Nancys Mid Life Awakening Ch 03

Chapter 3

More Than Friends

The next few weeks went by in a blur and looking back on them, Nancy couldn't believe how quickly she'd grown used to having a man desire her or having a man in her life who made her feel as young and alive as Paul made her feel. It wasn't just the sex, either. In fact, they only had sex once more in the following three weeks and that was another spontaneous event at his house after a day of drinking and hanging out in his pool. They spent time together nearly every day since their initial meeting, but it was often because he would stop by to help her with one of her remodeling and repair projects. In return, she would invite him to stay for dinner and he never declined. During those times, they shared more and more details of their lives and developed a close bond of friendship.

She was surprised the first time he called to invite her for a night out on the town. She couldn't remember the last time she went on a real date. She spent over 30 minutes looking through her closet for something to wear and another hour getting herself ready. She still had misgivings about whether he wanted to have a serious relationship with her and was afraid of getting her expectations too high. She was used to being alone and didn't want to deal with heartache and rejection. The evening turned out to be fun and Paul gave her every bit of his attention. He was funny, witty, and intelligent, and he made her feel like she was young and beautiful.

As the evening wound down, Nancy began to worry about whether he was expecting to have sex with her afterwards as a quid pro quo. She didn't want their relationship to be just about sex and she tried to think of how to respond if he pressed her for more. Her concerns seemed silly when they got back to her place and all he did was kiss her goodnight. It was a wonderful kiss, but when he was gone and she was up in her room, she started second-guessing herself and wondering if he was already tired of her.

However, Paul would call or text her nearly every day and he continued to visit and invite her out two or three times a week, which answered that particular doubt. She came to realize that he was truly interested in her and wanted more in their relationship, but he never pressed her for more than she was willing to give. He was someone who lived to enjoy life and she enjoyed the freshness he brought to her own previously dull lifestyle. She responded by taking a chance and lowering her defenses. He made her happy and she found herself longing for him when he wasn't around. They were well past kissing, but she still was hesitant to have intercourse again. That reluctance was more about her own self-image than anything else, and she knew that.

It was a few weeks before they started spending every night together. The location varied between his house or hers, depending on where they were and what they had been doing. The very first night that she invited him to stay with her, she began to worry about how she would appear to him. Of course he had seen her naked, but those occasions were more spontaneous and unexpected. She expected the lights to be off by the time she got naked, but before that, he would see her in her sleepwear. That generally consisted of a night gown, which was really nothing more than an over-sized t-shirt, and her panties. Neither item was particularly sexy looking and she didn't want to appear dowdy to Paul.

When she returned home from work, she rushed around to straighten it up and then rummaged through her closet and dresser to see if she had something more enticing to wear for him when they went to bed. She wanted to make it a special evening for him. Her underwear drawer was full of her "granny panties" and she couldn't find any of the gowns she had bought many years before when she was still married. She rushed out of the house to buy something for the evening and decided to try Victoria's Secret. Along the way, she called Paul to tell him she was running late and asked him wait a couple hours before coming over. He readily agreed and asked if she was okay, but she put on a cheerful voice and said everything was fine.

She felt out of place at the lingerie store. She had only been there a couple times before when accompanying a friend who wanted to buy some items for herself. The women working there were all much younger and looked like they were barely out of high school. The lingerie on display seemed designed for young, slender, athletic women instead of someone of her age and physical appearance.

She wandered around becoming more and more discouraged that she would find something for herself. One of the young sales girls came up and asked if she needed help, but Nancy shook her head and quietly said, "No, thanks."

"Okay," the woman replied. "I'm Claire, the store manager and you don't see something that matches what you have in mind, please let me know." she said.

Nancy looked at her and asked to see them. "Everything out here is beautiful, but not really something I can see myself wearing." Claire moved a little closer and more discreetly said, "A lot of women feel lost in her and are looking for something a little more conservative. We do have several styles that aren't in a big display if that's something you would be interested in."

