Helen's Birthday Fun

Helen and Jim had just spent two lovely hours at the adult's only resort's very exclusive restaurant. They were here for Helen's birthday, having sent their little ones to family for a few days. After cocktails and hors d'oeuvres, they both tucked into steaks that were so perfectly cooked, the wait staff only had to provide butter knives. Desert was a wonderful French pastry stuffed with fruit and drizzled with caramel.

The service was wonderful, the food fabulous, but the company was better than both put together. Rarely did they get to have adult conversation without the kids constantly interrupting with questions and child sized problems. They chatted and laughed the whole time, reconnecting again as their emotional batteries began to recharge after many busy weeks.

Jim was looking very relaxed in a flowery shirt and shorts (it was way too hot to dress in fancy restaurant attire) that showed off a week's worth of tan he'd gotten relaxing on the beach with Helen. Being reasonably fit for a 40 something year old, Helen couldn't help but admire her catch.

"That man drives me to distraction!" Helen thought to herself as she headed back to her hotel room, arm in arm with Jim. "Twelve years of marriage and he still turns me on without even knowing it! I really can't believe how lucky I am. He's perfect for me."

"I know, I'm going to show him how much I appreciate his birthday gift with a little bit of naughtiness!" she thought to herself. "Let's see how far he'll go."

"Jim love, I think we should take a stroll outside. It is quite hot in here!" she said "I could use a bit of fresh air."

"Sure! The grounds here a amazing." he said looking down at her.

Helen had on a simple but elegant white lace trimmed sun dress. Buttoning up the front, it had tropical flowers embroidered across the thin light fabric of its scooped bodice. It was long enough to be decent, but short enough to be wonderfully cool in the hot night air.

"You really are beautiful tonight," he said "I am one of the luckiest guys alive!"

"Well mister, you'll get really lucky if you play your cards right!" she said undoing the top few buttons of her dress with a wicked little grin.

Jim took a minute to admire the growing swell of Helen's breasts as she undid buttons, creating a very low neckline. His eyes widened in surprise as one last button caused the structure of her dress to collapse slightly, allowing it to sag low enough that her breasts were nearly spilling out!

Jim could just see Helen's pink areolas and nipples showing from behind the lacy edge of her dress. Helens nipples grew hard and pointy in part because of the slightly cooler air, but mostly because of the hungry light in Jim's eyes.

"Like what you see?" Helen asked teasingly, standing in the walkway tugging gently at her nipples.

"I love what I see!" he whispered throatily. "I think I need to taste those right now!"

Jim bent over and opened his mouth, and Helen obligingly cupped her breasts and lifted them out of her top so that he could reach them. Jim's lips closed around one pink nub and sucked hard.

Helen moaned as the warm contact sent shivers down her spine. She pressed her chest against his lips, rubbing the nipple of her other breast against his cheek. She felt his tongue begin to flick rapidly across her nub, causing more ripples through her body.

"Have to stop now, or I'll never make it!" she thought as she felt herself getting flushed from all the attention, and started to lose control.

She pulled away from Jim, and her nipple pulled from his mouth with a small popping noise.

"Ah ah ah!" she said breathily, threading her arm through his, "You're too quick mister! Let's enjoy the walk first!"

For the next little while, they walked through the darkening light of the lush resort gardens arm in arm. Helen made no move to fix her dress buttons, and she received more than one admiring look from passers by as her naked breasts were hanging out on display.

Jim for his part was sporting a rather large bulge in his shorts, his cock starting to grow stiff at Helen's brazen display of her tits. Reaching down, Helen gave it a loving rub with her hand.

"Is that for me?" she asked.

"Well, you definitely caused it, so it must be for you. It seems to recognize you right away!" Jim said with a grin.

"Well then, I guess I should say hi," she said, and unzipped the front of his shorts.

Helen reached into his pants and pulled Jim's stiffening rod out into the night air. She stroked it a few times, marveling at its warmth and thickness. While not quite rock hard, it was still heavy in her hand. She let his penis drop our of her hand, and neglected to put it back into his pants.

"That's better," she said pulling him along again down the maze like pathways, Jim's staff joining Helen's breasts on brazen display, "It was way too hot in those shorts for him."

The resort's tropical gardens had something for everyone. The dense green foliage was a mix of tall trees, low laying ferns and flowering plants arranged in such a way as to create meandering paths, broken up by the occasional bench or burbling water fountain. Closer to the resort itself, the water fountains gave way to small pools of water, that were actually cleverly disguised Jacuzzis.

Many couples were taking advantage of the cooling night air and were submerged to their chins for a quiet soak with their significant others. The delicate and discreet lighting in the surrounding foliage created little oases of light and water along the path giving each the feeling of privacy and seclusion.

As they walked past the water features with their relaxing patrons, Helen would occasionally pull up with Jim to engage in small talk with the tub's occupants.

"Beautiful evening isn't it? she said to one couple who were sitting side by side, their legs entwined as they stretched to the middle of the hot tub. "How's the water?"

The pair looked up at them, and their eyes widened as they took in the new arrivals.Helen bent over at the waist to test the water with her fingertips, causing her breasts to dangle freely in the air. She pulled up a bit and put her hands on her knees, supporting herself. By the smile on his face, the man was clearly enjoying the view of Helen's creamy globes giggling free of her dress.

"Quite lovely really!" said the woman not missing a beat and caressing her friend's neck with her hand, "the water is perfect, and the company is wonderful!."

