First With Maryliz

I have changed a few names and facts, but after enjoying so many Literotica stories, I just had to do this one in return. Yes, it's true as I remember it.

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Maryliz didn't know how much I could see through her otherwise modest orange cotton floral print sundress as she signed up her two sons for jujitsu lessons. But I could see the outline of her breasts and even the white cotton of demure white cotton briefs under the loose, unbelted dress that came down just below her nicely tanned knees.

I was in my mid 30s and, I found out soon, she was a few years older. At the time I found her very attractive, but she was, after all, a mommie and customer. Her light bleached hair came to her shoulders and the bangs were cute over her eyes, but she was so much the southern wife and mother that she didn't look very sexy.

She was just a cute woman of late 30s age, about 5 foot six and maybe 115 pounds. Slender but nicely shaped.

We talked as I signed up the boys. Her voice had a lilt to it of the old south, but as an ex piano player I could tell she wasn't a singer. It was a nice, medium voice for a nice lady.

How all that would change.

The change started as she started coming in to watch the boys practice, then stayed and started to come in to help with some of the paperwork. Looking back, I think she wanted out of the house.

We'd talk, but at first, nothing really flirty. Then one day she told of her first marriage and why it ended. "I only married him because I wanted sex," she said, "and in those days the only you could have sex was if you were married."

As time went on, after her first child, she said things started to get rough, and she finally decided to leave after her husband raped her and called her a slut. She never elaborated on that.

Then came a few affairs and even one with a married man where they'd leave work together for a long work lunch and really head for a motel. "I wanted more, and couldn't have it. It was just sex and I never got to spend the night or really have time with him."

A chance meeting in a bar brought her current husband into her life. They dated, she got pregnant and as they went to get their marriage license both were shocked to discover she was 11 years older. He did look a bit old for his age, and she did look young for hers.

Why they married I still don't understand. He kept saying he had been sterile since Vietnam and she kept saying, yes, it was his. Tears came to her eyes as she told how she lost the baby halfway through the pregnancy; I held her as the tears flowed and she told then how she'd become pregnant again with her younger son.

The second child was the last. Fibroids in her womb brought a hysterectomy, she said. "I guess one bright spot is that maybe the hormones keep me looking fairly young."

But the husband obviously wasn't the most sensitive. Although the son looked much like him, he would question whether the child was his. Our relationship started a subtle change as she gushed how she and her younger husband didn't sleep in the same bed, but twice a week like clockwork he would ask her if she wanted sex and then have her ride him in female superior position. Then he'd leave for his own bedroom. Bad dreams from 'Nam was his excuse. I don't know yet how they felt. He obviously was possessive, but not terribly loving.

After that we flirted on an increasing scale and she even got to know my wife. The flirting in public was just good friend teasing but it got hotter one summer Saturday afternoon as we closed the office and I said teasingly and not really seriously, "I'm going home to get a shower. Elaine's out of town at a seminar this weekend, so you want to shower with me?"

Her eyes got big as she said Jim was working, and yes, it sounded like a good idea. As if on cue in a movie the phone rang. It was Jim. "Yes, I'm on my way home. Yes, we're just closing now. I'll get something from the store."

At the time her wistful look didn't really register. "I've got to go home. That was Jim and he's home early and mad that I'm here."

"No problem," I said, never thinking she would seriously have considered showering with me. I let her out and headed home for a quiet weekend of television and reading.

We teased and flirted all that fall and winter. As spring approached she had some muscle spasms in her back. Usually my massages can help anyone with cramped training muscles, but she said, "It's just tension. I just need to relax and I can't."

I offered to hypnotize her; and I did. Nothing sexy happened but she had a big glowing smile when I awakened her.

More time passed and spring was here. There was a big sports event all the students would attend and as coach I had to go. Maryliz said she was going to watch her older son. We teased with our spouses and she said she'd keep an eye on me to keep me out of trouble and I said I'd try to find time to take her for supper and get her away from mommie duties all the time.

Then on a Saturday noon when the two of us were alone in my office she walked to the door and closed it, saying, "I've got something I have to talk to you about."

