Empty Nester 02 First Encounter

Author's note: This story is the second in a series titled "Empty Nester." The first story set the stage for all the remaining chapters of this story. All future stories will be short chapters that chronicle the events of these three lovers. It would be best to read them in order. All characters are fictional, consenting, and over the age of 18. This story is a complete figment of my imagination and not based on any real events or characters. I love to read comments as long as they are constructive.

"Turn this rig around George!" I screamed with excitement after I hung up the phone with Marcy. "Fuck," I sighed as I could already feel the butterflies start to build in my stomach. George was beaming from ear to ear as he pulled off at the next exit and headed back towards town. I climbed out of the sleeper and kissed him on the cheek. "I know you have always secretly wanted to fuck Marcy," I whispered in his ear.

George carefully navigated the big semi truck down the narrow residential street. "She needs to be ready when we get there," he said as he rounded the final corner. I could tell he was getting very nervous as the street seemed far too narrow for the monstrous semi-truck. This most definitely wasn't something that could be parallel parked.

I was sitting in the passenger seat, wrapped tightly in my fluffy white robe, the silky thin bra and thong the only other clothing that adorned my body. While I suspected Marcy would be dressed in matching attire, I couldn't be sure but had high hopes.

"Just ahead on the right," I alerted George so he would be prepared to stop the big truck.

"You mean that foxy brunette over there flashing us?" George asked enthusiastically.

There she was, my absolute best friend in the world, her robe seductively hanging open, her arms flailing in the air, the cool air causing her nipples to push through the thin bra, and let's not forget the obscene camel toe adorning the tiny thong. "Yup," I responded. "Fuck she is hot."

Marcy has been my beast friend since college. We are both forty-three, but that is where the similarities between us end. I am the mother of a beautiful daughter, Jackie. A MILF by most standards. Marcy has never been married and doesn't have children. I spent the majority of my life in fear of sex. To be honest, I actually dreaded it until just this past week. Marcy, on the other hand is a bit of a sex fiend. Just listening to some of her adventures, you might think she should be in the movies, porno movies I mean. Even our bodies are very different. Me, a little taller, a little heavier, a little shapelier with all the typical markers of motherhood. My slightly drooping D-cup teardrop breasts indicators of childbirth, nursing, and of course gravity. Marcy's naturally perky C-cup breasts with nipples pointing skyward are still plump and firm. She is athletic and tone. I, on the other hand am, well, softer. Not that I don't keep myself fit and healthy, we just have different body types. Don't get me wrong, I still get looks.

As the truck pitched to a halt, I pushed the door open and offered Marcy a hand up. I retreated to the sleeper as Marcy settled into the passenger seat. She pulled her robe closed as she sat, the belt was loosely tied and most of her body was covered. George just gave her a quick once over and smiled without saying a word as he guided the shifter into first gear and let his foot off the clutch. We were off on the adventure of a lifetime.

There was a surprising level of sexual tension in the cab of that truck. Here we were, three consenting adults, all fully prepared to enter into an unconventional sexual relationship. Something none of us had even considered just a few short hours earlier. Well, I guess a relationship that none of us ever expected would really happen outside of our own personal fantasies anyway.

"Hey guys," Marcy's voice finally broke the silence. "Are we really doing this?"

I just watched from my vantage point in the truck's sleeper as George shifted gears and merged onto the freeway. Marcy turned in her seat, swung a leg around as she tried to get a better view of the sleeper unit of the semi-truck. "WOW," she said. "That's like a king size bed. Plenty of room for the three of us."

Just about then, George shifted into high gear. The shifter and his hand tapped Marcy's inner thigh, the soft robe no longer covering her supple flesh. "Sorry," George exclaimed as he tried to move his hand.

"Oh no you don't," Marcy responded as her hand reached to cover his and pressed it into her soft warm flesh. "I kind of like that hand right where it is."

George looked down at their hands, snuck a peek at the silky thong that seductively covered a hidden treasure mere inches away. He twisted his head and looked at me, then over at Marcy. "Maybe we should slow down just a little," he said in a soft tentative voice that was just barely audible above the roaring of the truck's engine. "We have about eight hours before our next stop, and I want a little time to let this all settle into my brain." His eyes shifted back to his hand, the silky thong, my best friend's nearly naked crotch. "Besides," he continued with a chuckle. "I'm already getting hard and that would make for a very uncomfortable trip."