Claire took her off to a side area and showed her racks along the wall with more simple designs that were much less revealing than the sheer lacy things on the mannequins. Nancy picked out a knee-length satiny red gown with spaghetti straps and then Claire convinced her to purchase two bra and pantie sets. Both sets were black; the first had a cup-less bra without an underwire support and panties with small patches of fabric to cover her front and bottom with just a narrow piece connecting the two parts high up on her hips. The second set had a similar design, but the material was much more transparent except for a small section over the crotch of the panties. Nancy had doubts about the flimsy bras, but Claire convinced her that she would look great, and if Nancy wasn't happy, she could return the items.

Nancy hurried home, took the tags off of her new purchases and changed into one of the new underwear sets. She thought her breasts were sagging too much in the new bra, but kept it on. She pulled her summer dress back over her head and rushed to finish getting the house ready for Paul. She still felt like she needed to make a good impression on him, even though he had been in her house several times before. He arrived as she was starting dinner in the kitchen and after he took her in his arms and gave her a long, soft kiss, she put him to work fixing the salad. As they moved around each other in the kitchen, she felt his hand not-so-subtly brushing over her bottom to cop a feel in a loving way. For the hundredth time, she wondered what he saw in her.

After dinner was over and the dishes put away, they moved out to the back porch to enjoy the rest of their wine. Their conversation was light and amusing; Nancy did most of the talking, aided perhaps by the wine, and Paul was relaxed and enjoying her company. There was enough of a breeze to keep the bugs away and make the evening air pleasant. It grew dark and their conversation became quieter as they remained outside listening to the night sounds. They were halfway through their second bottle of wine and Nancy had moved over to sit on Paul's lap. They snuggled and kissed which caused Nancy to begin thinking ahead to the rest of the evening inside.

"Let's go inside," Paul said quietly. Nancy stood up with him. "I'll to go get ready for bed," she told him softly with an unspoken invitation to join her. Paul followed her inside, and while Nancy went upstairs to her bedroom, he put away the remnants of their wine and cleaned the glasses.

She was getting herself ready in her bathroom when she heard the stairs creak and his footsteps in the room. "I'll be out in a minute," she called through the door. She heard the bed squeak as he sat down on it and looked at herself in the mirror. She was wearing just the new nightgown with nothing on underneath. Her breasts were sagging down on her chest and barely visible through the thin material except for the small bumps from her nipples. She suddenly felt silly and embarrassed.

Here she was, a plain-looking middle-aged woman trying to look like a younger, more attractive woman for a guy who could easily have any woman he wanted. Her self-doubt screamed at her. Who was she kidding? He was nice to her, but they were just very good friends. He would probably move on as soon as a younger, more beautiful girl came by. She was almost ready to ask him to leave when his voice broke through her thoughts.

"Are you okay in there?" he inquired.

"Yes, just a second," she replied quickly. She wiped her eyes which had gotten teary and then turned to open the door and enter the bedroom. Paul had turned down the bed and was waiting on the side wearing only his boxer shorts. She couldn't figure out the look in his eyes, but he rose up and moved close to her.

"You look wonderful, tonight," he said quietly. Nancy looked down self-consciously. He reached over and put his hand under her chin to lift her face up. "I mean it. You look beautiful." He leaned down and kissed her lips. His hands moved around to hold her and she automatically held him, too. She felt her body pressing up against his and opened her lips for a deeper kiss. Their mouths joined and she thought she could feel a stirring under his shorts.

He broke their kiss and stepped back. He then moved around behind her with his hands on her bare shoulders and let them slide down her arms. His lips touched the back of her neck and she closed her eyes as a small shiver of excitement went through her body. He caressed her arms a couple more times while leaving a trail of light kisses along her collarbone and up to her ear. His hands then moved around to her front and he used one finger to draw a line starting at the top of her chest, over her hard nipples, and then ending just below her breasts. His touch was smooth and light. He moved back up to move around her nipples through the thin, satin material covering them.

