Restaurant Encounter

I strongly suggest you read Chapter 1 of this story; this chapter picks up from there.

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Sarah motioned to me to join her, and we walked out of the bedroom and into the bathroom, closing the door behind us. She took down the two robes that the hotel provided, and whispered, "Get undressed and put this on."

Sarah took off her blouse and slacks, followed by her bra and panties. As she rolled her panties down her legs, the glistening on her pubes confirmed for me that it was her arousal I was smelling before as well as Ruth's. She was clearly quite turned on.

I never got tired of seeing Sarah get undressed. I love her body; she's much heavier than most men likely find attractive, but I can't get enough of her. She has great curves, with large breasts that have sagged appropriately for someone of her middle-aged bearing, 44DDs I knew from the size of her bras. She has great nipples that in their natural state are small, but quickly get quite firm and erect when she gets aroused, as they were now. Her hips flared out from a narrow waist, and she had a beautifully rounded ass that I loving referred to as "Callipygian" (look it up if you don't what it means). She had always been curvy, and then gained more weight when carrying both of our children that she never really lost after their births, but I still found her incredibly sexy.

As I took my own clothes off, I whispered back to her, "Are you sure you want to be doing this? She's so god-damned young - we're old enough to be her parents! I'm worried she could freak out at any moment."

"I know, she is much younger than us, and younger than pretty much anyone else we've played with," Sarah said as she put her robe on. "But she seems like such a bit of a lost soul, and there's something about that that I find kind of appealing. Besides us having some fun, I think we can really help her out as well. I don't think she's going to freak out; if she was going to react that way, I think it would have already happened."

"Good point," I conceded, "but if I get any sense that she's at all uncomfortable with what's going on, even if she doesn't use her safe word, I'm going to call a halt."

"Fair enough, that's fine. But I predict that she's going to really enjoy this." She smiled at me, and before I got my robe on, she gave me a sharp smack on the ass. "And I know you will too." When we were in the lifestyle playing with other couples and women, Sarah was always much more the aggressor than I, probably because of her more outgoing personality. So I was more certainly used to and comfortable with her taking the lead.

I put on my robe and said to Sarah, "Wait a second, I have to pee before we go back out there." I walked over to the toilet and stood there, waiting for the stream to start.

Sarah walked over behind me and said, "Can I hold it for you, big boy?" This was a running joke between us. She always laments not being able to pee standing up like guys do, and feels that the next best thing is to be able to hold my cock while I pee.

I pushed her away. "Not now," I whispered, "we need to get back out there and you know it takes me a while to get started when you do that."

She laughed. "Okay, go ahead. But don't flush, I figure I should go too."

I finished up, and put the seat back down for her. She sat down, hitching up the robe as she did. I stood in front of her, watching.

"What the fuck!" she said to me. "I can't pee if you're going to be staring at me."

I just laughed back at her. "A little of your own medicine."

She finally got her flow started, and after finishing, she gently wiped herself, and flushed. She opened the bathroom door, and I followed her back into the bedroom.

"How you doing, sweetie?" Sarah asked Ruth as she sat back down beside her on the bed.

"Okay, I guess. I can admit I'm a bit nervous."

"As you should be, since this is a new experience. As I said, you don't have to do anything other than what we tell you. Just let your mind go blank, focus on the music, focus on the sensations, focus on what your body is feeling and responding to. And I want you to try something for me - I want you to try not to talk, unless we ask you a direct question, or if you need to use your safe word. Nod your head if you understand."

Ruth nodded, and we took our positions on either side of her again. We had left our robes on, but unwrapped, so I was enjoying seeing Sarah's large tits hanging out with their prominent nipples standing at attention. As turned on as she was, so was I; I had had an erection since I had been rubbing Ruth's feet.

Sarah reached up, and began unbuttoning Ruth's dress from the top button down. When she finished, she opened up the two sides, exposing her utilitarian white cotton bra. I saw she had small breasts, quite a contrast with Sarah's, probably no more than a 33 or 34B or so. "Help me pull down the comforter from underneath Ruth, Bob." We each grabbed the top of the comforter, and dragged it underneath Ruth's body, so that she was now lying on top of the sheet. Before getting back on the bed, I walked over to the thermostat on the wall and turned the heat up a couple of degrees, so that we wouldn't get cold.

