Exercising with Elaine - Wee 2

Somehow or other I resisted contacting Elaine all week. I didn't want her to think I was desperate, but it was with some trepidation that I turned up at the Sports Centre the following Wednesday. I need not have worried; Elaine was already there! A big smile on her face when she saw me, she gave me a big hug as we walked in and paid at the desk.

"See you soon," added Elaine, as we parted to go to our separate changing rooms, but the way she said it made me a little intrigued. I soon found out why.

I got to the gym first to find it virtually deserted; a pair of silver surfer gym bunnies were puffing away of the running machines, doing what can only be described as a normal walk, so they would not be interested in us. I thought we could start our session on the bikes, and do a quick 10 minute warm up, before hitting the weights, so headed to the opposite side of the room to wait on Elaine. I didn't have long to wait.

I heard the door go, and turned to see Elaine walk in. But it wasn't the same Elaine who was here last week. The baggy joggers and t-shirt were gone to be replaced with some figure-hugging lycra kit in blushing pink, almost the same colour as Elaine's face and definitely the colour my cock was turning as the blood started rushing through it.

As she walked over towards me, all I could do was stare. Her breasts were squashed against her chest, under the tight material, but already very prominent nipples were beginning to show, and her tight shorts were pulled so tightly up to her crotch that her pussy lips very clearly visible. If only I could lip read!

"Well, what have you got lined up for me today?" quizzed Elaine, looking at me all demure.

I barely managed to stammer a reply.

"I need a really good workout today, get rid of some of my pent-up frustration!" she added, clearly dropping her eyes down to look at my bulging crotch.

I managed to get myself under some sort of control.

"I thought we could start with a ride on the bikes," I put a little more emphasis on the 'ride'.

"Mmmmm, that sounds good," replied Elaine, climbing onto one of the bikes and starting pedalling away.

"Then we can work on some of your other muscle groups," I added.

"Yes, please," whispered Elaine giggling, "You can give me a right pummelling, if you want."

Our quick ten minutes lasted only five. I needed to get her somewhere that I could start to feel her up, even if it was through her kit.

As if by telepathy, as we got off the bikes our fellow gym users decided to call it a day and left us alone in the gym. That was all I needed. I started moving Elaine from one weight machine to the next, just so that I could stroke her breasts as she was working on her pectorals or stroke her pussy as she was working on her abductors and adductors.

I didn't get it all my own way. Elaine was getting very touchy-feely with me as I did the same exercises, and my hard cock was tenting my shorts. As much as I wanted to strip her there and then, I somehow managed to keep my restraint until we had done a good forty-five-minute session.

Eventually, we both agreed it was time to take this elsewhere.

"What do you think of my new gym kit?" enquired Elaine, as we made our way downstairs to the changing rooms.

"I think it flatters your figure very well," I replied, although what I wanted was to say was "you look fucking hot in that."

Elaine just grinned as she disappeared through the changing room door, and I had an inkling that she was up to something.

I quickly changed, again glad that the male changing rooms were empty, as I didn't want anyone to see my rather turgid cock spring out of my shorts or my struggle to stuff them into my speedos. I headed to the showers. I needed to cool down before heading out to the pool.

Knowing my luck, there would be a group of school kids in the pool today, who would all get a good look of my excited bulge before I could get into the water. It might give their teachers or parents a few interesting questions later in the day.

Fortunately, once again, the pool was empty and the fat middle-aged lifeguard sitting in his chair was barely awake as I dived into the pool. Again, I had time for a couple of quick lengths before Elaine appeared from the female changing rooms.

But then, it was not the cold water that made me draw breath. Gone was the plain one-piece costume from last week and today it was a red and white striped bikini. It wasn't a really tiny sexy thong and string type bikini but on Elaine's body it looked fantastic.

She slowly walked over to the side of the pool, tying her hair up into a ponytail as she went. Lifting her arm up above her head made her breasts rise higher on her chest, if that was possible.

I swam over to the side of the pool as she lowered herself into the water and quickly slid her shoulders under the water.

"We've got a right perv in here today," she whispered as I approached her, motioning in the direction of the lifeguard, who was now very much awake and drooling over Elaine, as he sat in his perch.

"Do you want to give him something worth watching?" I queried.

"I'm tempted but think we should keep it really boring in here. I'm looking forward to more fun in the sauna," as she slowly swam away from me down the length of the pool.

I joined her, and we swam a couple of lengths, then I motioned to Elaine to follow me, and we swam over to the side of the pool where the lifeguard was seated. As his chair was about eight feet from the edge of the pool, with us resting up against the wall of the swimming pool he could not see what we were doing.

The water at this position was about 1.5 metres deep so I could just about stand on tiptoes, but Elaine had to hold on to the side. I was on Elaine's right-hand side and was holding on to the edge of the pool with my left hand and was slightly turned to face her.

