I.t.

"You fucked Maryann at the same time he was fucking her in the ass?" Helen asked, cuddling to my shoulder, clarifying that Maryann had my cock in her pussy at the same time that Marty had been fucking her ass.

"Yes," I answered simply, my hand reaching across my body to her tit. She moved a bit to make it easier for me to fondle her.

"But you didn't do her in the ass?"

"No, anal's not my thing. But that's Marty all the way."

"And Maryann didn't complain?"

I shook my head no, as I told her, "She said she loved it."

"Not me."

"You've done anal?"

"My husband," she answered after a slight pause. "I let him fuck my ass every year for his birthday."

"I take it you aren't a big fan of anal? I'm not either."

"I much prefer a cock in my mouth or pussy. Even my hand," she giggled, her hand reaching down to grip my flaccid penis, slowly squeezing and stroking to elicit a response.

"Damn woman! I love sex but you're about to wear me out."

"Oh My God, I'm making up for lost time."

"Since your divorce?" I queried. Our after work sexual encounter had been daily since we started. I'd invited her to dinner, and back to my home, and since that time there hadn't been a single day that she hadn't spent several hours at my place. Even on the weekends she said she'd told her kids she was "going out for a bit" -- of which it

might

have included 'shopping', but including starting or ending in my bed. And that was to say nothing about nearly daily encounters with Maryann at work. It had gotten to where I'd pointed out to both of them, but Helen in particular, that Maryann had been spending quite a bit of time behind Helen's closed door which was beginning to draw attention to the two of them.

"Even before that. The last couple of years he didn't seem to be that interested in sex. He would if I pushed for it. And then the day before I kicked him out, I wanted some and he didn't. He came home late, and I didn't take no and realized when I sucked on his dick it tasted like pussy. That's when I realized he had a girlfriend."

"But you're still married?"

"Just for the kids. I got a divorce lawyer, and we've already got everything divided and a divorce date set. All our lives are now legally separated; we're divorced, just without the paper signed."

"Sound like it was quite amicable in the end?"

"Yeah, I guess. It just didn't seem worthwhile to be bitter. I make more than he does anyway and with child support from him, I'm doing OK." We were quiet for a moment and then she unexpectedly giggled.

"What?" I asked.

"The funny thing is, I'd never thought of being with a woman before, never imagined what it would be like, and then I knew immediately when I tasted his dick..." she paused for several moments. "I think that was the start of my fantasizing about being with a woman."

"Sometimes we don't know what we want, or don't want, until we try it."

"I know. He always wanted us to fuck with someone else, to have a threesome. Really he wanted a DP, just like you did with Maryann and Marty. I was never interested though."

"I'd never done that before."

"Hmm. How'd you know about Marty fucking his cousin?"

"It was his sister," I corrected. I told her about the five of us banging Marty's sister Mary and about returning afterward to find him tapping her ass.

"You all did her?"

"Yeah. We would fuck anything back in those days, and she was quite willing." Her hand was still on my cock, and even though I wasn't responding very rapidly to her caress, I was responding.

"I used to have that fantasy," Helen said.

"What fantasy?"

"Back when I discovered sex? When I'd masturbate I would always fantasize that I was taking on the football team, one right after another. I don't know how many there were, something like 50 on the team? Or at least the starters. Every time they'd line up for the snap, bending over and their tight asses right there to ogle... I was always horny as fuck after a football game and I'd imagine them all right there doing me, one right after another."

"A gangbang fantasy."

"Yeah, but

she

actually did it. I don't think I could ever

really

do such a thing." Helen moved away from my shoulder, turning her body, and took my cock into her mouth. It had been long enough since we fucked that I now slowly responded to the caresses of Helen's tongue and lips, and once hard, she rolled onto her back and urged me into position. Even though I'd hardened up, I was still too numb to cum rapidly, which was perfect for Helen. Her eyes closed, her breathing quickened, her back arched pushing her pussy back into my plunging thrusts. Once she came, I eased my motions, knowing I wasn't going to cum again just yet.

"That was nice," she said a few moments later, pivoting her hips and clinching her muscles to squeeze and feel my cock still inside her. "You didn't cum, did you?"

I shook my head no. "I'm OK. It was a little too soon and was going to take a lot more effort for me to cum this time."

Her sigh was of contentment and resignation both. "Time to go home?" I asked

"Yeah." She made no motion to get up.

"Don't your kids wonder why you're coming home so late?"

