her tits were firm, but not in the sense of a young woman. I'm sure when she stood they didn't fall but they were so pleasant to feel and the breaths she drew as I suckled and squeezed them told me she was so grateful to have them treated like this. "Oh God," She said with a deep quiver in her voice, "I haven't been wooed like this, loved like this, as far as I can remember. If I had an affair I just pulled my dress up." "Shhhh, this is now and we needn't know anything else. You feel incredible and I can't wait to taste you, savor you, and fuck you." I said as she trembled once again, like she had just had an orgasm, and perhaps she did. Here I thought a seasoned bed hopper was going to come over and run over me leaving me dripping cum while she sped away to her next encounter, and in reality she came over in hopes someone would treat her the way she's always wanted to be treated but was afraid to ask for. Almost 60 and a neophyte at seducing or being seduced As I played with and nipped at her wonderful boobs I began to run a hand over her belly. It was flat, but again, her skin and the flesh below was very soft, pliant, but seemingly taut and somewhat muscled underneath. She had no paunch, even when she stood, for almost 60, I must say she was pretty solid. When she sucked her breath in and had a catch in her breath I saw her belly pull away from the waist on her jeans. I watched and waited for a chance to slip my hand into that waist, and it came when I pinched the nipple I had just let go. My hand went into her pants and over the little silk panty she wore. The crotch was soaking wet to my hand and I could feel a well trimmed bush. I got my middle finger in the groove of her pussy, through her panty and moved my head back up to suckle her again. Her hips bucked like she was going to tell me to stop, but she sat up quickly saying "Isn't there a bed we can move to? I want to get out of my clothes". I stood up and offered her a hand that she took and wrapped her other arm around my arm as I led her to the bedroom. Once inside she let go of me and pushed the shirt the rest of the way off over her head and then reached down between her breasts and unhooked the bra. In the soft ambient light from the living room she was a beauty. I just looked at how pretty she was in the light but she looked up to me and waved her finger up and down, "You too, get undressed." She said as she unbuckled her jeans and pushed then down her legs. They were snug but they came right off, leaving her in a little panty, the crotch soaked. I untied the waist on my sweats and they fell to the floor, I wasn't wearing underwear. I pulled off my jersey top as she pushed her underwear down, and we were both nude. I smiled at her and she did a little pirouette. "What do you think?" She said as she paused so I could get a good look at her ass. "You're proud of that ass, and you should be. It's perfect." "It was starting to look like an old lady ass and I stair-mastered, rowed and ran to get it back to where it was. I want to wear stylish clothes and have men look at me. Today was the first day I wore those jeans." I walked over to her and kissed her mouth while wrapping my arms around her and filling my hands with that supple butt. It was a great ass. I squeezed and juggled her cheeks and paused to give her a good hard slap on one side and then the other. "Oow! You remembered I said that. I haven't been spanked like that in 10 years, . . more . . and I still love it, the sting, the heat it brings. She said as I followed the first two with two more. "Ooww! Oh, that's so nice, but save some for later." She said as I backed her to the bed and she sat down. I knelt between her legs and parted them a bit lifting them to tip her to her back. Her pussy was trimmed close, but very neat, obviously spending a lot of time with it. She was rife with sweet smelling dew that I lapped up as she swooned loudly. I pushed her legs further apart and really got into her sweetness. When I lapped up to her clit, it was a hard nubbin, not the biggest I ever saw, but most prominent. In the low light it looked like a little dick peeking out of a foreskin. I got my lips around it and sucked for all I had while running my tongue over it. She bucked hard under me but I stayed on that little bronco, never letting it out of my mouth until I sunk low on my haunches and spread her open to lick her asshole. She jumped again, and then moaned as I continued to run my tongue over it. "Oh that feels so nice, I've never had that before." She whispered loudly as I licked her more there before moving back up to her honeypot. There was plenty of spit and her own juices for me to get a finger up that pretty little round hole as she jumped under me again. "Oh God, that's new too. Where have you been all my life?" She said before almost growling out loud as I pushed up her rear as far as I could and sucked her clit between my lips. Her breath caught for a long time and I took my finger out of her and released the pressure on her clit. She barked out a big ball of air. "Oh my God, Oh my God! Don't touch it anymore, I'm raw!" She shouted as she forced herself back up to a sitting position and I stood up. Where she sat and where I stood put my crotch just below her eye level. She looked down at it and then into my eyes. "What do you like?" "Whatever pleases you." I answered softly. She brought one of her soft tiny hands under my balls and fumbled them and I saw she was getting teary eyed. "Is this hard for you, Babs?" "My husband used his hand on the back of head to show me what he liked." She said obviously upset at the memory. "Do what YOU like and if you don't like it at all, we can skip it." I said trying to be understanding, even though my cock wanted oral relief, badly! "NO, No you need the attention and after how happy you made me this way, I want to. I've just never been on my own, I guess you could say." She said as she leaned up and over me and I felt a little kiss on the head. She brought her fingers up to run over the tip of the head, I think to gather some