Sarah grabbed her lavender body lotion off of the night stand, squirted some in her hands, then handed it to me. She pointed toward Ruth's legs, indicating she wanted me to work on those, while she rubbed her hands together to once again warm the lotion. She began lightly rubbing it onto Ruth's stomach, causing her to flinch when first touched. She worked in small circles with both hands, covering all of the space between the bottom of her bra and the top of her panties, being careful not to touch either.

I mirrored her actions, working the lotion into her legs. I too avoided her panties, but gently worked the liquid into her upper thighs, inside and outside, first the left and the right. As I worked from her thighs back down to her calves, I could see even in the faint candlelight that the damp patch on her panties was coming back.

I was thinking about what must be going through her head. From everything she had told us, she had likely never had experienced anything like this before. Here she was, someone who had relatively little experience with relationships, cuffed to a bed in a hotel room with two people who were likely old enough to be her parents, both of them rubbing lotion all over her body! But I had to give her credit - as I said to Sarah in the bathroom, she could have freaked out and run screaming from the room at any time, yet she was willing to go along with it as things progressed.

We continued to work on her, rubbing the lotion over all the exposed parts of her body. After her legs, I worked on her arms, as Sarah continued working on her torso. Because of the cuffs, we couldn't get her dress off of her completely, so we just pushed it aside as best we could. After about ten minutes of this, Sarah leaned down, put her lips near Ruth's ear, and said so softly, "How you doing, my love?"

"It's nice," she replied, "it feels really good to be paid attention to like this. I've never had anybody - one person, never mind two - treat me like this."

"Well, that's the advantage of us being so much older than you," Sarah told her, "we've had quite a bit of experience in understanding what makes people feel good." She gave her another kiss on the lips, this time lingering a little bit longer. Ruth seemed to respond, enjoying the kiss, but before it went any further Sarah sat back up again. "Okay hon, turn on your side as much as your arms will allow."

Ruth began to turn toward me, forgetting for a moment her arms were restricted. She got only a little bit around before she was tugged to a halt by the cord on her left side. "Ouch," she said.

"Sorry love, you'll get used to the restraints. Just stay where you are for a second," Sarah told her. She reached behind her and was just able to get her fingers in to undo the hooks on the back of her bra. She put her hand on Sarah's belly, gently pushing her back down flat again. "There, that's better, isn't it?"

Ruth nodded.

"I'm going to undue your cuffs, one at a time, so that we can get your dress and bra off of you, okay?"

Ruth nodded again as Sarah undid the cuff on her left arm. She pulled her arm out of the sleeve of the dress first, and then out of the bra strap. She reattached the cuff, and then nodded to me to repeat the action on her right arm.

"Okay, lift your ass off the bed for a second." As Ruth responded, Sarah pulled the dress out from under her, and then lifted her bra off. I admired her body as she lay there, naked but for her panties. My earlier impression of her in the restaurant as being almost mousy was really unfair. While I couldn't see her eyes under the mask, her hair falling back on the bed showed that she had a nice, well-proportioned face with soft features. Her body, while slim, had some reasonable curves for the size of her frame, with hips that flared out well for someone who had not yet had children. Even though her breasts were small, like Sarah she had outsized nipples that were almost thimble-sized and were quite lovely. And she also had surprisingly dark areolae, something I found very hot, for someone who was as fair-skinned as she was.

Sarah got up off the bed and draped Ruth's dress and panties over the chair in the bedroom, and then returned to the bed. She put some more lotion in her hands, being careful again to warm it. This time she went right to Ruth's breasts, one hand on each, and as soon as she touch them Ruth gasped. Sarah didn't bother checking in with her this time, and simply started to move her hands in a circular motion lightly around each breast. As she did, Ruth's nipples became even more erect, responding to the ministration they were receiving. I looked up at her face, and could see that Ruth was biting her lower lip. Sarah's attention was clearly having quite an effect on her, and once again her breathing became heavy, easily noticeable as her small breasts rose and fell off her chest.

