Hollywoods Hot Cougars 06 Elizabeth

I tried to keep my hand steady as I swiped the key card through the hotel room lock. It wasn't just because I had to be extra careful with this card, given that it wasn't mine. It was Elizabeth's.

She'd already let me know she was back from the premiere, and they gave her another card since they bought that she "lost" the last one. That message came about 10 minutes ago. The last one from a minute ago stated that she was "relaxing in the tub" and wanted me to come in anyway. Hence, the need to keep my hand steady.

The mission was accomplished when I got inside her room. I even spoke clearly when I called out to say I was here. I also kept myself steady when I heard Elizabeth call back out from the bathroom, knowing why she was in there.

This would be an unusual way to see her naked for the first time, if that's where this was going. Yet little about this could be considering usual.

First there was the idea of even hitting it off with Elizabeth Banks - let alone her actually being into an ordinary guy 14 years younger than her. Then there was the bitch that was the timing, since we started seeing each other just before her whirlwind "Hunger Games" premiere tour. Then there were the few times I was able to travel and see her anyway.

But now the movie was out, and the last of the premieres had just ended. Now we were in the same city, in the same hotel room, and she really needed and deserved to relax. Yet she was letting me do it with her anyway.

Nothing that physical or revealing had happened before she had to go on the road. She certainly couldn't schedule it during the tour - or she could and she didn't want to. If so, I chose to believe it was because she didn't want to rush through it.

In any case, the present seemed much better to focus on now. Especially when I entered the bathroom and saw it sitting in a filled bathtub, with soap around its obviously naked form beneath.

I was almost tempted to ask if there was a shower handle under there, given Elizabeth's graphic - or merely suggestively graphic - on-screen experience with it in a soapy tub, thanks to Judd Apatow. If that's what she was alluding to, I would only make it more of an obvious homage by pointing it out.

But I did see a shower handle right where it was supposed to be, instead of...inside anywhere else. So that ruled that out. For the moment.

Yet nothing else would happen until I made a move, as Elizabeth reminded me. Without any more prompting, I started removing my clothes and setting them far away from any splash zones, as best as I could figure.

When I was done, she could see all of me, although all of her was still hidden. Even when she slid forward to give me room to come in, she made sure her chest didn't pop out - even if it might have still been covered by bubbles anyway.

Regardless, she got to the middle of the tub and I stepped in at the back. I barely had the room to sit down comfortably without hitting her with my legs. But when I got my butt down and parted my legs, Elizabeth started scooting backwards between them.

She landed herself into my lap, settling her back against my chest. What's more, I felt my cock practically wedged against the crack of her ass. The mental image alone from that, coupled with the amount of times I pictured her bare ass before...getting to feel it, could have turned this bath water into dirty water quickly.

Nevertheless, I put my arms around her waist to keep her in position. It didn't help me calm down any better, but I willed myself to forget that. If there was a time to get excited, and perhaps get her excited in return, it wasn't now.

Despite her inviting me into this compromising, slippery, wet and soft position, I still wanted to let her relax for a moment before getting her...fired up again. Let her have one minute or two where her emotions weren't going a mile a minute, in perhaps the most private moment she'd had in weeks.

Heck, a minute to calm down first wouldn't be so bad for me either, for that matter.

So I stayed where I was, kept Elizabeth where she was and laid back, taking me with her. I tried to focus on the water we were in, the soap she'd put on top of it, the feel of her actually being in my arms...leaving aside how she was in them for now.

I absent mindedly swiped my thumb over her stomach, focusing on the routine instead of the actual wet, smooth skin I was feeling. I closed my eyes and felt Elizabeth resting her head back on my shoulder, focusing on that notion instead of whose head was on me. I slightly tightened my grip around her waist, focusing on letting her sink into my arms, instead of how her ass pressed further back onto me.

For about the minute or two I aimed for, that's how it stayed. In fact, it was so soothing I could have fallen asleep. I wouldn't have been surprised or entirely upset if Elizabeth did.

But as her hands went on top of mine, I knew she was keeping herself awake. Unless this was sleep grabbing. I didn't open my eyes to check. In fact, I didn't open them until I felt Elizabeth's hand going lower.