She walked up to me in her pink sweats and looked up to my eyes. As I started to ask what she needed to talk about, her arms went around me and pulled my lips to hers. I kissed her back as our tongues played a little game and my head began to swim. My hands went under the sweat shirt and discovered her back was unmarked by a bra.

Maryliz pushed away and looked into my eyes. "I figured you were never going to do it, and I had to see..." Her voice trailed off. Over the past year she had gone from being a nice lady to being a friend and more. I'd come to love seeing her body move, her smile and hear her voice; her perfume was in my nose at night. She was right. I'd never start anything.

She kept looking at me to see what I'd say. Her smell and taste were so strong I still felt like I had an adrenalyn rush. I remember seeing her whole beautiful slender body in that sloppy sweat suit and realized how hard my cock had gotten. I'd gone from vague fantasies to knowing I wanted this woman now.

This time I stepped forward to kiss her.

Time stopped as our lips locked and my hands again went under the sweatshirt and hers went to my butt. My hands roamed to her chest and felt the perfect breasts that had no sag at all and perfect nipples arising under my thumbs. Her hands moved around to my groin and rubbed and clutched at my hard cock somehow making it even harder.

My hands drew up her shirt to see those fully-tanned tits that were swollen like a teenager's. The small pinkish nipples looked like a girl that had never nursed a baby as the outside pink circle of the nipple stepped into a deeper pink tiny swollen dome with yet a final higher pencil eraser-shaped tip that was nearly crimson with swelling.

My lips came down to her left breast to nuzzle and nurse on that pink tip as her back arched and her hand on my cock tightened and stroked. My hands went into her pants and under her panties to cup one slender but perfectly cheek in each hand and squeeze.

There are lovers you must live with; there are lovers whose beauty intoxicates you and lovers who are simply great fun to be with. Maryliz was different. From the moment I touched her skin in a kiss I knew this was a lover I wanted inside in every way, and to sex inside out. It was as though all of her was yin and I was yang; she was the receptive force that was an exact reflection and mirror of my being.

My right hand moved around to her front and touched her light pubic hair under panties and sweats when she pushed me away.

"I'll lock the door," I said breathlessly.

"No, not this way," she said. "I want a whole night of you the first time or not at all."

We held each other as we made plans for that weekend in Montgomery.

--------- 2 Our first...

Maryliz was waiting outside the restaurant where she'd taken a group of teenagers for lunch and I was to meet her at noon. With all of them watching, we played the role of schoolteacher chaperones to a half dozen hungry 17 and 18-year-old boys.

"I'm going to take Maryliz over to the tournament headquarters and help with the setup this afternoon if you guys can act like grownups," I said. They all nodded seriously, of course.

Maryliz said, "When we're done, I'll probably go out with the girls for supper and a get together, so you guys be in and quiet by 11 if I'm not there."

As we left, she pulled her 18-year-old son to the side and told him she might stay with some of the girls if the partying got a little intense so she wouldn't have to worry about getting back to their motel. Billy looked at me and asked with a grin if I wasn't supposed to keep her out of trouble. I grinned back and said there wasn't much I could do about it if she had her mind made up.

She grabbed her briefcase with "going out" clothes in it from their car and we watched Billy drive off with the gang. We both smiled like teenagers ourselves as I took her bag, tossed it in my car and we headed for an afternoon of work and and evening of promise.

I wanted this right, although as I look back at it, I'm not sure she cared. I whistled as she came out of the ladies room with her jeans and baggy T shirt replaced by a demure pink cotton sweater and matching wool skirt that went below her knees and low heels. She had little makeup on and we didn't touch as we waved goodbye to acquaintances and headed for dinner.

But dinner was somehow strained, even in the nice restaurant. We both had several glasses of wine and some excellent beef, but she hardly touched hers. Just nerves, I thought. Neither of us had slept much the night before. I had none at all, and darned little the night before because of work, nerves and waiting for Maryliz.

"I wish I wasn't so tired," I said.

"I know," she said almost with sarcasm. I didn't understand why and don't to this day.

The return to my motel was a whirl I don't remember. We didn't sit closely and I don't thing we said a word.

We walked from the car through an arch into a courtyard, up the steps to my room and through the door without a word. She charged in four or five steps as I turned to close and lock the door.