precum. She looked up at me and licked off the two fingers and then put them back on the tip to roll them over and over it as she looked into my eyes. Then she leaned over it again and kissed the tip more fully now, opening her lips until she closed her mouth over the head, closed her lips tightly and drew them off, only to repeat that motion a few more times. I stood with my hands on my hips and groaned loudly as she relieved some of the pressure on the blood filled tip. "God that feels sooo good Babs. Your mouth is so soft, warm, and tender." I said as I shuddered, it felt so good. She pulled off again and looked up at me to see if my words were sincere to my expression and she knew it was. She put it back in her mouth, this time moving her head down lower onto me and she began to go up and down. Where at first she was tense, she now seemed more relaxed as she got into it more. Then she pulled her head off and I thought she was going to ask me to fuck her, but she put a flat hand on my belly and pushed me back a step as she fell to her knees. She put one hand on my ass and the other around my shaft and moved her lips over me again, moving 3 tightened fingers around the shaft just in front of her lips. Just a few minutes of this had me brewing, panting, and wanting more. "Unless you want a big surpsise, you better ease up." I said as I touched her cheek. She immediately stopped and stood up to kiss me flush on the mouth, her lips soft an slobbery, but, oh so sexy. She took my hand and turned to the bed and lay on her back, pulling me now with both hands on top of her. She spread her legs and I fit right into and slid right into her as she howled a shriek of delight and wrapped her arms around me. "A real man deep inside of me! I never thought I would feel this again. I knew I still had it all." She said as if was the only thing in life she craved. I smiled down at her and asked, "Still had what?" "When I was young, men clamored to be with me wanting me as I flaunted my charms. I knew if I got my body back someone would want me." "Babs, if I made you prove to yourself that you're desirable, I'm happy. Your pussy feels so nice around me and I'm going to fuck you just how you want it." I said as I began to plow in and out of her. As I really got going on her while hugging my head to hers I wanted longer strokes so I pushed myself up as she raised her knees up. I put a hand on the back of either of her thighs and bent her into a Vee and began to thrust on her as her face turned brilliant red and her mouth went to an O and she sort of froze as I felt her going a bit rigid. Suddenly she shrieked like she was being stuck with a hot poker and her legs shook and suddenly she began to lift her ass off the bed to meet my thrusts and growl and groan as I fucked this woman who needed a man so badly. "Fuck me, fuck me, FUCK ME!" she yelled through a hoarse voice that must have hurt it was so forceful and insistant. Suddenly I pulled from her causing a huge look of disappointment before she realized I was turning her over. If I thought she had a nice ass in those jeans, the ass that was spread and opened before me, centered with a dripping pussy, was the most inviting I might ever see. I lined up my cock to plow into her as her shoulders dropped to the bed and she almost most preened like a jungle animal showing her sex. My cock was drawn to her wet slit and I went right in as if homed electronically. The slam of my hips to that beautiful ass rang in the room as she answered every thrust with a thankful shout of glee. I held a cheek in either hand when I pulled one off and slapped it down hard ringing a loud crack. She shrieked louder as I smacked that beautiful fleshy globe 4 more times in a row, only to grab it solidly so I could land 5 quick blows to the other. He ass was red as a cherry and she was breathlessly cumming, at least twice in a row. The only think that kept me from cumming was studying this woman, who hadn't had sex in so long, enjoy herself. When I thought she was through I applied two more hard smacks to each side of her ass and then grabbed each cheek to bring myself home. That's when I looked down in the ambient light to see on each backstroke her little virgin asshole sitting wide open. I wouldn't even try to fuck her there, at least not tonight, but I wanted the reaction of my thick middle finger going in there to give her a taste of what she might have missed in her first 50 years. Pulling one hand from her ass I stuck my middle finger deep into my salivating mouth to wet it and push it quickly and deftly right up her ass until the knuckles of my hand rested in her crease. She pushed back hard to feel as much as I could press into her almost stopping my hips from thrusting. Her head, resting on her forearms was lifted now and almost unintelligible sounds came out of her mouth until I withdrew my finger and began to ride her home for my orgasm. "Where do you want my cum, Babs? Where do you want my cum?" I hollered knowing I was close. "On my belly, on my tits!" She shouted pulling forward and turning fast. I straddled her and aimed for her tits, but I was a geyser and hit her right in the face with two watery blasts as she closed her eyes and opened her mouth to protest and my first real cum went halfway in her mouth and half on her chin. She choked and covered her mouth as I drenched her tits with my huge load. She uncovered her face as she felt my warm seed drip on her belly now as she tried to work the cum from her mouth but it must have went back so far she couldn't retrieve it, so now she was just swallowing and tasting. "It's so sexy when a woman eats my cum." I said wishing I hadn't, it sounds so sexist. She half smiled and looked right to my dripping drooping cock and she reached for it with a pulling motion that caused me to move up her body as she craned her neck seeming to want to get her mouth on me. I didn't think this was something she did in her marriage life, but she put her mouth around me as I sat up, my balls between her lovely tits and pushed my cock all the way inside