Note: This story was dynamically reformatted for online reading convenience.
 
 I guess that I've known Beth for about 3 years now.  I meet her when she
was hired to be sales rep on the East Coast.  Our company makes medical
diagnostic equipment and all of the sales reps need at least a working
knowledge of how to fix or calibrate the instruments that we sell.  This is
where I fit in.  I'm the National Service Manager and it's my job to train
the new reps on some very basic repairs that might be needed in the offices
where the equipment is placed.

   Beth is 35 years old, 13 years my junior, she has red hair, dark green
eyes and a body that shows she works out regularly.  Her tits are on the
small size and she has slim legs that look great with the knee length
skirts she wears.  She has a great personality but absolutely no mechanical
ability at all.  I usually spend about 3 days with all the new reps, more
than enough time to show them everything they need to know about our
instruments.  After 5 days with Beth, it became clear that she would never
be able to handle what needed to be done in the way of minor repairs.  I
talked with her boss, the National Sales Manager and explained her problem.
He said that he wasn't concerned and that she would probably learn it as
time went on.  He said she was one of the best sales reps he had and that
meant more than her ability to use a screwdriver.

   I was able to teach her a few things that would help her look good to
her customers until she could get a service person to the account to fix
any real problems.  Beth turned out to be the number one sales rep her
first year with our company.  She also was the one that needed more service
calls to her accounts for minor problems than any other rep.  At our
National Sales Meeting she was rewarded for her efforts with a plaque and a
sizable pay increase.  After the sales meeting, all the reps and service
people went to a local night spot for dinner and drinks.

   As we all arrived and took our seats, Beth made a point of sitting next
to me.  When she sat down, her skirt pulled up on her legs, giving me a
beautiful view of her thighs encased in silky black hose.  I love to look
at women with black hose on, I think it's extremely sexy.  While we ate
dinner, she thanked me for all the support that my department gave her
during the year.  She said she wouldn't have been able to be the top rep
without our help.  Our conversation then turned to other things such as
what her goals were for the coming year and what she did as a hobby.  Just
as I thought, she was into working out every chance she had.  She said that
when she was on the road, she would always stay at motels that had an
exercise room.  She didn't like to spend time in the bars in the evenings
because she was always getting "hit on" by salesmen who were also away from
home and looking for some fun in the evenings.  She said she tried going
down to the bars when she first started traveling, just for a drink and to
watch sports on the big screen TV.  She quickly got tired of having to put
up with all the horny salesmen and started working out in the evenings
instead.

   We talked about our personal lives, something we never did when she was
doing her training in my department.  I found out that she had been married
twice, both times for 2 years.  Both of her husbands were salesmen and were
also on the road constantly.  She found out that both of them were spending
their evenings away from home fucking anything that moved.  At this time
she had been divorced from the last husband for about 5 years and was
dating a young lawyer.  She was happy with their relationship, neither he
or she wanted to get married just to date and enjoy each other's company.
She asked me how long I had been married and when I told her 26 years, she
couldn't believe that those types of marriages existed anymore.  I told her
that I had one of the best women around for a wife and we were not just
married but also best friends.  She seemed very impressed and said I was
truly lucky to have such a great marriage.  I agreed and our conversation
turned to world events and sports for the rest of dinner.

   After dinner, the younger crowd, decided they would go to a bar with a
band and have a few more drinks before calling it a night.  Beth asked me
if I was going and I said no, I was getting too old, at 48, for such a
night out.  She just laughed and said I didn't look or act that old and
that I should let loose once in awhile and join the crowd.  I declined
again and went back to my room and went to sleep.

   The next morning I saw Beth in the hotel lobby as we were all checking
out and asked her how the evening went.  She just looked at me and said
"lousy".  Seems that most of the salesmen got a little drunk and started
coming on to her.  She said she spent an hour trying to be nice to them
without hurting their feelings and then just gave up and went back to her
room.  I said I was sorry to hear that and thought to myself I sort of
expected that that would happen.  The night before she looked wonderful,
short skirt with black hose and a short sleeve white sweater that clung to
her upper body.  We said good- bye and I told her that if she needed
anymore help with her accounts to call me.