"My daughter guessed. She asked if I was going to bring you home to meet them."

"Me? She asked about me?"

"Not you by name, but she asked when I was going to bring whoever I was seeing home."

"Smart girl. What made her guess? Just coming home late?"

She giggled. "You didn't notice?"

"Notice what?" I wasn't sure what she was referring to.

"You noticed my bra when it was just plain, but I wear something nicer and you don't even comment?"

"Oh! Yes, I did. Quite nice and definitely sexier. I should have said something."

"That's what my daughter asked when she came in. "Who are you wearing that bra for, Mom?" I told her it was 'just' a bra, and I wasn't wearing it for anyone, but she called bullshit and said she knew I hadn't worn my sexy bras to work in years, but I was now, and knew it had to be for someone special."

"Smart girl. Your son doesn't suspect you're seeing anyone?"

"He's pretty oblivious. All he wants to do is go to his room or the bathroom and masturbate, but he doesn't come into my room when I'm not dressed either."

"Yeah, I was that way at that age too." With another sigh of contentment, she rose and rolled off the bed. I watched as she walked naked into the en suite toilet. I heard her do her thing, and moments later as she returned, she turned toward the living room where our clothes remained. I rose and followed, finding her bending to retrieve her panties from the floor where I'd dropped them. With her naked bottom pointed toward me, pussy barely visible between her legs and her breasts hanging free in front, me not having achieved release with her minutes before, it had been just enough longer since my last orgasm that I suddenly knew that I wasn't ready to call it quits just yet.

I stepped up to her backside, putting my hands on her naked bottom before sliding them forward to grip her hips and hold her in place as I pressed my still mostly erect cock against her bottom. I thrust upward just a bit, letting my cock slide in her ass crack. Sliding my hands up her waist I slipped them around to grip both of her breasts, feeling her nipples almost instantly again harden to my touch. "You're making it hard to get dressed," she said, her panties held in one hand but making no effort to push me away.

"I don't think you're getting dressed just yet." I relinquished her right breast, lowering my hand to her pussy, searching for her clit. A shiver ran through her body when I found it, but her hand reached back to push against my belly.

"Barry. It's late and I really need to go. My kids will be wondering."

"And I really need to fuck you one more time."

I relinquished my twiddling of her nipples, gripping her arm and sliding it backward while also gripping her arm that had come back to push me away. Pulling both arms together, I grasped them between us, turned her a bit sideways, and pushed her forward over the back of the couch, onto her chest and face, her bottom still facing me. "Barry," she protested again. Holding her wrists together with one hand I reached down with my other hand and lowered my cock to guide it into her pussy.

She wasn't as slippery as she had been earlier, but I had no problem entering her. At first, I just rested my cock head between her pussy lips, and then slowly moved in an inch at a time. Despite her verbal protests, her 'ungh' as I bottomed out inside her wasn't a protest. Unlike a few minutes earlier when she'd fucked me for

her

pleasure, this time I was fucking her for

my

pleasure: I was doing it all for me. At least I thought so. Also unlike earlier, I could tell that this time I

was

going to cum, although it wasn't going to be fast and was still going to take a little bit of time. The angle of my cock inside her, sliding with a bit of friction against the inside of her vagina, was almost perfect. But it didn't take long and she was grunting in pleasure with each bang of my body against her gorgeous ass, each thrust of my cock inside her, my crotch pounding against her bottom. I felt my orgasm growing, only to have Helen pant "Oh my God! Let me have my hand!" I felt the pressure of her right hand trying to pull away from my grip and let it go. Her arm dove between her legs, her fingers finding her clit, and just before I thrust into her for the last time, she groaned in orgasm. The friction on my cock after I'd released her arm had been perfect; now as I tried to stop my thrusting, with each withdrawal I involuntarily pounded against her bottom even harder. Two... three... finally I was able to stop moving, buried to the hilt inside my mistress, my cock throbbing and shooting my cum into her pussy again. Or was she my girlfriend? I knew that at this point, we'd been having an affair, but I think it was at that moment that I knew I wanted more.

"Oh my God," Helen whispered again, still face down on the couch with my cock still buried inside her.

"What?" I asked, panting from the exertion myself.

"That was fabulous. I love it when you take charge like that. Nobody has ever taken me from behind like that before."

"Nobody? I thought you said your husband got a backdoor present on his birthdays?"