I flipped myself around on the comfy mattress of the sleeper, laying on my stomach, my knees bent and feet up on the back wall of the miniature bedroom. My head was at the edge of the mattress between the two seats, I had a pillow under my chest and I was propped up on my elbows. "Just pretend I'm not here." I said as Marcy slipped back around into her seat correctly. "You two lovebirds get to know each other a little better. I'm just going to play voyeur for a while."

I pulled the sleeper curtains over until there was a gap just large enough for my prying eyes and ears to capture everything.

...

For the next eight hours, I quietly looked on as my best friend and my loving husband talked, flirted, and occasionally touched in a way that most people might find inappropriate. It was cute to watch Marcy flirt. God she was good at it. I watched my husband blush as he listened to the different things Marcy described doing to him once we stopped. At some point, I drifted off to sleep. I was awakened by the whoosh of the truck's air brakes. By the time my eyes were fully open, Marcy was sitting in George's lap, and they were kissing passionately. His hand traveled up and down the back of her soft fluffy robe before finally coming to rest on her cute butt.

I felt a slight tinge of jealousy enter my mind. It wasn't that I was at all jealous that my husband was kissing and touching a beautiful woman. If I'm honest, it wasn't even so much that it wasn't my butt he was holding. No, it was the fact that I secretly had a huge crush on Marcy. I wanted those to be my lips on hers, my hand sensuously cradling her cute butt, me that would soon make love to her. My heart was beating fast. My whole body was tingling. I was about to watch two people make love for the first time.

Several times over the years, George had tried to get me to watch porn. I guess he figured it might ignite my passion for sex. To be honest, I found it pretty disgusting and a complete turnoff. Now, I was about to witness two people that I love dearly, fucking up close and personal.

I knew firsthand what it felt like when George's large cock entered me, stretched me, pushed deep inside. Now for some reason, I absolutely needed to see George do that to another woman. Watch from the vantage point of an observer. I needed to see that big cock inside another woman's pussy, not just any pussy. It had to be Marcy's pussy. I needed to see her cute little body succumb to the control of my husband's powerful cock. My mind was reeling. The two love birds were getting heated.

Without a word, I pulled the curtains open, climbed out of the sleeper and slid into the passenger seat. George lifted Marcy into his strong arms and carefully placed her on her back in the sleeper. He turned to me, kissed me lovingly, his hand cradled my cheek, he looked deep into my eyes. "Are you sure about this babe?"

"One hundred percent," I responded as my whole body shuttered with excitement. I could feel a flood of emotion surging through me. My eyes welled up as a familiar dampness spread between my thighs. "Just pretend I'm not here. Make love to that beautiful woman."

George reached into the sleeper and flipped on a dim nightlight. The light just enough to gently illuminate the sleeper without being obnoxious. He stood next to me and disrobed. His beautiful cock hung seductively between his legs as it gently swelled and rolled. This was the same cock that took my innocence on my wedding night. The same cock that created our beautiful daughter. Somehow it looked different now.

I turned backwards in the seat, knelt, and looked over the high back. I could see Marcy's eyes follow the gentle movement of the George's cock as it silently rose to attention. I sensed hunger in those eyes, the look of a predator peering anxiously at its prey.

Marcy licked her lips as she rolled toward him, toward it. Here eyes met with mine, desperately sought approval. I offered a gentle nod, a smile. I watched intently as her soft lips slipped over the growing head.

George took a deep breath as the warm wet lips carefully wrapped around his growing manhood. The impressions on her cheeks indicated the movement of her tongue as it circled and teased. Marcy released her lips, her glistening saliva clearly visible on his throbbing manhood. The long thin fingers of her right hand gently smeared the saliva over the bulbous head and down the rigid shaft. Her talented hand stroked him to full size as her lips resumed kissing the head. Her hand slid down to his balls, gently cupped and massaged them as her lips descended his shaft. I watched in amazement as this massive cock completely disappeared inside her pretty little mouth. This was not her first rodeo.