Although my cock was trapped behind her ass, my balls were right underneath her pussy. She soon confirmed that rather obviously.

I hissed but kept my eyes shut, as Elizabeth merely rested her hand against my sack. She didn't rub it, yet she didn't necessarily have to. But I soon felt like I had to do something in return.

My chance came when I let my right hand drift down. Soon enough, my fingers rested between her lower lips, but I didn't rub them. Like Elizabeth did on me, I just rested my digits on her genitals, occasionally tapping or rubbing them.

In response, Elizabeth pushed her ass back a bit, pushing my cock along for the ride. After doing that a few more times, she was repaid by me sliding my left hand up to her chest.

I had never seen her bare breasts before, but now I was touching them while they were underwater. I never saw all of her ass either, and there she was rubbing it against my cock first.

Her full, peachy ass was grinding against me, while her breast really was a handful after all. All while she ghosted her finger tips over my tightening balls. And I still didn't speed it up, nor did I want to - and not just because of the potential splash zone if we did.

I rested my left palm on Elizabeth's breast and let my right index finger trace and tease her pussy lips. She got more of a grip on my sack and shook her behind on my lap. At that point, I finally opened my eyes.

When Elizabeth turned her face over to me and leaned in, I promptly closed my eyes again.

I couldn't resist letting my fingertip slip into her, right as my tongue brushed her lips. She moaned gently on my mouth, for one of those reasons, as our lips and tongues went slow and deep against each other. Once her tongue went in me, my finger went in her and stayed inside, occasionally wiggling around.

Elizabeth arched her hips back on me and then up to take more of me in. Yet she stopped to sit herself up, just long enough for her hand to seize my cock and take it away from between her cheeks. She rested her pussy above my cock and balls now, giving herself the opening to start stroking.

Undeterred, I pushed my tongue into her mouth and rested two fingers against her pussy. As for her breasts, I let my left hand go back and forth stimulating her nipples. When they were hard enough, I took my right hand from her pussy and cupped both her tits up, enough for them to slightly peek out from the water.

I pushed them up and played with them, making Elizabeth moan on my lips while she tried stroking me faster. Finally, I removed my hands from her chest and quickly plunged a finger back down below, letting a second join in soon enough.

"That's it...oh, that's it..." Elizabeth spoke up, tightening her pussy's grip on me, and her hand's grip on my shaft. "I mean that's really enough...now fuck me...and you're gonna have to cum inside me..."

She might just cum and release it into the water, even if I couldn't. But I digressed.

Elizabeth slid and arched into position, lining my cock up against her pussy just right, even if she couldn't see how. Once my head touched her lips, however, it made her success obvious.

With her pussy and my shaft well wet enough and then some, I pushed my head up into her with no trouble. I did put my arms back around her waist to hold on tight, once I felt her envelop me. After adjusting to that, I started pushing myself in deeper.

Now we were beginning to make the water move around, but none had splashed out of the tub yet. However, with Elizabeth pressing down on me and my hands roaming down her body, we were starting to move around much more.

I went back to kissing her once my hands went down to her hips. She moaned right into my mouth after they started trying to squeeze her ass. Yet she got more vocal when my fingers went back around to her filled pussy.

Thrusting upwards, sitting bare assed on a hard tub and having my famous, sneakily sexy, semi-girlfriend rest on top of me and ride me was taking its toll now. But when she tightened around me and breathed out "Oh, fuck me..." I made myself go a little longer.

My hands left her pussy and went back to her tits, as I sat up and had Elizabeth go up with me. She ultimately sat fully up, exposing her bare, dripping back to me and letting her tits out in the open, although I still couldn't see them.

Still, I reached up and felt them, teasing their wetness and new sensitivity to the open air. She kept rocking on me as I ogled the naked skin I could see. When I finished with her breasts, I put my hands back in the water before placing them on her upper back, making it dripping wet all over again.

I had to take my hands back underwater, though, needing a better squeeze of her shapely backside as it rubbed against me. Once I got a grip, Elizabeth shook her hips as best she could, trying to get both of us over that last little hump.