Without saying a word, Sarah looked at me and nodded her head toward Ruth's panties, and I knew what she wanted. I leaned over, put my hands on each side of the waistband, and gently slid them down her legs. As my head came closer to her crotch, I got a whiff of her arousal, and as I removed the panties from her legs I could see that the inside of the gusset was clearly damp. Her now fully exposed pubes, as I had suspected from the little glimpse we had seen earlier peeking out from the leg holes of her panties, were a beautiful strawberry blonde color. They were very fine as well, and even though it didn't appear that she trimmed them, they were not very full. It was easy to make out her outer labia, whose pinkness was prominent even in the dim candlelight. I saw Sarah taking all of this in as well, as she continued to rub her breasts. I wanted nothing more than to bend my head down and taste her, to run my tongue up and down her labia, feeling her wetness on my tongue, but I was afraid that this would have been too much too soon for her, so I resisted.

As all of the lotion was absorbed by the skin on Ruth's breasts, Sarah removed her hands. She turned around again to get something in the drawer, and came out with the small bullet vibrator we traveled with. She handed it to me and nodded down toward her crotch again. I pointed to myself, miming the question of whether Sarah wanted me to really do this, and she nodded. She put some more lotion in her hands, and went back to work massaging Ruth's breasts.

I turned on the vibe, and even at the lowest speed the sound was quite apparent over the music. Ruth immediately picked her head up off the pillow and said, "What's that?" with just a hint of apprehension in her voice.

"Shhh," Sarah said, continuing to massage Ruth's breasts with her hands. "Remember, I told you not to talk. It's okay, I promise you, it's going to feel good."

Sarah's voice must have soothed her, as Ruth allowed her head to fall back to the pillow again. Sarah nodded to me once again.

I took the vibe and placed it against her labia without putting too much pressure on her. She flinched, and she reflexively pulled her legs together. I took my other hand and gently eased her legs apart, and repositioned myself so that I was kneeling between her legs, forcing them to stay open. I reapplied the vibe to her and this time she didn't move. I slowly began to run the vibe up and down the outside edge of her labia, first one, then the other, allowing her to get used to it. I looked over at Sarah, and she was now rubbing the lavender lotion on Ruth's left hand, gently massaging each finger, her palm, the back of her hand.

I turned up the speed on the vibe one notch, and began to apply a little more pressure to Ruth. I also moved the vibe more toward the inside of her labia, and as I did so, I could how wet she had become. Her labia were becoming very slick, lubricating the vibe as I moved up and down. I started to sense a little bit of movement upward from her hips, as if she was trying to get more pressure on her. But I knew the art of teasing as well, and as she moved up, I simply lifted the vibe the same amount, keeping the pressure on her roughly constant. I wanted to take her slightly to a boil, not moving things long too quickly. Once again I saw that she was biting her lower lip.

As Sarah switched from Ruth's left hand to her right, I moved the vibe up her labia and began to focus it on her clitoral hood. When I first touched it with the vibe, she flinched again. I pulled it away for a second, and then reapplied it to the same spot, and this time she stayed still. I purposely kept the vibe on the outside of the hood, moving it all around, allowing the sensation on her clit to be transmitted and buffered by her hood. I could only guess how frustrating this was to her. The more I moved the vibe around her hood, the more she tried to lift her hips to increase the pressure and to squirm around trying to get direct contact from the vibe on her clit. But I resisted her efforts, and kept it on the outside of the hood.

After a few more minutes, Sarah drew her finger across her throat, indicating she wanted me to stop. I pulled the vibe away from Ruth's crotch, and turned it off, eliciting a groan from her. Sarah leaned down toward her again and said in a soft voice, "I'm going to kiss you now, and I want you to kiss me back." She put her lips on Ruth's and began to kiss her, very gently at first, but after about 15 or 20 seconds, much more aggressively. I could see her stick her tongue out and push it between Ruth's lips, getting some resistance at first, but then slowly Ruth acquiesced and opened up her own mouth to receive Sarah's tongue. They kissed like this for what seemed like ten minutes, but I'm sure was no more than about a minute. It was incredibly erotic to watch; I've always enjoyed the sight of two women kissing passionately like that, whether live in front of me or in porn. Sarah and I have long joked that one of our favorite songs is Mary-Chapin Carpenter's "Passionate Kisses," and it was hot seeing my wife and this woman 20 years younger going at it like that.