her mouth. She made a face at the taste, but she was reacting to my comment on "eating cum". She drew her head back and I retreated a bit as he took me in her hand and squeezed a pearl of cum out and she wiped her tongue over me. "Did you like that, was that sexy?" She asked and I rolled my eyes in response. We sat quietly like that, me on her chest, my cock resting just below her chin, for a few minutes until we caught our breaths. As she tried to pull herself from in under me I swung off and she asked where the bathroom was. I pointed to the dark corner of the room and she made her way to the half open door and clicked on the light. I watched her as she stood over the sink washing her hands and then taking handfuls of water to splash on her face. If not for the face that gave away her years, that body could have been a thirty something. Watching her move as she splashed the water and then took a towel to wipe her face, she was exquisite. I was even stirring in my loins, I had to tell her. "You're really quite exquisite, a tender lover, and a catch for any man who might try to be with you." I said as I grabbed my cock to feel how firm I was getting. She turned and looked at me with a sullen look. "Not ANY man, not you, or any younger man. I know you're aware of how old I am. I'm twice your age and even if we fell in love, . . . in 5 years I would begin to dry up and you would look elsewhere and I wouldn't blame you. Do you think I could find a man whose virile enough to do what you did tonight? Not likely. Once my son moves out and transfers to USC next semester I'll be able to entertain a man or two at home, maybe even keep a lover, but I won't find one like you. I wasted my best years with a shithead husband who got me pregnant when I was 39 and left me. Tonight I realized how much I liked having a man in my mouth, but I hated it with him." She said as she began to fix her hair in the mirror and tell me her story rather off-handedly. "He would hold my head by the hair and screw my mouth until he got close and then pull out and shoot in my face calling me his little whore. Then once I got so big I couldn't even kneel to do that, he left me. He never saw his son, he never cared." Suddenly I felt uncomfortable, but I had to go over and comfort her. I came up behind her to hug her, but she tried to pull away. "Come on Babs, don't dwell on what happened that you can't change. We just had a wonderful night and there's no reason you can't have a lot more of them." I reasoned. "With you? I don't mean as boyfriend and girlfriend. I don't want to saddle you with that." She asked. "Yes, I'd love to spend more times like this, but let's wait and see how we feel tomorrow and the next day. I'm a little afraid you may hate yourself in the morning." I warned her. "No, that won't be. I've dreamt of this night for a long time, once I got a look at myself in the mirror and saw how nice I looked. I was going to get a man to pay attention to me again. You applied for the job with your eyes. I'm sorry I stalked you, but I'm glad on how it turned out. If I can keep up with you, I can keep up with anyone." She said finishing her little sob session as she leaned with her hands on the sink. Just then I became "interested" enough that my cock moved between those beautiful cheeks. I put a hand on her back to insinuate her to lean forward farther. "You want me again?" "Well, the ummm . . . third person in the room seems to be quite interested." I said with a chuckle. She separated her legs a bit and I went right into her. She grunted approval as she rested her elbows on the sink. I reached around her and took her big hanging fleshy boobs in my hand and fingered the nipples. She shuddered and I felt her cum all over my cock. "Jeez, you're going to make me cum already. " I said as I felt the process rising and I redoubled my strokes. I couldn't remember cumming so fast, especially on the second time around. "Do you want to cum in my mouth? You said you liked that." She asked me looking straight in the mirror at me. "Do you like that?" I asked getting more excited. "I've never really done it, I've just tasted what you shot there and what was left." She said quickly knowing by my breathing I was close. I backed from her and she turned and went to her knees, looked warily at my cock, slick with her juices, and put her mouth over it with no time to spare. I shot my little second load into her mouth as she sucked around me. `Ohhhh GOD, GOD! Easy! Owwww, so sensitive!" I wailed causing her to back off quickly and hold me, looking at me with a sly grin. She stroked me once more and a thick blob appeared on the head and she put the whole thing in her mouth as deep as it would go and then sucked up the shaft. "THERE! I hope I made you as happy you made me." She said happily before swishing her tongue around her mouth and making a funny face as she swallowed what she collected. I helped her to her feet and kissed her. "Do you want to shower here before you go, or you can stay?" I sort of asked her. "No, my son will worry if I don't come home. He thinks I went to meet with some of the board members over a drink. She went into the bedroom and picked up her clothes and started to get dressed while I stepped into my sweat pants and pulled on a tee. "I'm not going to call you. You call me if you want to have me come over again." She said quietly. "You wouldn't want to go out to dinner or anything?" I asked. "No, this should be for sex only. I don't want to get involved in any way where we . . . you know?" "I guess I understand. Thank you for a great night." I said feeling a little cold about it. "No, thank YOU! You made a woman past her prime feel like she was in her prime. I felt like a school girl sometimes tonight as I did things I've only heard about. It was fun and if I never see you again and live to be 100, I'll think of this night often." She said as she got near the door, slipping on her hoodie again. I grabbed her arm and pulled her to kiss me as she opened the door. She smiled after the kiss, and I said "Good Night sugar."