The last little hump, combined with my reach around onto her clit, was what really got her over, though. In return, I was pushed over my fragile limit as well.

As she wanted, I shot all my cum right into her pussy, not getting any of it in the bath. Her juices were probably another matter, but as we came and as Elizabeth rested back on me again, I filed that concern away for another time.

For now, I was just getting myself back together and keeping Elizabeth still, before we made an even bigger mess. Yet there was a manageable amount of water on the floor - and once our heads were on straight, we could trust ourselves not to slip on it coming out.

As for cleaning ourselves off, we pretty much had all the tools we needed. Still, fresh water and soap would probably work best here.

"Are you ready?" I asked Elizabeth. She had enough of an idea to get off me and back away, giving me room to get on my feet. When I did, I bent down - in full view of her - to take the lid off the drain.

As the water started going down, I turned and finally saw Elizabeth rising to her feet. Rising and unveiling her exposed body to me for the first time, despite how I'd already fondled and fucked it.

Rising and letting me see the suds still attached to parts of her. The water running down a body that women my age would overpay for. But as far as I knew and felt, this 40-year-old figure with firm breast, a lush figure and legs often hidden behind the most ridiculous clothes - on screen, I mean - and an ass that I already knew felt otherworldly, was all hers.

And all in front of me at last.

Instead of immediately devouring it, however, as I had figured I'd do for weeks, I wanted instead to clean it. She took her shot at it before I got here, so I wanted to measure up. After all, there wasn't much else to do in my drained state.

Yet as I turned the shower head on and got the nearest loofa and bar of soap, I knew then and there I'd feel far from drained before long.

I put the loofa under the shower water and scrubbed it, then brought it towards Elizabeth. I stepped aside so she could get herself wet under the head, before I started washing her. I brought the spongy material onto her breasts first, brushing them before squeezing the loofa and letting the wet suds go down her body.

I scrubbed her waist and stomach until I made a move to her back, putting myself against her as a result. Once I brought the loofa back, Elizabeth took it before I could object, then went down to get the soap bar back. As her intentions became clear, I decided I could scrub the remaining suds on Elizabeth's body onto her myself.

With my bare hands, I massaged her back and soon went a little lower, but I had to let her back up before long. This gave her room to rub the loofa on my chest and get it nice and clean, although the water and suds that trailed down my body soon got more attention. So did the twitching package Elizabeth supposedly drained minutes earlier.

This gave her the idea to wash her hands and get them soapy, before bringing them down to clean my cock themselves. As she stroked and lubed me up, my hands did what they'd ached to do for so long, by grabbing a firm handful of her perfect ass out in the open.

I did only keep one hand on there while the other went back to Elizabeth's pussy, all while getting around her soap-filled hand job. When I felt her pussy getting wet enough on my fingers again, I took them out and glided them up her body, between her breasts and up to her mouth.

By the time she actually tasted my finger, I knew how I would get an even better meal.

Reluctantly, I took Elizabeth's hand off my cock and bend down in front of her. It wasn't the most comfortable place for my knees, but my comfort wasn't the important thing now.

I tried to repeat what I did with my fingers, in licking up her pussy and up the rest of her body. Getting up and keeping my tongue on her at the same time, especially without slipping, was still a bit too hard. However, I tried to keep her pussy fresh on my tongue before standing back up to kiss her.

The trip up there wasn't smooth. But what it triggered certainly made that irrelevant.

With the shower raining water on us, me and Elizabeth had room to kiss each other, rub each other's wet bodies and be much more aggressive about it than before. The calm of the sexual past was fading, and the recovery time for it was just about winding down.

Now that there was free reign and opportunity to fully take hold of Elizabeth's breasts, slide my hands down her bare, sexy figure and put them over on her luscious backside - while they were all wet at that - I was taking full advantage. She was no less eager in exploring my chest and back, and how wet they'd become, with her hands as well.

Before she could reach my cock, however, I returned to my knees. I need a more extensive taste of her until I was really ready to go again.