   The following day at the home office, all of the department heads were
called together for a meeting.  As we sat in the conference room waiting
for the CEO to arrive, everyone was trying to guess what the meeting was
about.  Usually we knew ahead of time what we were going to be talking
about, this time it was not that way.  Robert, the CEO, walked in and sat
down and just stared around the room before speaking.  He started out by
telling everyone what a great job we were doing and that he wished he
didn't have to call this meeting.  We all looked at each other with
surprise and he continued.  He said that the company was going to do some
"down sizing" and several positions would be eliminated.  I felt a lump in
my stomach start to grow and hoped that my 20 years with the company would
keep me safe.  He started by going down a list he was holding and letting
everyone know their fate.  Some departments were going to be eliminated
completely and some just cut down a bit.  When he got to me he got a real
sad look on his face and paused for what seemed like an eternity.  He then
told me that my department would be the one that was changed the most.  The
company's feeling was that we had a great product and didn't need as many
service people in the field as we had.  They were going to cut my
department in half from 12 techs to 6.  I felt bad for the 6 younger guys
but felt relieved that at least I still had my job.  The meeting ended and
everyone stayed for awhile talking about how they were going to break the
news to their staff.  Later in the day I called my people together and
broke the news.  The 6 guys took the news better than I thought and said
they understood, it's just the way that companies were going lately.  I was
able to offer them a severance package to keep them going while they looked
for another job.  They departed as friends and I set about trying to
re-organize my department.  Because of the cut back in techs, I realized
that the other 6 techs were going to be on the road constantly, leaving me
at the home office to do any repairs that were sent in.  I didn't like it,
but also couldn't do anything about it either.

   The next 3 months were terrible.  My techs were gone must of the time
and we discovered that one of our instruments was built with an electronic
part that was not up to specs.  This instrument was our main product, a
blood analyzer, of which we had sold more than 1,000 of in the past 2
years. This part was not that hard to change so most of the sales reps
could do it while visiting their accounts, all except Beth.  I knew she
could never be able to replace the component and would need the service
techs to go to each of her accounts.  The trouble was that Beth had sold
more of this instrument than everyone else and we were until great pressure
from the FDA to correct this problem as soon as possible, if not sooner. 
My idea was to have 4 of the techs get together with the remainder of the
sales reps, show them what needed to be done and help them if they needed
it.  The other two techs would split Beth's accounts between them and do
the repairs for her.  Beth had sold over 300 of these analyzers and if
would be several weeks before they could all have the new part.  This was
not going to please the FDA, with blood concerns at an all time peak, they
wanted these instruments fixed immediately.  I decided that maybe I should
go out in the field again myself and help.  I hadn't been in the field for
over 10 years and wasn't looking forward to staying in a different motel
every night again.  I had my fill of that during my younger years and
wasn't looking forward to being away from my wife for a week at a time
either.

   I called Beth and told her my plans.  Rick and Tim, the two techs would
each take about 100 of her accounts and I would take the rest, about 80.  I
wanted her to work with me for a week and I was sure that after that she
could do the work herself.  Since our main office is in Chicago and Beth's
territory was mostly Virginia, Maryland, Delaware, and New Jersey, I flew
into Washington National airport and she picked me up.  We started our week
by me doing all the repairs and Beth just watching.  While I was replacing
the capacitor, Beth would lean over my shoulder to watch and by doing so,
pressed those firm little tits against my back.  She had no idea what she
was doing to me and several times I burned my fingers on the soldering
iron, just thinking about how those globes of flesh might look like in
person.  I tired to put that thought out of my mind, knowing that when I
got home on Friday, I'd fuck my wife's brains out after all the sexual
tension I was getting from being around Beth.  On the third day I realized
that are just some things you can't teach some people.  Beth couldn't do
mechanical work, it was just that simple.  In the back of my mind I kept
hoping that she would finally be able to change this part if she saw me do
it enough.  We ended our first week with Beth just watching and talking to
the Doctors and staff in the different offices while I did the repairs.  I
could tell she was well liked in every office and most of the Doctors and
male staff were very attracted to her.  We had dinner every night at the
hotel and retired early to get ready for the next day.  On Friday I flew
back home and relaxed for the weekend, knowing that I would have at least 2
or 3 more weeks of being on the road.  My wife had caught a severe cold
during the week and sex was the last thing on her mind.  Although we
usually only fucked once a week, I was hornier than ever and hoped her cold
would go away soon so I could get some relief.  My thoughts turned to Beth
and I wished I was single again, just for a day or two.

   On Monday Beth picked me up again and we headed south to Virginia.  We
stopped at several offices during the first few days and Beth continued to
lean over me, swearing that she would learn to do the repair sooner or
later.  The next day I figured that maybe she should sit down and do the
soldering herself, it was best to learn by doing it "hands on".  We were in
a little room next to the Doctor's examination room and I told her that
this time she would do the work and I would watch, only helping out if she
had a problem.  She started out by taking off the case and removing the
component board.  So far, so good.  Next she held the soldering iron on the
old capacitor wires and gently heated them.  She was able to remove the
faulty part with no problems.  Next step was to install the new part.  She
reached for the new capacitor and as she was putting it in the board,
dropped it on the floor.  I told her I'd get it and knelt down to find the
small part.  The carpet was gray and the part was silver.  I had trouble
locating it and was running my hands over the floor to help.  Beth moved
the stool she was sitting on back from the table to give me some room to
search.  I was on my knees, not more than 3 feet in front of her when she
pointed with her foot that she saw the part.  I looked to where her foot
was and noticed that she had taken off her shoes and was pointing with her
toe.  She had worn those black hose again and the light from above made
them shine.  I still had trouble finding that little devil and she rolled
the stool back a little farther and stretched her leg out, still pointing.
I saw the capacitor and looked up at her to show it to her.  At that moment
she looked way, at something on the wall I think.  Right in front of my
face were her spread legs.  I was looking right up her dress at her crotch.
I just got a quick look but I knew she wasn't wearing any panties because
her pantyhose were the sheer-to-the-waist style with the dark lace panel
over her pussy.  My look wasn't long enough to make out any detail but I
became instantly hard.  I looked away just as she looked back at me.  She
smiled at my finding the part and said she was "just all thumbs" and was
sorry.  I said "no problem" and started to stand up.  I knew that she would
have to be blind not to see the bulge in my pants and sort of turned away
as I rose.