In this position, I decided to take advantage of Elaine's 'vulnerability', and slid my right hand forward to place it on Elaine's tummy. She gasped a little but carried on as if nothing had happened. To try and keep it more natural, I started asking Elaine about how she felt after the gym session and to explain that she might feel a little sore over the next couple of days as the effort of the heavier weights set in.

As I passed on my wealth of knowledge, I slipped my hand up to cup her right breast and tweaked her nipple. I had no problem finding her nipple as it stood out like an organ stop. Elaine gave me a pleading look as if she didn't want me to continue, but I thought I could push my luck a bit more.

I continued to blab on about DOMS and other exercise related things as I slipped my hand south, back over her tummy towards her bikini bottoms. Slipping my hand over the material, I decided it would be easier to try and sneak my hand in under the material through the leg hole rather than down from the waist.

As I wiggled my hand in under the yielding material, I was in for another shock. Elaine was now hairless down there. It was my turn to gasp, and as I did, she turned slightly to face me with a big grin on her face.

"Found something interesting?" She quizzed. I was unable to reply.

"I was just practicing something we learned at College," she continued. "How does it feel?"

"Very nice!!" was all I could stutter back.

Sliding my fingers over her 'naked' sex I easily found her clit and began sliding two fingers back and forward over it, the water and Elaine's juices making it easier.

"Just imagine if the lifeguard could see what we are doing," I whispered in Elaine's ear, and she suddenly tensed and let out a groan, which did make the lifeguard look towards us questioningly. Elaine looked at the man and smiled, while her body trembled as her orgasm swept over her. I continued to pleasure Elaine, slipping my fingers in and out of her pussy and back and forward over her clit, continually bringing little gasps and shudders from her body.

Then I slipped my thumb into her pussy and my fingers slid backwards towards her puckered little bum hole. As I slid the tips of my fingers over her wrinkled flesh, her bum cheeks and upper thigh clenched firmly together, crushing my fingers closer to her flesh. Waiting for her to relax, I timed my opportunity perfectly and I forced the tip of one of my fingers into her anus. Elaine couldn't help but let out a little yelp, as she then bit down on her wrist to stop her crying out more.

Instinctively, she also glanced at the lifeguard to see him looking at us quizzically as if he was beginning to realise what was taking place under his nose. Elaine smiled at him again, which apparently caused him a little embarrassment, as he quickly looked away, which allowed Elaine to bite her lip and close her eyes before dropping her forehead onto her arm as she tried to stifle the little whimpers she was producing.

Slowly, I started to wiggle my fingers and thumb, trying to increase the sensations in Elaine's pussy and bum.

"He's watching us again," I whispered to Elaine, as the lifeguard again turned to look. I was beginning to get more convinced that he had a good idea of what we might be doing. But I was also getting excited at the thought of someone actually watching us, somewhere, somehow. I think Elaine was also enjoying the thought of being watched.

Elaine then surprised me by slipping her right hand from the side of the pool to grasp my bulging erection. Within milliseconds she had my cock out from under my speedos and was slowly wanking it trying to not make her movements obvious.

It was my turn to glance at the lifeguard to check that he could not see what was happening, although I already knew that there was no way he could see anything, confirmed as he let out a big yawn.

Tugging on a few of my pubes Elaine smirked as she added, "I also thought you might like to try it?"

This caused me to actually swallow a mouthful of water, and I ended up coughing and spluttering, much to Elaine's amusement.

"Are you ready for the sauna now?" chirped Elaine.

"You bet I am!" I replied. "Race you to the other side", as I took off for the opposite side of the pool my erection still sticking out from my speedos. As I waited for Elaine to catch up, I returned my cock to its hiding place, so I was at least decent when I got out of the pool. We both climbed out and made our way into the sauna.

Like the previous week the heat was not too unbearably hot, and we quickly had our towels spread on the lower level. Straight away I stripped of my speedos, they were just going to be a hindrance for what I had in mind.

Elaine obviously had something similar in mind as she pushed me down, so I was sitting on the towel, and she knelt between my legs. Before I could even ask what she was doing, she had my cock in her hands, had peeled back the foreskin and had half the length buried in her mouth.

I needed to get her breasts exposed so as she continued to suck away on my cock, I unfastened her bikini top and placed it on the bench beside me then began to massage her breasts and nipples. Soon she was moaning away on my cock as well, which sent even more intense sensations through my prick, at this rate I wasn't going to last much longer.

Easing Elaine off my cock, I stood her before me and slowly lowered her bikini bottoms down her legs, I had to see her beautifully bare pussy in all its glory. Easing her legs open slightly, her puffy pussy lips were standing proud glistening in the dim light of the sauna. I turned Elaine around to sit her down on the bench next to me then slid myself off the bench to kneel between her legs.