Elizabeth stood and leaned against the nearest wall, so I adjusted and held onto her hips when she was done. My mouth dived back in between her legs, tasting a mix of her and the water, although her taste soon started to win out.

As I heard her groans, I felt her place her hand into my hair, seemingly guiding my head along while I ate her. I tried to bob my head to complete the illusion, but settled for just digging my tongue into her and hearing the pleased results.

"Oh my God...oh, you must have planned those moves out..." Elizabeth noted. "Hopefully on just your hand..."

"It was the only practice partner I had, trust me," I assured, nibbing on her lips to help quell any more doubts - pretend or otherwise.

"I thought of some things too...in here..." Elizabeth gasped. "Turn...turn it off. We're clean enough."

I knew what she was referring to, yet I was willing to waste more water for a few seconds. But after taking one last big lick, I left Elizabeth hanging to get up and turn the shower off anyway. By the time I could make my move back, however, she had already stepped out of the tub.

Sensing the tub action was over, regardless of what was coming next, I stepped out as well. By then. Elizabeth had placed towels over the puddles of water on the floor. After covering as much as she could, she stood on the towels and led me to the toilet.

Making sure the seats were down, she got me to sit as I put the pieces together. When it hit me, I saw her get herself down on her knees, kneeling sideways and to my right. She grasped my hips and stuck her ass right up in the air, as I could now really see it and gawk at it in the flesh.

"I need something bigger to work me back there," Elizabeth explained. "Not as big as the thing I need to work on up here, though. It should balance out."

In theory, I could agree. Yet when I reached over to try and start fingering her from behind, and she dropped her head down to suck my cock, it felt like an imbalance. A hell of an imbalance in my favor, but one nonetheless.

I tried to even it out by finger-fucking her hard, palming as much of her pussy and ass as possible while my middle finger worked her. However, Elizabeth was still holding my hips, licking up and down my cock and then bobbing on it too. That would win every time - especially with me just coming out of the shower as well.

Elizabeth hummed and wiggled her ass, pushing back on my finger and swallowing my bigger staff down. She then took me into her right hand and held on while her tongue teased my sides, head and slit. From my slightly bent over position, I couldn't look into her eyes as she did this, which was a minor drawback.

I attempted to make it work anyway with a few really deep, fast thrusts. I soon took my finger out and simply ran my hand over her pussy and ass, rubbing the silky texture of each part while she enjoyed rubbing her mouth over my sensitive parts. Without warning, I then shoved my index finger in to catch her off guard - and perhaps make her hum harder.

When she did, I almost threw my head back and lost my grip on her. Yet I endured until Elizabeth popped off me. "Okay, I can take it for a little while. Don't need you to throw your back out now," she offered.

I took my right hand off her from behind, sitting back and taking it easier. I almost missed her taking my hand and licking her own residue off my finger, until I took it back to lick some off myself. By then, she was back to tasting me.

As she sucked me off and I got to sit back, I saw Elizabeth take her hands and put them between her legs. She was getting herself off in my place, putting a finger in at a time. Judging by the moan on me, she was doing well for herself.

I watched her gyrate her pussy against her own hands, then had to pay more attention to her tongue sliding down my cock. When her mouth opened up to take my balls in, she shook her head and tongued them deep, groaning even deeper as she fucked herself harder.

"Oh mother..." I let out. I wanted to say mother fuck, and certainly not leave it hanging on mother, under the various circumstances. But when she popped off, put her right hand on my shaft and hovered her face over my head, the rest of my words escaped me.

Elizabeth kept playing with herself, audibly and clearly. Her lips were literally an inch from my cock, yet I almost felt her groans vibrating on me. Then she used her words even clearer.

"You filled one hole with cum...now for the next one."

And about two seconds after she took me completely in her mouth and started bobbing...hot damn, she was right.

I filled her mouth up as intensely and thoroughly as I filled her pussy. Shot after shot went into her, and not one drop spilled out. It was only after I stopped spurting so much that she came off, yet my final blasts did get on her mouth and chin as she swallowed down the rest.

Elizabeth quickly licked her lips clean, then removed a hand from her pussy to wipe the rest off. After licking that clean, she got on her feet while I was busy rebooting.