The depression she had suffered in the bathroom was completely gone. She felt weak and euphoric in his arms. He was still kissing her neck and shoulders, but every now and then, he would nibble an ear lobe. When he did, she giggled and her head twitched down from the ticklish feeling. He never paused his slow movements, though. She pressed herself back into him and wanted him to take her to bed right then, but he wasn't in any hurry.

Leaving her nipples, his hands moved down and converged just above her pubic hairline. He could feel the coarse curls through her gown and used his fingers again to trace a line following the crease on either side where her legs joined her torso. His fingers met again and the point in the middle just below her pussy and he pressed in a little harder as he retraced the lines going up.

Nancy was having a hard time standing still and whispered, "Take me to bed."

They walked together and he helped her get on the bed. Paul had her lay on her back against the crisp, cool sheets that she had put on the bed earlier that day. She watched him with a nervous flutter still in her stomach. She could see his arousal under the cotton boxers and wanted to reach out and touch it. He lay down beside her and reached over to kiss her lips again. Their kisses were soft and lingering. She sensed love behind them, not lust or indifference.

While she greatly enjoyed their previous sexual encounters, she protected her emotions by treating them as just sex between two people who liked each other, but nothing more. She couldn't remember the last time she felt love from a man, but that was exactly what she felt that evening. Everything Paul did with her was done with care and consideration. She was so lost in her thoughts, she barely noticed his hands caressing her body over the gown she was still wearing. She suddenly felt both peace and excitement in her mind and body at the same time.

Paul moved down the bed and gently lifted her gown up over her tummy. Nancy's thoughts shifted back to what he was doing. She began to panic because the nightstand lamp was still on and she concerned concern about her body's appearance. However, he showed no sign of disapproval and when he moved between her legs, she spread them further as an invitation to go in. He kissed around her pussy before using his hands to delicately open her outer labia. She was still dry down there, but not for long. He kissed and licked around the outer lips and spiraled his way further in. Nancy reached down to hold his head, but let him control all the movement.

"Oh, I love what you're doing," she moaned out to him.

She could feel herself waking up deep inside and coming alive from his touch. Her juices were already starting to flow before he ever reached her clit and she badly wanted to feel him inside her again. His tongue worked around the small hood covering her sensitive bud and that sent more tingles of excitement shooting up from her depths. Eventually, he reached her clit and when he started to lick around and over it, he also slid two fingers up inside her cunt hole. He worked them in and out of her carefully to make sure she was completely ready for the intrusion. Nancy responded by moving her hips up slightly and then trying to hump his fingers.

He continued to stimulate her pussy for several more minutes, but when he started getting tired, he moved up over her some more. He slid her gown further up until her breasts were exposed. Nancy raised her arms up over her head to lead him into removing it completely. After slipping the soft material over her head, Paul laid it on the bed next to them and moved down to enjoy her breasts for a while. He started by blow cool air over them; after a few more seconds, he started licking lightly around the areolae with random excursions to lick and brush his lips over her nipples. His touch was gentle and slight. The cool air blowing over her warm, red buds felt wonderful. Nancy's nipples were tingling and hard and she wanted more.

Nancy closed her eyes again and enjoyed everything he did to her breasts. A few times he took a break from them and dropped back down between her thighs to lick her wet pussy and tiny clit which heightened her pleasure. Once he finished licking around her nipples, he shifted to sucking them. He was gentle at first, but she pulled his head down harder into her soft, tender flesh to encourage him to be more forceful. He felt exactly like a baby suckling on her teat, which brought a different kind of warm memory to her mind. She caressed he head with both her hands to let him know she liked what he was doing and to reassure him that she enjoyed what he was doing..

"Suck harder," she urged. He complied with her request until she thought he was going to extract non-existant milk from her poor tits. She cried out and he immediately stopped. Releasing her from his mouth, he looked up and he asked in a concerned voice, "Was that too hard? I don't want to hurt you."

"Oh no," she replied in a breathless voice. "I love what you're doing."

"Do you like rough nipple play," he asked.