"Stay there a minute," she said. "I've waited to do this a long time."

There was no music and no attempt at a dance as she took off her glasses and put them on the motel dresser, then turned back to me.

First off came the sweater to reveal a plain jane white bra and her gorgeous tanned skin. She turned to the mirror and smoothed that shoulder-length bleached blonde, almost platinum hair. She looked back to my eyes and tossed the sweater to a chair. She somehow stepped out of her shoes while unbuttoning and unzipping that pink skirt that tomorrow would play a new role -- but I didn't know that yet.

Then the skirt simply dropped to the floor to reveal a plain jane half slip. She pulled down with both thumbs at the elastic and dropped the slip to the floor while keeping contact with my hungry eyes. Sheer to the waist pantyhose aren't the sexiest thing to me most of the time, but since she wore no panties, I could see through to her public patch, a tiny triangle of obviously untrimmed hair that nevertheless was small and as I knew -- very fine hair.

She still had only the trace of a smile as she slipped the bra straps from her shoulders, then exposed both breasts as she dropped the bra to her waist and pulled the snaps around to the front to unlatch. I stood motionless drinking it all in. I didn't see the bra hit the floor since my eyes were glued to those perfect breasts and nipples.

Now her thumbs hooked in the pantyhose and we lost eye contact as she pushed them down, careful to remove them evenly. Then she stood straight, nude, to look me in the eye as I remained fully dressed in jacket and tie.

"I hope you like what you see, because that's all you get," she said. Here was a woman I knew now to be 45 years old, and her body would do justice to a cheerleader. Oh, her tummy might have stuck out a half inch more and her ankles weren't perfect -- and I knew that. Her pantyhose had left a mark around her waist and even a little line across her navel to her pubes, but she was beautiful. I told her that.

Maryliz saw my eyes at her sparse gray pubic hair. "I leave it that way to remind me who I am," she said.

I shed my jacket as I walked to her. As I opened our first kiss -- or did she -- she got my tie undone and my shirt on the floor. Feeling our bare chests touching the first time felt like our bodies became one immediately. Her face turned down to watch her hands undo my belt, then trousers as they dropped to the floor with her clothes.

"Now get out of those shoes," she said. My face dipped to her pussy level as I pulled off shoes and socks, then traced my tongue from the hysterectomy scar slowly upward to her breasts as Maryliz arched her back with a sharp intake of breath.

She leaned back into me, and as her perfect breasts pressed against my ribs her thumbs took my last vestige of clothing over my throbbing cock until they could drop to the floor.

We kissed for hours it seemed before she led me to the bed and threw back the covers. "Remember my hips are a bit stiff," she said.

I wanted inside her too badly. I lay her on the bed and spread her legs, then knelt between them to look the first time at her pink pussy lips exposed to me from the light gray fur. New to her body, I knew the pantyhose had pressed her inner lips into a crooked line, but I didn't know that no matter how much she wanted me, the hysterectomy had made her drier than another girl. She was as apprehensive as I was. Would I really be pleased? If only she knew.

But my wanting was like a teenager at his first time before the pink gates. I wet my fingers, then her opening and the head of my cock and pressed into her, looking into her eyes.

The friction from her hot but nearly dry pussy drove my hungry cock crazy and after only a five minute beginning was near eruption. I played with the folds to the side of her pussy, pushing into the sensitive flesh and sexual pressure points there and on her clitty, but she had far yet to go.

"I've got to come, I can't help it, you feel so good," I groaned in passion as I felt my nuts harden and my cock grow for its final sprint to boil over into her warm pussy that seemed to suck my whole being into it.

"Let it come, darlin'," she said. "It's okay, I want to feel you come in me, I want your come in me."

I kept as gentle as I could be, feeling my dick pulling on her pussy as I grooved in and out, then had to shove as the come forced through its tube and out of me into her.

She hadn't come. That much was obvious. And I couldn't let things stand that way. I caught my breath while kissing her lips, then working my own lips to her nipples as my hand caressed her now moist pussylips. I wanted nothing more than to have her come. My lips gnawed lightly on her tummy as I worked my way down to kneel between her knees.