   Beth tried for about 10 minutes to solder the part back in but just
couldn't get the hang of it.  I sat down and tried to explain how you just
held the tip of the soldering iron to the wire and then added the solder.
She again leaned over me and kept moving her chest over my back in order to
get a better look.  My cock was so hard that it was almost burning by this
time.  She kept rubbing against my back, sort of up and down and then side
to side.  I dropped the pair of forceps I was holding the capacitor with
into my lap.  Beth reached down to get them and the back of her hand rested
gently on my bulge as she did so.  I swear she rubbed her hand down it's
length but by now I was in heaven and don't know for sure.  She handed me
the forceps and stood up.  Thank God, I thought, if she stayed next to me
any longer I was going to shoot my wad right in my pants.  I finished the
job and we left that office for another one.  During the ride in her car,
she always drove, I kept looking over at her short skirt with those black
pantyhose legs and thinking about what I'd seen earlier.  Several times she
would catch me looking and just sort of smile.  We talked about work and
sports again and said she couldn't wait to get to the motel tonight and
work out.

   We finished two more offices and ended up in Richmond, VA about 7:00PM.
After checking in, Beth said that she was going to the exercise room before
we ate and that she would meet me in the restaurant about 8:30PM.  She went
to her room and I went to mine to call my wife.  I learned that she still
had a cold and was going to the doctor tomorrow if it wasn't any better by
then.  I changed my clothes and put on a pair of sweat pants and shirt that
I always wear in motel rooms to be comfortable.  I figured I had about an
hour till I had to change and meet Beth for dinner.  Then I would just put
on a pair of jeans and stay casual for the evening.  While I was waiting to
go down for dinner, I started thinking about the afternoon.  Beth had to
know she was rubbing her tits into my back and what effect it probably had
on me.  She knew I was married and didn't play around on the side.  She
knew I loved my wife and I knew Beth was involved with someone.  The more I
thought about it, I just figured she was one of those "touchy, feely"
people and didn't mean anything by being so close.  While I was playing
this over in my mind, I realized that I was hard again.  My lack of weekly
sex with my wife must have made me hornier than I thought.  I reached
inside my sweat pants to rearrange my cock and felt that pre-cum wetness on
my shorts.  Man, I thought, my wife is really going to pay for my horniness
this week end.  I only hoped she was over her cold.

   I thought I'd take my mind off my crotch for awhile and turned on the
TV. Once it warmed up, on the screen were two naked people.  The previous
occupant must have been watching a porno movie and didn't change the
in-house channel when he checked out.  I always thought that the TV went
back to the regular channels when you turned it off, but I guess this one
didn't.  As I watched, the girl in the movie, a redhead like Beth, was
laying next to this young stud and slowing stroking his cock.  He was just
laying back with a stupid look on his face and had his hand on her tit. 
She must have had 48EEE tits, his hand was barely visible, like it was
sucked up in the flesh.  This is not what I needed to see at this minute.
My own cock was starting to throb and I reached down to feel it.  I hadn't
jacked off in about 26 years, before I was married, but I had the strong
urge to whip it out and relieve the pressure that was building up.  At that
exact moment the phone rang.  It was Beth, she was back from the work out
room and said she didn't feel like going down to the restaurant to eat. 
She was going to order from room service and eat in her room.  I said that
was fine and that I'd see her in the morning.  She asked if I was going
down to eat and I said yes, as soon as I changed my clothes.  I told her
that I'd put on sweats and needed to change to go eat.  She said that if I
was comfortable, why change?  She suggested that she order for both of us
and just come to her room and eat there.  I wasn't sure that was a good
idea and tried to think of an excuse not to go.  I couldn't think of one
that sounded right so I said okay.  I suggested that she order a couple of
beers to go with dinner and order something for me, anything.