Reaching round her, to take hold of Elaine's bum, I eased her forward to the front of the bench, allowing me much easier access to her treasure box. Sliding my hands along the inside of her thighs I slowly pushed them open as far as they would go, much more access than I would need, but I watched closely as this caused Elaine's pussy lips to start to peel apart to reveal her pink juiciness to me.

Her muskiness was also intoxicating, and I had to dive in and taste her.

As I moved in towards her pussy, I took a deep breath and blew out a stream of air over her pussy.

Elaine gasped as the cool air hit her warm flesh and I watched as her pussy lips twitched releasing more of her juices.

Then I licked her, sliding my tongue from the bottom of her slit up through her lips, forcing them apart, and up and over her clit. Elaine's hips bucked wildly, at first trying to push my face away, then forcing my face hard against her womanhood.

"Oh fuck! Oh fuck! Oh fuck!" she panted, as I continued to lick up and down her slit.

"Yes! Yes! Yes!" she cried, as I then drove my tongue deep into her vagina. "Please fuck me with your tongue!" she begged.

Switching my attack between her clit and her pussy, Elaine was soon galloping towards her orgasm and as I suddenly began nipping her clit with my teeth Elaine exploded, arching her back off the bench and shaking like a leaf in a storm.

I kept on licking her pussy and as she began to come down from her orgasm, but as she came back to her senses, she began to force my head away from her pussy.

"No more!" she sighed, "toooo sensitive!"

I slid up over her body to kiss her which caused my rampant dick to bump into her pussy.

Between pants as we kissed Elaine gasped "Put your cock in me! I need it in me!"

Pushing myself up, I turned Elaine through 90 degrees, so she was lying along the bench. Then lifting her ankles up onto my shoulders, I knelt between Elaine's thighs and taking my cock in my hand I began rubbing the head of it over her clit. Then moving a bit lower I started dipping the head into her oily opening.

"Stop teasing me and fuck me you bastard!" hissed Elaine, as she tried to impale herself on my cock.

With my cock head just inside her opening, I didn't hold back, and releasing my cock I slid about 5 inches deep into her. This time it was my turn to suck in my breath as her very tight, hot, silky-smooth pussy slid around my sensitive cock flesh.

Elaine was so wet and lubricated that I felt pure slickness, and a complete lack of friction as my rod of iron glided sweetly into place. Pulling back out, I plunged even deeper into her grasping wetness burying myself, so my balls slapped against her bum.

I rested there, allowing the pair of us to become accustomed to the sensations. It was Elaine who then started to move her bum back and forwards insistently, urging me to start fucking her. So, I started up a nice slow rhythm, pulling all the way out then slowly back in again.

Elaine began whimpering and arching her pelvis with each thrust in, her noises becoming more and more higher pitched and it was obvious that she was not going to last long. That was good as neither was I, another five or six faster thrusts and I could feel my balls begin to tense as they prepared to fire my sperm deep into her pussy.

Knowing Elaine was so close, I knew that my orgasm would trigger hers and so I let go.

"Elaine! I'm cumming!" I gasped, as I thrust deep into her and held my cock there as it spewed.

Elaine was unable to say anything as she started bucking and thrashing about, her cunt squeezing my cock to extract the last of my juices.

As Elaine began to calm down my rapidly deflating cock slipped from her pussy, and I lowered her legs back down onto the bench and again slid my sweaty body up over her to kiss her deeply and hungrily. Our tongues fought a duel as we kissed passionately, as we relaxed getting our breaths back.

I had no idea how long we had been in the sauna, but I reckoned it was time we were leaving, either before we got too dehydrated or they sent someone in to look for us, so we got back into our costumes and staggered out of the door and towards the showers.

This week the trip home on the bus was rather uneventful as we continued to bask in the afterglow, kissing and caressing was all we could muster the strength for.

However, on reaching Elaine's house she had other plans.

"No one is in, do you fancy coming in for a while?" Elaine asked, almost pleading.

I smiled back as she took my hand and led me through the door, thinking that a little more fun was on the cards! For Elaine, it was, but for me I was about to experience perhaps the most painful thirty minutes of my life.

As she led me upstairs to her bedroom my spirits were still high, and as she stripped off my clothes and her own and asked me to lie on the bed, my cock was twitching strongly into life imagining which warm wet receptacle it might be engulfed by in a short period of time.

These thoughts were rudely interrupted as Elaine approached my prostrate body with a pair of scissors and a blow of some gooey liquid.

"What are you going to do?" I slowly enquired, although before she replied I knew the answer as our earlier conversation in the pool flashed back into my mind.

"Well, since you enjoyed my hairless pussy, I thought you might not mind having a hairless cock?" grinned Elaine.

I just groaned and lay back and closed my eyes as she began trimming away my pubes with the scissors. Within minutes I had been given a short back and sides, and she was beginning to smear the warm wax over the remaining stubble. The eroticism of the event had kept my prick waving in the air like a flagpole, but that was soon to change.