My tongue naturally pulled to the little pink head that poked out of its hood on her clit. I licked, then worked my tongue down and around her pussylips, tasting my own come, but also her body coming more alive than it had been this night.

Around those lips I went, back to the little clitty, licking and breathing warmth onto her. Then she clenched her buttocks as my tongue pressed into a french kiss of her sheath, up toward her G spot, then down to the opposite side of her clit and pressured the thin skin there, then back to her clit.

This time I opened my mouth wide and covered her crotch with my lips, built pressure in, then out while my tongue darted around, feeling her lips loosen and awaken at my touch.

My tongue then went to fence with her clitty, rhythmically brushing up and down in a figure eight that went from inside her to the hood and back. She shuddered and wrapped her fingers in my hair but I didn't stop until her bucking began and continued, then subsided into little shudders.

Still, I didn't move my lips and face. I breathed warm air into her pussy as her toes now moved to touch my recovering cock.

I'd not had any sleep for two days, and neither had she. We both were too tired for this, but wanted it so badly that somehow less than perfect sex was less important than feeling ourselves become one.

Again my mouth lowered to her pussy, this time sucking her inner lips into my mouth and running my tongue up and down on that beautiful pink clit. I sucked on the lips, pulling my face out and pressing back while tonguing her. When I pressed in, my tongue entered her and I let my mouth juices join with the moisture there.

My hands at her buttocks, then reaching up to her titties, I brushed it all. Her ass was smooth, and her hair only reached halfway down the crack of her pussy, making a perfect place to caress.

"Oh, Oh, what are you doing to me," she cried out, her hands limply touching my head and shoulders, then caressing her own tits when my hands were gone.

I felt her whole lower body tense, her ass muscles harden and even her pussy clench at my tongue as it lapped in and out with the motion of my head. "Ahhh, Ahhh! Oh, yes, yes, don't stop, faster, oh..." Her hips began bucking, fucking herself on my face as she lost herself to making love and her second orgasm of the night. Her inner thighs clenched as her hips moved up and down. Her voice a constant moan of pleasure.

Then came a final thrashing as I pressed my face harder against her clit and pussy. Her moaning turned to a rhythmic, "Yes, yes, yes, nuh, nuh, oh..."

When I felt my tongue jolting rather than joying her in post orgasmic sensitivity, I crawled slowly up her body, touching every inch of her body I could touch, letting my right palm press her pussy without movement to hold in the orgasmic warmth and wetness.

I kissed her nipples that had grown somehow too sensitive and she pulled my lips to hers with both hands and a chuckle. "For somebody who is worn out, you're something else, Mark."

"I want you more than my body ever will let me show," I said. She relaxed in my arms and smiled.

Then I smiled and said, "I have to do this."

My cock was half hard as I guided it into her now wet hole. At first she seemed incredibly loose and wet, then as I began to swell, it was as if her pussy tightened and began sucking on my dick as well.

I paced myself to bring my cock to full life and hold it there. Her pussy seemed to suck me in and make it swell. I pressed in as far as I could go, then out until only the head was insider her first set of muscles, then back in again.

To give myself more leverage and, frankly a better view, I hooked my elbows under her knees and pulled her back onto my cock as her eyes went to mine to watch me drinking in her gently flattened tits and her hands massaging them, then down to where she could see my cock working in and out in a Bolero sort of rhythm that wasn't too fast or too slow.

My thumb went to her clit and rubbed downward as my cock rode inward, then back again. Her eyes closed as she whispered, "Yesss."

Only a few more strokes and her pussy and ass and legs all clenched as my left hand controlled her to continue my stroking. Her pussy pulled at my cock as I kept up my unvarying rhythm. "Uh, yes, Oh, Oh, I'm coming again," she cried.

I speeded up again as she bucked against me in another come that was gentler than the one before, but seemed to bring her pussy to clench yet harder on my cock as it thrust in and out of her wetness.

Then I stopped and held her as my thumb brought her to a breath gasping peak with my cock buried insider her as far as I could hold it in.

I felt the clenching, then relaxation as I resumed my movement. "Oh, God," she said, "not more, oh, yes..."