   Her room was across the hall from mine and down 3 doors.  I was the
longest walk in my life.  I was trying to think of anything to get my mind
off my cock.  I couldn't walk into Beth's room with this tent I had on the
front of my sweats.  I decided that I would take a walk around the motel in
the crisp night air and see if that worked.  I went outside a started
walking around the building.  It was cool outside and my hardon deflated
rapidly.  I walked back inside and knocked on Beth's door.  She opened it
up and said she thought I wasn't going to show up and she'd have to eat by
herself.  She laughed, sort of like a giggle and it was then I saw she was
still in her exercise clothes.  She had a black leotard on with those black
pantyhose under it.  The leotard was like it was painted on her, her pert
little breasts stood out and I noticed her nipples were hard.  It looked
like she had stuck a couple of pencil erasers down her top.  She had ankle
length sweat socks on and tennis shoes.  She turned around to walk back in
the room and I saw the leotard was pulled up into her ass crack in the
back. So much for the walk around outside, my cock went to attention again.
Beth had ordered pizza for dinner and it smelled great.  It was sitting on
the table in the room with 6 beers.  She said she always drank alot of beer
with pizza and thought I might like more than one also.

   I sat down in the chair next to the table and helped myself to a slice
of pizza and a beer.  Beth took two slices and a beer and jumped up on the
bed to sit.  She sat against the headboard and put a pillow behind her and
sat "Indian style" with her legs out and crossed at the ankles.  I watched
as the leotard pulled itself up into her pussy.  I tried not to look but
couldn't help myself.  The lips of her pussy were split by that leotard and
the sheer pantyhose she had on underneath were not hiding those soft puffy
lips.  I dropped my hands into my lap and held the plate with my pizza on
top on my cock.  I was still looking at what I thought was the most erotic
sight in my life when I realized Beth was talking to me.  She asked me if I
wanted to watch TV while we ate?  I pulled my eyes from her crotch and said
"sure".  She just smiled and took the remote off the night stand.  She
asked what I wanted to watch and I said I really didn't care, maybe the
news.  She hit the power button and in a few seconds the TV sprang to life.
I looked at the TV and couldn't believe my eyes when that same couple from
the TV in my room came on the screen.  This time the women was wiping cum
from her chest.  It must have been at least 30 minutes since I watched her
starting to jack off this guy.  Did he finally cum or was this the second
or third time?  I turned to look at Beth and thought she would be appalled.
She was just looking at the screen and had that smile on her face again. 
She looked at me and said she was sorry, she had been watching that channel
before I showed up and forgot to change it.  I just looked at her, I
couldn't believe she would watch that type of thing.  Without stopping, she
continued talking.  She said that she always got worked up when she
exercised and couldn't explain why.  She thought it might be because of the
outfit she wore and the way it rubbed against her body.  So sometimes when
she got finished with her workouts in the different hotels, she would watch
a porno channel and masturbate.  Masturbate, masturbate, did I hear right?

   She put her beer and pizza on the night stand and looked at me.  She
really looked sad as she began to speak.  She said the she was embarrassed
that I saw the video and she hoped that I didn't think any less of her. 
She went on to explain that while working all day, she was always being
"hit on" by different doctors and male techs in the offices that she called
on.  Sometimes she was tempted to respond to their advances but was worried
about "cheating" on her current boyfriend and there was always the concern
about AIDS.  So when she got to her hotel at night and finished her
workout, she masturbated to relieve herself.  That way she could get the
relief she needed, not worry about cheating, and have "safe sex" with
herself.  I didn't know what to say, here's someone who just revealed one
of the most personal things in her life to me and I was speechless.  For
several moments it was quiet in the room, the only sound coming from the TV
and that stupid looking guy saying "Thanks".

   I felt like I should say something, Beth was almost on the verge of
tears.  I looked at her or should I say at her crotch again and realized
that I almost did the same thing earlier in my room as she was doing in
hers.  I swallowed my pizza and told her that I still thought she was a
great person and I didn't see anything wrong in her pastime.  She started
to smile again and wiped a tear from hear cheek.  She hit the remote button
and changed the channel to the news.  We ate the rest of the pizza and
finished all the beer.  I got up to throw away the beer cans and the
napkins from the pizza without realizing that I still had a massive hardon.
Beth looked at me as I walked to the trash can and asked me if I was
leaving?  I said that I thought it was past my bedtime and I was going to
get some rest.  Really I was going back to my room and start what I was
going to do earlier.  If I didn't jack off, I won't be able to sleep.  My
cock had a mind of it's own and was jerking wildly in my sweats.

   Beth must have noticed my problem because she asked me to sit down on
the bed for a minute before I left.  She said that she told me her secret
and asked what I was really going to do when I got back to my room?  She
looked at my sweats and said that it looked like I might have a problem
sleeping while laying on my stomach.  I figured that if she could confide
in me, I might as well confide in her.  I told her that I was probably
going back to my room and do something I hadn't done in years, jack off. 
She looked at me, then at my tent and said that maybe we could each take
care of our problems together.  She said that since I hadn't done it for
quite awhile that maybe I needed some help in remembering how.  My reply
was slow, but it amounted to the fact that I'm married and don't cheat on
my wife.  She said she understood and that's what has attracted her to me.
She respected my marriage vows and didn't want to ruin my marriage like her
ex-husbands ruined theirs.  She said she needed relief and knew that I
needed it also.  She wasn't interested in any sexual penetration, she just
needed to get off, badly.  It wouldn't be like cheating because there would
be no real sex involved.  I thought about it for a moment and it all
sounded logical to me.  We would just help each other or just help
ourselves and that would be all.  She said that she wanted to keep it as an
act between two friends and only that.  She said that we weren't going to
fuck and didn't even want to kiss.  She just needed to cum and knew that I
did too.  Everything sounded good to me and I couldn't think of any reason
not to go ahead.  I wasn't really cheating on my wife because I was going
to jack off anyway, either by myself or with Beth.  Beth wasn't looking at
me as a lover, just someone to masturbate with.  I agreed and asked her how
we should go about this?