"Just my ass. He never fucked my pussy that way. He preferred me riding him cowgirl or him doing me missionary. He was pretty unimaginative that way."

"You liked that?" I needlessly asked.

She didn't answer, instead said, "Let me up." When she stood, she turned, pulled me into her arms, and thrust her tongue into my mouth. "Yeah, I liked that. You're going to have to do me like that again," she said when she pulled away, "but for now, I need to go home to my kids."

"I know," I said as I relinquished my grip on her, and again she turned toward the toilet.

"You bastard! I already cleaned up once."

"That's why you have panties, so you don't go home dribbling cum."

"Oh yeah, and then I'd have to explain

that

to my daughter. She does most of the laundry." She stepped out of sight and I reached down for her bra. As she'd mentioned and I'd noticed earlier it wasn't a padded, hide-my-nipples one like she'd normally had at work. A thinner lace front, I'd been able to see when her nipples had perked up earlier in the day, which I'd previously seldom seen at work. I hadn't commented at that time, but I had noticed, and it hadn't remained on long when we got to my place.

"It is a sexier bra," I said as she stepped back up to me. "I like it."

"I thought you would," she answered, reaching again for her panties and slipping them on first.

"I like seeing your nipples when they perk up."

"I know you do, but I can't dress like that

all

the time."

"So you think someone might notice?" I teased.

"My daughter did immediately. Like I said, she came in while I was getting dressed and said that was a really sexy bra and wanted to know if I was wearing it for my boyfriend."

"Well, were you?" I laughed. "Smart girl. Just like her mom."

"Shut up and give me my bra."

"Uh-uh," I said shaking my head and stepping closer.

"Barry!" she said in a tone that said "no", but didn't put up any resistance when I reached behind her back with one hand and held her in place as I bent to suck a nipple. "Barry..." she repeated, this time her voice reluctantly pleading with me, "I really need to go."