I studied Marcy's technique, her movements, her eyes as they peered up at George's. Watching Marcy fallate my husband was making my blood boil, but in a good way. I could feel the heat building between my thighs, the butterflies in my stomach, the tingling in my erect nipples. I wanted to touch myself. I needed to touch myself. I resisted the urge, chose rather to be an innocent bystander. To witness without participating. God, she looked sexy.

George gently held Marcy's head in his big strong hands and slowly rocked his hips. His thick cock carefully glided in and out of her soft supple lips. His hand sensually trailed over her cheek and down her neck. As his hand explored beneath her soft robe, the robe opened slightly. I watched as his hand found her firm breast for the first time. The big strong hand carefully squeezed the tender flesh, a curious finger circled an eager nipple through the thin silky fabric. A soft moan escaped Marcy's full mouth.

Once again, Marcy released her lip hold on the throbbing cock, gently stroked the glistening shaft with her hand as she kissed its head sensually. She rolled onto her back, seductively pushed open her robe and slid her hand down her torso and under the tiny thong. She slipped a finger deep into her wetness as her other hand continued to gently stroke the engorged cock. The sight of another woman touching herself like that was simply incredible.

The finger withdrew from her fragrant wetness, pressed against George's lips, pushed deep into his receptive mouth. George carefully sampled Marcy's personal essence for the first time. It reminded me of a server at a fancy restaurant offering a sample of a fine wine, seeking approval before pouring. By the look on George's face, he clearly approved of the vintage.

Once the finger was thoroughly cleaned, Marcy twisted her body around on the mattress so that her legs were facing George, and me of course. She slipped the thong down, kicked it off, spread her knees wide, pulling them up to her chest. George and I both marveled at the beautiful sight before us.

I studied the intricate details of her beautiful crotch; the nightlight gently illuminated every sultry and bare detail. I had never seen a woman in a pose like this, so seductive and inviting. Sure, I knew what all the parts were, knew how they felt when touched, which ones brought the most pleasure. This was just so surreal, so erotic. I wanted to get closer. I wanted to touch her there.

Her outer pussy lips were slightly darker than the surrounding flesh, puffy and swollen. They were parted ever so slightly revealing the tender pink flesh inside. Her heightened arousal fully visible and glistening. God, I wanted so badly to be George in that moment.

Marcy's hands slid seductively over her stomach and between her widespread thighs. They traveled down her inner thighs, each of her index fingers following the crease where thigh meets vulva. I could feel the pounding of my heart in my chest. I could see the pounding of George's heart in his throbbing cock.

Everything seemed to be in slow motion. Marcy's long thin fingers were gripping her soft supple thighs so dangerously close to her pussy without actually touching it. As she gently pulled on the eager flesh, her pussy lips parted, exposing her inner beauty. So pink and moist, so delicate, so hungry.

I took in a deep breath, sampled the air for her scent. So very faint, yet powerful. A wave of energy flowed through me as a gentle flutter filled my womb. Her scent was completely intoxicating.

Without hesitation, George, who was still standing between the truck's seats, leaned forward and touched his lips to Marcy's engorged clit and vulva. Gentle kisses trailed down her vulva and across her inner thighs as Marcy's hands retreated to her breasts. His tongue gently parted her swollen lips, pressed deeply between them. His hands gently kneaded and pulled on her soft thighs as his tongue and lips carefully explored and teased her sensitive folds. Her body responded, opened. A clear silky fluid dribbled from deep within.

George's fingers joined in on the sensual assault. They trailed up and down the pink slit, probing and exploring, before pressing deep inside her accepting body. A deep sigh broke the silence as Marcy squirmed beneath her lover. George's tongue carefully circled her swollen clit, coaxed it out of hiding. George's fingers, so large and powerful, his tongue so careful and teasing. A second, longer moan filled the sleeper as Marcy squirmed and rolled.

I watched her face, the face of a woman experiencing true pleasure. Pleasure from a man I loved so deeply. Marcy was getting so close. Her head was rolling back and forth, pressing deep into the soft mattress. Her hips lifted and rocked. Her hands pushed the thin bra aside as her fingers pulled and twisted her nipples. Her breathing was ragged and labored.

"Ooooohhhhhhhhhhh fuuuuuuuccccccckkkkkkk," Marcy screamed as her whole body contorted. Her abdomen contracted and spasmed. I stared intently as her pussy tightened around George's probing fingers. It reminded me of a baby suckling a nipple. A flood of frothy cream pushed past his thick fingers and trickled down her butt.