   She said that it would be alot easier and sexy if we were naked, then
laughed again.  Stupid me, I thought maybe we could do it with our clothes
on!  She told me to take off mine first.  I took no more than 30 seconds to
strip and stood there with my cock pointing at Beth like an arrow.  She
just sat up and took it all in.  My cock isn't large by any standards but
it's always been enough to please my wife.  Beth reached out and touched it
very lightly.  Her hands were warm and my cock jerked around at her touch.
She took her hand and wrapped it around my cock and slowly moved it towards
the head and then back towards my balls.  She didn't hold it tight, just
loose enough to allow it to pass through her hand.  I was standing next to
the bed at this time and she suggested that I get up between her legs and
kneel.  I did so and was soon looking at the space between her legs up
close.  She just sat back and continued to slowly stroke my cock and with
her other hand cupped my balls very gently.

   This continued for a few moments and when she was sure that I really
wanted to go on, stopped long enough to undress herself.  She removed her
shoes and sweat socks while sitting down and threw them on the floor.  She
then leaned back some more and started to remove the leotard top.  I just
sat back towards the end of the bed and watched.  She pulled down the arm
straps from her shoulders and her breasts popped out one by one.  They were
firm and had no sag to them at all.  Her nipples were hard and stood out
about 1/2 inch.  She had a nice tan except over her tits, which were as
white as milk.  My cock continued to jerk as I watched her undress.  She
lifted her ass from the bed and slide the leotard off her feet.  Sitting
before me was Beth in just a pair of black sheer pantyhose and nothing
else. I knelt back between her legs and just stared at her pussy area.  She
was about the sexiest thing I'd seen in my life.  Just sitting there with
nothing but the pantyhose on made me want to grab her and satisfy my urges
immediately.  She knew what I was thinking and reminded me that we agreed
not to fuck, just enjoy each other's relief.  She lifted her left leg over
my head and put both legs along my side.  She then lifted her ass and took
the top of the pantyhose between her fingers and slowly slid them down.  As
they approached her cunt, which was covered with the lace panel, I waited
for the first glimpse of pubic hair.  It never came.  She kept pulling them
off the reveal a shaved pussy.  In my wildest dreams I never thought I
would ever see a shaved pussy on a real live women.  One of my fantasies
has always been fucking a shaved pussy but my wife would never do it for
me. She said that she had hers shaved when she had our son and hated the
way it felt when the hair was growing back.  Beth kept pulling off the
pantyhose and got them on the toes of one foot and sort of pulled back and
they shot across the room, she laughed again.

   She again lifted her leg and brought it back over my head to assume the
"Indian position" again.  When she did, I got to see a smooth pussy just
starting to get moisture on the lips.  We just sat and looked at each other
for several minutes.  She admiring my jerking cock and me looking at that
baby smooth pussy.  I took the next move, I reached out to caress her tits
with both my hands.  I gently cupped both of them in my hands and toyed
with her erect nipples with my thumbs.  Beth leaned back and moaned deeply
in her throat.  As I was rubbing her tits, she put both hands in her crotch
and began to slowly stroke her finger along her slit with one hand and
played with her clit with the other.  This continued for several minutes
and I could hear the wet sounds coming from between her legs.  I thought my
cock would shoot by itself at any minute.  She reached with one hand for my
hardon while still stroking her cunt.  Her touch was like a feather against
the under side of my cock.  She just used her finger tips and didn't wrap
her hand around it.  I was in heaven, and reached to replace the hand on
her cunt with mine.  Beth leaned back, just a little, and rested on one arm
behind her.  We continued this way, each one of us slowly rubbing each
other's sex very lightly.  I don't think I've ever felt as warm as I did
that night.  Her touch was just enough to keep me excited but not enough to
bring me off.