"I don't know," she answered. "I really don't have that much experience."

He processed her statement and kissed her lips. "I'll try to be careful, but let me know if I go too far and you don't like it."

"Mmmm...," she smiled back. "I can't wait to see what you have in mind."

Paul moved back down to her left breast and began by rubbing his chin over it. The roughness of his beard stubble reddened the entire area and made her breast feel warm and more sensitive. Next, he took the nipple firmly between his teeth without biting too hard and he pulled upward slowly to stretch it out.. His tongue teased the tip inside his mouth Nancy felt a sharp sensation emanating from the middle of her boob, but if quickly dulled and became pleasurable. She watched him lift her soft breast up from its nearly flat position on her chest to a peak rising several inches up. Paul watched her face intently and when he thought she was starting to feel too much pain, he released her nipple and her breast fell back flat against her.

"Ohhh!" she cried out. Before he could ask if that had been too much, she pulled his head down hard into her left breast and didn't release it until he seized her nipple between his teeth again. He repeated what he did previously and once more, Nancy cried out, but this time her cry sounded more like a combination of pleasure and relief rather than one of pain. He shifted to her right breasts and when he finished, both nipples were elongated and dark red. He gave each one a soft kiss and gentle lick, and then slipped back down between her legs to savor her pussy some more.

Time went by slowly for Nancy and she was in a state of rapture while Paul took his time pleasuring her body with his mouth and fingers. When she climaxed for the first time, it came upon her suddenly and intensely. He was playing with her nipples at the time and she was surprised that it caused an orgasm. He stopped after the final tingle of excitement faded and moved up to lie alongside her. They kissed a long time and she felt his hands caressing her; she couldn't remember ever feeling so much happiness before.

When their kiss ended, she looked into his eyes and knew she wanted him in her life forever. She brushed her hand over his face and smiled. She suddenly felt badly that he had been doing all the work and she had been receiving all the pleasure. She also wanted to take him and feel him deep inside her.

Nancy quickly rolled over on top of Paul and held his wrists down on the mattress on either side of his head. "Now, it's my turn, and you're all mine!" she told him with a huge smile. He pretended to struggle under her, but it was all an act on both their parts. She gave him a quick and forceful kiss and then released his arms so that she could move down his body.

He was still wearing his boxers, so the first thing Nancy did was yank them down his legs and then toss them to the floor by his discarded shorts and shirt. His cock was soft and lay in a shrunken state across the top of his thigh. This was one thing she did know how to deal with.

She began by pulling his legs wide apart to give her free access to everything she was interested in. She got in a compfotable position between them and took his flaccid cock between her thumb and two fingers. Pulling it up, Nancy started stroking along the upper part by the glans. At the same time, she moved down to kiss all around the head and give it a few nice licks as well. Her hand continued its slow stroking and she only paused long enough to lick along the shaft where she was holding it. It had already started to grow, but she knew it had a lot more to go. She worked her tongue down the underside of his shaft and didn't stop until he reached his balls hanging down below it.

She took one in her mouth and sucked on it tenderly. She could feel his cock twitching in her hand as she continued her slow stoking motions. She drew back while still sucking on his ball and let it pull out from her mouth. She took the other one and did the same time. She took the head of his cock in her mouth and twirled her tongue around it for a few seconds and then released it. She went down lower to lick and tease the small area between his balls and his asshole. Paul squirmed under her, but she retained her firm grasp on his cock. She guessed that it was nearly fully erect, and giving one final lick below his balls, she rose up the start getting serious with his cock.

She had seen it several times before, but now she spent more time examining it and memorizing every detail. She always thought it was well-proportioned. It was close to eight inches when hard and she guessed it to be close to two-inches across from the base to the glans. The head looked like a fireman's hat capping the top of his shaft, and she thought it looked remarkably like one of the perfectly shaped, large, life-like dildos she had viewed in catalogs in the past. Her fingers continued their soft caressing along his shaft and she took the head between her lips once more.