George was very persistent, demanding almost. His tongue and fingers focused solely on providing pleasure. He pulled his fingers free from her suckling pussy and clamped his mouth over the frothy hole. His tongue pushed deep inside, triggering a second powerful orgasm that racked the vulnerable body of my beautiful friend. Her eyes were closed tightly, her mouth trying to form words, but only able to generate one very long "Oooooohhhhhhhhhhh." I have never seen her more beautiful than that very moment.

Marcy pleaded for mercy as she pushed the relentless head away. She lay there gasping for breath, her body still convulsing, her pussy still suckling, flooding. The image so completely sultry and lewd, so incredibly erotic.

I watched as George brought the sticky wet fingers to his nose. He inhaled gently, smiled. Seemingly proud of their achievements, he sucked them deep into his mouth and licked them clean. I yearned for a taste. My mouth began to water, silently begging for George to share in his conquest.

As Marcy recovered, her legs still widespread, her knees still pulled back and to her sides, my attention turned to George. His big hands gently slid under Marcy's but as he carefully slid her body to the edge of the mattress. His hand gently stroked his throbbing cock. A thick drool of pre-cum trailed from its head and pooled on the soft butt cheek below.

The blood engorged head was less than an inch from Marcy's beautifully splayed pussy. George leaned forward and carefully slipped the bulbous head up and down her exposed pink crack. Each time it touched her swollen clit, her body flinched. Each time it lowered to her opening, the head gently toyed with her tender flesh, collected its thick creamy lubrication. My own anticipation was building as George teased the desperate pussy before him. My mind was begging him to push deep into her defenseless body. Marcy's pelvis was gyrating, pleading.

George looked over at me, his eyes questioning one last time, mine signaling approval. I could feel deep waves of pleasure fill my own pussy, almost as if it was preparing for penetration by this big cock. My knees instinctively parted on the seat. I could feel myself swell and grow. A flood of wetness streamed down my thighs. I couldn't catch my breath.

George looked down, admired the beautiful sight before him. He gently pressed forward before meeting a sensual resistance. His thick rigid pole bent ever so slightly as Marcy's body instinctively rejected the first advance, readied itself for the impending assault. Within moments, she surrendered completely, he slipped cautiously deeper. Marcy's back arched as a gentle moan escaped her lips signaling acceptance of what was about to follow.

I took a deep breath, held it. There was no turning back now. My beloved husband was officially making love to my best friend. A tear of joy escaped my eye, tricked down my cheek. This was the most beautiful thing I had ever witnessed.

As George pushed deeper, the thick soft outer lips of Marcy's vulva expanded as her body stretched to take the full girth. Her delicate inner lips folded over, clung to the thick shaft, pulled inward. When George was fully embedded, he paused, took a deep breath. His giant hands pressed into the soft supple flesh of Marcy's butt. The contrast of these two beings was undeniable. The power of his hands, the delicate flesh of her butt cheeks. He could certainly have dominated this lovely being, yet his touch was delicate and sensual.

When George's cock began to retreat from the stretched love tunnel, the thin silky lips clung tightly, pulled outward, stripped the thick shaft of love juice, much like a squeegee on a windshield. George began with long full strokes; the bulbous head would just peek out from the pink wet flesh before disappearing deep inside.

As I watched, I remembered that incredible feeling, the feeling of deep penetration, a long slow fucked. I could feel my own pussy stretch as I watched the cock disappear. I felt the emptiness as it reappeared. By now my breasts were swollen, my nipples in need of attention. I wrapped my arms around the back of the seat, hugged it tightly, pressed my hard nipples into the rugged material. Each breath I took causing them to glide gently against the silky material of my bra.

George suddenly stopped. My heart skipped a beat. My mind raced. "Please," I silently begged. Cum inside this fertile creature. George pulled out as a gentle sucking sound filled my ears. Marcy quickly rolled over, lifted herself to her knees and pushed her head and chest into the mattress.

Georges hands massaged the soft flesh of Marcy's butt. They pulled outward exposing her so completely. I marveled at the sight. Her tight little star shaped butt hole, her gaping pussy, so completely exposed, so obscenely beautiful.