   We continued our gentle caresses for almost an hour.  I never in my life
thought I could last that long without cumming.  She would lightly stroke
her fingertips along the bottom of my cock and when she sensed I couldn't
hold out any longer, would stop and wrap her hand around my member.  She
just gripped it until I relaxed and then would start using her fingertips
again.  I would just run my finger along her slit and every once in awhile
put the tip in, just a little, but enough to make her moan.  I never wanted
this moment to end but my cock was starting to become raw from the
attention it was getting.  It hurt but felt good at the same time.  Beth
kept rubbing the pre-cum back over my length but it dried up after a few
strokes.  I stopped her stroking and said if I didn't cum soon I'd have
blisters on my dick.  She gave me that smile again and got out of the bed
and went into the bathroom.  She returned with a small bottle of hand
lotion the motels leave on the sink.  She said she used these little
samples all the time during her masturbation sessions because she would rub
her pussy for hours and always liked the slick feel it provided.  She
poured some of the lotion on her hand and grabbed my dick with this
slippery hand.  This time she used her whole hand and slowly stroked my
cock.  I knew this was going to push me over the limit and told her so. 
She said to just relax and let it happen.  I leaned back on both of my arms
and could feel the cum start to gather.  She knew I was at my peak and kept
up her slow gentle stokes.  I told her that I was cumming and she just
moaned and pointed my cock at her stomach.  I started shooting my load and
for a moment she stopped stroking and just held my cock still.  After two
or three spurts she continued her slow strokes and I thought I would pass
out.  My spurts turned into just dribbles and Beth just slowly, every so
slowly, kept pumping my cock.  My cum, mixed with hand lotion covered her
hand.  I tried to resume my stroking of her pussy but I has exhausted.  I
needed to lay down.  I told her I needed to rest and she said fine, she'd
take care of herself.  There was no anger or disappointment in her voice at
all.

   As I lay beside her, she spread her legs and started working on her
pussy with both hands.  I could see my cum still laying on her stomach and
pooling in her belly button.  She would run her finger along her slit and
then put her finger in about half way and give it two or three pumps and
then take it out and run it outside some more.  Beth kept this up for 10 or
15 minutes, all the time moaning under her breath.  Watching her give
herself such pleasure made me feel guilty.  She had helped me take care of
my problem and now I was not holding up my end.  As I looked at her smooth
pussy and her hand movements, I knew I had to touch it.  Remembering what
she had said about the hand lotion, I reached for the bottle.  I put an
ample amount on my hand and then put my hand over hers on her pussy.  She
looked at me and took her hand away.  I started to rub her pussy with my
whole hand, letting my middle finger slide into her slit as I rubbed.  The
feeling was like velvet.  The lotion made her shaved pussy as smooth as
glass.  I continued my rubbing as I felt her body start to stiffen.  She
was close to cumming and I knew it.  I clasped her pussy in my hand and
squeezed the lips in my palm as I made a vibrating motion with my hand. 
She started to scream and then grabbed the pillow from behind her and put
it over her mouth.  She shuddered several times and then just collapsed on
the bed.  We both just laid there, my hand still on her lotion covered
pussy and she took my slippery, deflated cock in her hand and slowly
squeezed it.  We both fell asleep while holding each others sex in our
hands.  I woke up at about 2:00AM and Beth did also.  I told her I was
going back to my room and she understood.  I thought about the guy in the
movie and said "Thanks".  She smiled and I closed the door.

   When I got back to my room I started thinking about what had happened. I
didn't feel guilty at all, Beth and I never fucked or even kissed each
other.  We never said "I love you" or anything that would be considered any
more than just two good friends talking.  I rolled over and went to sleep,
thinking about her shaved pussy and wondering if we would ever "help" each
other out again.

   The following morning I took a shower, got dressed and went down to the
lobby to meet Beth for our days office visits.  She came down about five
minutes later, smiled and said "Good morning" and we left for the
out-skirts of Richmond.  The rest of the day and the rest of the week went
without incident, except that Beth still rubbed against my back while
watching me work.  On Friday she dropped me off at the airport and said she
looked forward to working with me again next week and smiled again.  When I
arrived home I found that my wife still had a cold and she slept most of
the weekend.  Two weeks without any fucking, but this weekend I didn't
care. After all, I did have my weekly relief, only it was with Beth's hand,
not my wife's pussy!

   On Monday, Beth again picked me up at the airport and we headed to
Delaware.  This was to be my last week with her as we only had 15 more
units to repair.  We had 4 offices scheduled for the day and the first 3
went smoothly.  Beth behaved herself and never once rubbed her tits on my
back.  She wore a skirt a little longer than normal and had flesh colored
pantyhose on instead of the black ones that I adored.  In the 4th office,
after finishing our repair, the Doctor asked if we would show his newest
technician, Donna, how to use the analyzer.  Donna was a very young blonde,
probably around 22 years old.  She was about Beth's size but had larger
tits.  Beth asked me if I would mind teaching Donna while she watched?  She
said that maybe she could improve her training methods by watching me.  I
agreed and sat down in front of the instrument.  Donna stood off to the
side and was trying to watch what I was doing.  Beth told her that if she
got behind me, she could see better.  Donna walked behind me and stood. 
The screen on this instrument is very small and is best seen from up close.
She kept getting closer to me as I started my explanations.  Soon she was
up against my back and putting her tits in my back.  Unlike Beth's tits
which felt firm, Donna's just sort of spread out and felt like pillows on
my back.  She realized what she was doing and backed away.  Beth told her
that the only way she was going to learn was seeing the screen up close and
that she shouldn't worry about being close to me, I was married and used to
having some one lean over me while explaining the instrument.  I looked at
Beth and she just smiled.  Donna leaned against my back and this time
really smashed her tits hard against me.  It was all I could do to keep my
train of thought while teaching Donna the different steps needed to get a
good test result.  When I was finished, Donna thanked me for teaching her
and left the room.  I had another tent growing in my pants and Beth
noticed. She looked me in the eyes and said that maybe I might be in need
of some help from a friend this evening.  I just looked back at her and
said "maybe".  As we got ready to leave, Beth picked up one of the bottles
of reagent that we use and the top wasn't on tight.  She spilled it down
her dress and all over her legs.  I cleaned the mess off the floor while
she tried to wipe the liquid off her clothes.  We said "good-bye" to the
Doctor and left for the motel.