"I know," I said, pulling back from her nipple. "Turn around." She looked at me and didn't move, but when I bobbed my head in a 'go ahead' motion, she did. I reached around her, holding her bra while she slipped her arms through. Once I fitted her boobs to the cups, I filled my hands with them momentarily. When she started to reach behind herself to hook the strap, I said "No let me," and she quit her squirming. "My God you've got great tits!" I said, my fingers caressing her easily discernable nipples before sliding my hands back along the side of the bra until I could hook the clasp. I watched as she slipped her blouse and skirt back on, and then followed her to the door. She turned at the door and gave me a quick goodbye peck, rapidly pulling away when I tried to turn it into a real kiss. "Go put that thing away," she said, reaching down and filling her hand with my now almost completely flaccid cock, "Before you entice some girl into staying and playing again." I grinned and when I reached for her, she rapidly stepped away.

~~~

"Where are we headed?" Helen asked when we pulled onto the freeway. "This isn't the way to your place."

"Nope. We're going to Miss Kitty's. It's a Lingerie and Party Clothes store."

"Oh? Are you in need of some new lingerie?" She giggled.

"No, but I told you, we're going to a party on Saturday and we need to dress you appropriately."

"Hmm. Did you

ask

me to go to a party with you?"

"No, can't say as I

asked

," I said, knowing perfectly well I hadn't given her the option of saying no.

"Kind of presumptuous of you, isn't it?"

"Yes, it is. By the way, did I tell you we're going to a party on Saturday?"

"And if I say no?"

"Like I told you before, you won't."

~

"Barry! Good to see you again," Kitty said, stepping closer and sliding an arm around me in a hug. "And who is this gorgeous creature?" she asked, changing her gaze to Helen.

"This is my girlfriend, Helen," I answered and then proceeded to introduce Helen to Kitty.

"What can we do for you this time?"

"Similar to last time. We'll need a choker and she'll want some new bras and panties."

"Ok, we can do that," Kitty answered, leading us to the stairs and the upper floor. "What was her name last time... Maryann? Wasn't she your girlfriend?" Kitty discretely asked when we were just slightly ahead of Helen.

"Oh no," I answered, much louder, so that Helen could hear. "Maryann is just our slut, she'll be there too." In saying it that way Kitty became aware that not only was Maryann my slut, but Helen's also, and that I was planning on the three of us attending the party. When she had a chance, Kitty looked over at me with a wry smile saying she understood completely.

"So, what are we looking at for a choker-necklace? Something like Maryann got..."

"Exactly. Actually, we want two. I need another one for Maryann that says "Owned" and a matching one for Helen that says "Owner," and the one for Maryann needs a hook and we'll need a leash."

"No longer than you've had that one, if you'd like I can change the lettering on that..."

"Oh no. She needs that -- that's her everyday "slut" collar that she wears at work."

"So, you want some lingerie too?" she asked a while later, collars procured.

"No, Barry..." Helen began to protest but I brushed her protests aside.

"I'm wanting one of those white mesh bras and a matching thong panty for the party, and something to wear over those for going to and from, and then some sexier everyday bras. Almost everything she has hides her nipples and she does have exquisite nipples.

"Barry, I can't wear something like that at work," Helen protested.

"You can, but you won't. I understand I'm not asking you to, but other times when we're together you can."

"Ok, let's see what you've got," Kitty said when we were in the right area. When Helen didn't move she repeated, "Take your shirt and bra off, we'll get these fitted right." Helen immediately looked around, realizing that the area was mostly semi-private, and at my urging reluctantly pulled her shirt off. When Kitty again told her "bra too" she again bashfully looked around before she pulled her bra off, covering her breasts with her arm when she did.

"Oh wow," Kitty said, reaching up and pulling Helen's arm away from her breasts. "Gorgeous girls! No wonder Barry wants you to show them off more." Taking out a tape measure, she measured Helen's bust. "We can go with a 34 C or a 36 B. There's enough play in the measurement that either will work. I think for the mesh bra the 36 will work better." Turning she found what she was looking for. Opening the package, Kitty folded the bra open and held it out for Helen who only then realized the mesh gave absolutely no coverage of her breasts.

"This one's really nice in that it's a fine mesh but, if you'd rather, we have a larger mesh that will allow your nipples to poke through," Kitty said, her hand reaching over and hefting Helen's left breast, her thumb lightly stroking her nipple before pulling away. The touch was totally unneeded, but Helen's nipple responded, perking up behind the mesh.

"I'm not sure I'm even up for this," Helen said, looking into the full-length mirror on the wall, and then reaching up and gently lifting her right breast similar to how Kitty had her left, "but this bra

is

really comfortable. What would I wear it with?"

"Oh honey, you can wear it just like any bra but this is supposed to be worn by itself. Just like a bikini but you're showing off the goods."

"I think we want to try the larger mesh also," Barry said, spinning Helen around and unhooking the bra.

"Oh, I definitely agree," Kitty said, "But for that one I think we want the 34 to hold your tits a little firmer." Turning back to the shelf and moments later turning back, she held out a quite similar bra, but with a much larger mesh. Taking the bra, Helen glanced at Barry as she slipped it over her arms and boobs. Her one nipple, still slightly swollen, immediately popped through the mesh. The other one, not quite as erect, didn't immediately pop through. Kitty once again reached up, and a gentle thumb swipe across her nipple was all it took to erect and pop through.

"Oh, now that's sexy!" Kitty said with a smile, glancing over to Barry.

"I agree, I like it," I said, with a nod, reaching up and cupping a tit with one hand, my thumb and first finger closing on her projecting nipple, "and I think Maryann will too. How about a matching thong?" I said to Kitty. Helen pushed my hand away.

"Right here," Kitty answered, stepping over and picking up another package, checking the size, and then putting it back to select another. Satisfied, she turned to hand it to Helen. "Here you go. Drop your skirt and put it on. They're both so comfy you'll want to wear them home."

Helen didn't drop her skirt, but took the panty when handed to her, and then reached up under her skirt and slipped her panties off. Stepping into the new mesh one, she shinnied them up her legs.

"Come on, Honey," Kitty urged, "take your skirt off so we can see."

Looking at me, her eyes wide, I just nodded at her to go ahead. "Go ahead, Baby, slip it off." Looking aside so she wasn't looking directly at Kitty or me, Helen slipped the catch and zipper and stepped out of her skirt.

"Oh Honey!" Kitty said after she'd stepped out of her skirt, now virtually nude in the store with her see-through panty and bra, "You have a bush! You need to shave that. Look here," she said, reaching over and stroking the crease of Helen's leg and pussy, "you've got hair spilling out." Her fingers stroked a few pubic hairs outside the thong, and then moved to the other side emphasizing those other stray hairs. "At the very least, trim it down, but you'd look really hot with just a landing strip or even bald. Personally, I think a landing strip is a bit sexier but either way, you'll be absolutely

fucking hot

wearing this."