Sarah sat back up again and said, "Very good, my love, you're a good kisser." Ruth smiled in response, remembering the admonition not to speak. "Okay, time to take you to the next level." Ruth got a bit of a quizzical look on her face, not quite sure what Sarah meant, but she remained quiet.

Sarah scooted down the bed closer to Ruth's crotch, and motioned for me to move out from between her legs. "Keep your legs where they are, I don't want you to close them at all," she told her.

As I moved back to Ruth's right side, she obeyed the command and kept her legs spread. Sarah took her index finger, and began to run it up and down Ruth's slit. I could see the slickness gather on her finger, and bit by bit she began applying more pressure, forcing her finger a little deeper into Ruth, running it from the top of her labia - but avoiding her clit - down to her perineum. Ruth began breathing more heavily, and her chest began to rise and fall more rapidly. After a couple of minutes of this, she added a second finger and dragged the two of them up and down the same way, both of them now soaked with her wetness.

Sarah leaned forward, and took her two fingers and placed them just an inch or so from Ruth's nose. I could see Ruth's nostrils flare, as she took in the scent of her own arousal; it was evident that she knew what she was smelling. Sarah then placed her fingers gently on Ruth's lips, just lightly touching them. Ruth stayed still, now feeling her own wetness there. After a few seconds, Sarah gently used the two fingers to push Sarah's lips apart, and inserted them into her mouth. I couldn't see what was happening in there, but I surmised from the satisfied look on Sarah's face that Ruth was licking her fingers, getting the full taste of her own juices. After about 15 seconds, Sarah removed her fingers, and turned back toward me.

With her other hand, she made a pinching motion with two fingers, and nodded her head toward Ruth's breasts. I understood what she wanted, and leaned over and started gently pinching her right nipple between my thumb and forefinger. The first pinch elicited a gasp from her mouth, but after growing used to the sensation, she settled down once again.

Sarah turned back to Ruth's crotch and began to push her fingers more firmly into Ruth's pussy. With each thrust in and out, I could see them getting slicker and slicker, and Ruth's labia were becoming even a darker pink and even more engorged. Ruth's body was definitely reacting, as with each thrust out she lifted her hips to try to maintain the contact with Sarah's fingers.

As she continued this, I increased the pressure on her nipples ever so slightly. I know that some women have incredibly sensitive nipples, and even moderate pressure can be too much for them. But Ruth seemed to enjoy the attention I was paying to hers, and I alternated back and forth, left to right and back again, as I continued to slowly press harder.

I looked back at Sarah and saw that she had picked up the vibe that I had left between Ruth's legs. She winked at me, and not wanting to remove her other hand from Ruth's pussy, she put the bottom of the vibe, where the speed adjustment was, into her mouth and managed to get it turned on to the medium speed. Continuing with the thrusting, she began to push the vibe under Ruth's hood and directly on to her clit. This moved things along even more rapidly for Ruth, because the hip thrusting quickly increased in intensity, and she was struggling to maintain the contact with both Sarah's fingers and the vibe.

We continued for another couple of minutes, Sarah tending to her pussy and clit, I to her nipples, both of us increasing the pressure we were applying to her. We could see the signs of her approaching orgasm, her chest rising ever more quickly, her hips thrusting higher and higher off the bed, her pussy getting wetter and wetter, and the sweat starting to trickle down the sides of her small breasts.

As she seemed to be on the verge, Sarah looked at me and she mouthed, "We're going to stop on 3." She then mouthed, "1, 2, 3" and on 3 we both removed our hands from her simultaneously. We must have timed it perfectly, because when the realization hit Ruth that we were stopping, she cried out, "Arrrrgggghhhh!. . . . .Ohhhhhhhh. . . ." She seemed to almost break out in tears, saying, "Please, please don't stop. I'm so close."

Sarah reached up and sharply smacked the side of Ruth's breast with the palm of her hand. "What did I say about talking? Do we need to gag you to get you to comply?"

Ruth started to response, "No, I'm sor. . ." but then she caught herself and closed her mouth again. I knew the gag threat was an idle one, as I had packed the toys for this trip and I hadn't brought a gag.