   Upon arriving at the Ramada, Beth told me she was going to her room to
change her clothes and she would meet me in the restaurant in about 20
minutes.  I went to my room and hung up my suit coat and then walked down
to wait for Beth.  I ordered a draft beer and waited while looking at the
menu.  About 5 minutes later Beth walked in wearing some clean clothes. 
She had changed into a dark blue skirt, shorter than the one she had on
during the day, a light blue blouse and black hose.  My mind went back to
last week and the scene on her bed.  I started to get that stiff feeling in
my pants as she sat down.  We had a good dinner, the pasta special of the
day, and decided to order an after dinner drink.  Beth asked me how I felt
tonight?  I looked at her with a question in my eyes and she wanted to know
how I was doing after having Donna's tit's smashed in my back this
afternoon.  She said that she knew it would make me excited and that's why
she told Donna to stand so close.  I told her that it worked but that hers
felt better, I never have been an admirer of large tit's.  Beth said that
maybe after we finished our drinks, we could go back to her room and see if
I really liked hers better.  That was all it took-----my cock went hard in
a flash and I gulped down my drink.  Beth finished hers with one big
swallow and we stood up to go back to her room.

   Once in Beth's room, she locked the door and walked up behind me and put
her arms around my chest.  She pushed her tit's against my back and just
moved them up and down and side to side.  "Well" she said, "what do you
think?" I told her that it sort of hard to tell because I still had my
shirt on and she was wearing a blouse.  With that she reached in front of
me and unbuttoned my shirt and threw it on the floor.  I turned around and
she was taking off her blouse and threw it on the floor also.  She was
wearing a dark blue lace bra that you could see through.  She took it off
and it landed next to the blouse on the floor.  "Turn around" she said.  I
did and she leaned against me and put her arms around me again.  She
started her movements and I could feel her nipples getting hard on my back.
She lowered her arms and reached for my cock.  It was really hard by now
and needed to be free of my pants.  Beth raised her hands and un-buckled my
pants and let them fall to my ankles.  She reached down the top of my
underwear and grabbed my cock with one hand and my balls with the other. 
Just like last week, she didn't hold them tight or start pumping.  She just
let her fingertips play with the underside of my cock and gently squeezed
my sac.  My knees were getting weak and I told her I needed to sit down or
lay down before I fell over.  She let go of my cock and I sat on the bed
and just looked at her.  Her tit's stuck out with those hard little nipples
standing at attention.  I reached down and took my shoes and socks off and
then kicked my pants off my feet.  Beth stepped out of her shoes and
started to take her skirt off.  She reached behind her and pulled the
zipper down and the skirt fell to the floor.  I was looking right into her
crotch and this time the black pantyhose didn't have the lace panel.  She
had on completely sheer pantyhose with only a very small seam going from
the crotch to the waist.  I could clearly see her shaved pussy and this
time it was really wet.  The moisture seeped through the nylon and was
started to become beads.  I reached out and ran the palm of my hand over
her pussy.  The feeling of her pantyhose and all that juice over her bare
pussy was fantastic.

   She backed away and started to remove the hose.  I stopped her and told
her to leave them on for awhile and lay down beside me.  She laid down on
her side and reached out to touch my cock again.  I put my hand over her
pussy and continued my light rubbing.  We kept this up until we were both
hot with the need to cum.  She asked me if I needed the hand lotion again
and I shook my head yes.  She got up and got a bottle from the bathroom and
took the top off.  She then started to pour the lotion on my cock.  The
first feeling was that of coolness.  The next was her hand wrapping around
it and slowly jacking me up and down.  Her touch was very light, again not
enough to make me cum but enough to make me wish it would never end.  I was
determined that this time I would make her cum with me, not by herself like
the first time.  I reached to palm her pussy through the pantyhose again. I
slowly ran my hand over her mound and squeezed the lips with my hand every
so often.  The moisture increased and so did Beth's moans.  I could feel
her start to stiffen again and knew I wasn't going to last much longer.  At
that moment Beth stopped stroking my cock and told me she wanted to feel my
cock against her pussy when she came.  She told me to get on top of her and
rub my cock along her pussy through her pantyhose.  She spread her legs and
I laid down on top of her with my cock lined up with the seam.  As I
started to slide my cock on top of her pussy, she started to move also. 
The friction created by her pantyhose and my cock was almost too much to
stand.  We continued our rubbing until the hand cream needed replaced.  It
was starting to get dry and Beth reached over and got the bottle.  I lifted
up a little and she poured the entire remaining lotion on her pussy.  The
bottle ended up on the floor and I lowered my body and put my cock in the
fresh lotion.  The feeling now was the best I've ever had.  My cock was
sliding around on her pantyhose and it was difficult to keep in straight
against her slit.  Beth reached down between us and put a hand on each side
of cock to keep it going along her crack.  She then put both of her thumbs
on top of my dick to apply pressure downward.  I was leaning over her with
my arms held out to each side of her and looked down between our legs.  I
could see my cock sliding through her hands with each stroke and her
beautiful pussy covered in that black nylon and smeared with hand lotion.

   I wanted this moment to last longer that I knew it was going to and I
think Beth had the same feeling.  She took her hands away and told me to
just relax for a moment, she had an idea!  She sat up and got off the bed
to walk to her suitcase.  She found what she was look for, her cosmetic
bag. She took out a small pair of scissors.  I couldn't figure out what she
was going to do with them.  She then went into the bathroom and came back
with a small hand towel.  She sat down on the side of the bed next to me
and pulled her pantyhose down to her knees.  She took the hand towel and
wiped all the old hand lotion from the crotch and wiped her pussy also. 
She then took the scissors and cut a small hole in the pantyhose between
the two legs.  With the pantyhose still around her knees she waddled to the
cosmetic bag again and put the scissors away and pulled out tube.  She
waddled back to the bed, laughing at how she probably looked like a duck
walking, and sat down.  She showed me the tube in her hand.  It was
something she bought in a specialty shop.  Beth said that it was supposed
to be the slipperiest lubricate available.  She squeezed some on her hand
and applied it to her pussy slit.  She then put a large amount on my cock
and rubbed it down to my balls.  She was right, this stuff was much better
than hand lotion.  She put the tube on the night stand and pull her
pantyhose back up.

   She laid down and spread her legs and told me to put my cock through the
hole she had made and let it rest along top of her pussy slit.  I pressed
my cock head into the hole and nested it along top of her crack.  She
started to move her hips and my cock slid right down along her slit.  I
felt her pussy lips along side of my cock and the tightness of the
pantyhose held it down and in place.  Beth said that I shouldn't try and
put my cock in her because she just wanted us to rub ourselves to a good
cum.  I said that was fine with me because this felt every bit as good as
actual penetration.  I started my movements along her slit and was
surprised at how slippery this stuff was.  We humped each other for quite
some time and it never became dried out, just got warmer and slicker.  The
slick feeling along the under side of my cock combined with the pressure
the little hole in her pantyhose was causing on the base of my dick was
more than I could stand.  I told her that I was going to cum right away and
couldn't hold it back any longer.  She said that she had been ready for
quite some time and was just waiting for me.  With that I let loose and let
nature take it's course.  As I came I let my arms go beside her and just
rubbed my cock along her pussy and my chest against her tits.  Beth bit her
lip and started to cry out.  She didn't make a loud noise, just moaned and
rotated her hips against my spurting cock.  Both of us just laid still in
each other's arms till we could move again.  By this time my cock had
deflated and came out of the hole in a flash.  I rolled over on my back and
Beth ran her hand over my chest and stomach.  She said that she was glad to
have a good friend that was just interested in mutual masturbation and not
interested in fucking her.  She then said that she needed to sleep and I
agreed.  I got dressed and went back to my room.  Needless to say, I
thought about Beth in my dreams that night.

   The next morning at Beth's first account, I called the home office to
see what was going on back there.  I was told that they needed me back the
following day, another meeting or something.  I told Beth she was going to
have to drive me back to catch a plane.  She got a sad look and said that
was too bad because she had thought of several more ways to get each other
off and had planned to try one every night this week.  I said to keep that
idea and I would be back in a couple of days and we could try them out. 
She took me to the airport that evening and I caught the plane back to
Chicago.  The next day I found out that the meeting was with the National
Sales Manager.  He told me that he was flying out to see Beth tomorrow and
he would have to let her go.  The cutbacks had begun again and she was
among the junior sales reps that had to be terminated.  I never saw Beth
again and have never heard from her.

   This story is true and only happened about two weeks ago.  If there is
anyone reading this and gets an application from a woman named Beth,
looking for a job in medical sales---------don't hesitate to hire her. 
Don't try to "hit on" her and maybe you will be rewarded with a good friend
that has a helping hand.