"It does feel delicious," Helen replied, "My husband and I can't wait to try one!"

Helen reached over with her hand and pulled Jim close. Because of her bent position, Jim's semi-hard cock was only a few inches away from Helen's cheek. Helen watched the other woman closely as it became apparent she had now noticed Jim's nakedness as well, and couldn't help but look.

Jim was watching the whole byplay with great interest. The woman in the Jacuzzi was now staring right at his cock, and he couldn't help but become aroused by it, as he knew Helen had planned all along! He loved it when Helen got naughty like this, and he was always willing to go along with her crazy schemes.

The thought of Helen's breasts being ogled by another man was also making him aroused. He knew Helen was extremely sexy, and liked it when other men noticed.

"Well, I can tell by looking that you're going to have a wonderful time!" said the woman in the pool with a wink as she watched Jim's cock grow. Fully hard now, the puckered foreskin of Jims' member was pulled away from the end, showing a bright pink tip.

Helen looked innocently over at Jim, pretending to notice his cock inches away from her face for the first time.

"Oh goodness Jim!" she said in mock despair, "Your lovely cock is hanging out of your pants again! What am I going to do with you?"

"I guess you'll have to do something about it!" he said with a shrug and a grin.

"I guess I will!" and she grabbed his shaft in her hand and promptly put the tip in her mouth!

Helen ran her tongue over the mushroom tip of Jim's shaft, tasting him for the first time that night. She gave him a few strokes, and was rewarded by the taste of his pre-cum on her tongue.

"Oh my this is so delicious!" she exclaimed.

"But wait," she said considering "I'm not being very polite. I think someone else should have a taste!"

And with that, she pulled Jim around the edge of the pool by his pole and stopped right in front of the woman. Grabbing the woman's hand, she pulled her up so she was standing in the pool, and her face in line with Jim's now dripping member.

"I don't mind if I do!" said their new friend and she attacked Jim's cock with gusto, sucking it hard and stroking it rapidly.

Jim was in heaven! While not nearly as good as Helen, this woman was really good with her lips! The hot wet of her mouth was driving him wild as she bobbed up and down. He watched Helen go over to the man who was now standing, and reach into his bathing suit to pull out his stiffening toy.

"We can't let her have all the fun can we?" she said with a smile, "I'll help you get into it."

Helen grasped the stranger's long thin cock and stroked it till it was hard. It wasn't as thick as Jim's (which to Helen, was always more important than length), but it was still quite nice. As Helen leaned over, her tits swung in the air, and the man took advantage of their proximity to twist her nipples gently.

When he was suitably hard, Helen reached over to the woman and grabbed the ties to her bikini and pulled. As she hopped, the knots undid easily, and the bikini fell unhindered into the bubbling water, revealing a beautiful ass and puffy pink lips nestled between long shapely legs. Helen slid her fingers down the woman's spine and buttocks, and reached between her thighs.

The woman groaned audibly as Helen's fingers probed the woman's pussy, testing to see if she was ready. Helen could feel her swollen lips, and the slick sensation of her juices as her fingers wiggled between her folds. Helen's own slit became wet as the woman moaned yet again from around the cock that filled her mouth.

"Oh my!" Helen exclaimed to the man who's cock she was stroking, " She is so ready to be fucked right now!"

Helen pulled hard on the cock in her hand, forcing the man to follow. She spread the woman's lips with one hand as she pointed the man's steel hard rod at her hole. She pressed the head against the woman's flushed skin and rubbed it the length of her slit, coating the tip in her juices. Helen gave a hard push on the man's ass, and his cock slid smoothly into the woman's pussy, spreading her lips as it went.

"Oh My GOD!" the woman cried in ecstasy, Jim's glistening member falling from her mouth.

Helen watched a few moments as the man started into a fast plunging rhythm, taking the woman hard from behind. She could see his shaft plunging deep into her, and return a second later wet and dripping.

"Come along love," she said taking Jim by the hand and leading him away, "Let's leave these two to have their fun."

The walked hand in hand again, meandering down the path, and within a bend or two the sounds of the hot tub passion faded out.

"Wow!" said Jim, his cock bobbing up and down proudly in front of him as he walked, "That was awesome! Did you enjoy that?"

"Oh yes!" said Helen grinning, "I do so love it when you're being taken care of. But I've got a slight chill now, I think we should find out own hot tub."

"That sounds like fun," he said, "Let's head back and get our suits!"

"It is too far for that." Helen decided. "Let's just find one that is out of the way a bit and go skinny dipping!"

"I'm ok with that if you are," replied Jim smiling, "My dick has been seen by a dozen people already tonight anyway."

A few minutes of searching later, they found an ideal spot. The pool they had picked was off the main path by a turn or two, so it wasn't likely to get too much traffic. It was next to the patio door of one of the first floor rooms. While the curtains were partially open, the room inside was pitch black, so they assumed the room was empty or the occupants had already gone to bed.

"Me first," Helen whispered, keeping her voice down in case there was someone in the room, and stepped to the edge of the pool.

Facing Jim, with her back to the lit water, Helen undid the last of the buttons on the dress, and let it slide slowly down her body. Jim watched with rapt attention as Helen's beautiful figure was slowly revealed. Her long neck that he loved to kiss was followed by her perfect breasts. Full from child bearing, they were still pert without a bit of sag to them. Her pink nipples were pointing out straight as they had been all night, and he longed to suck on them.

The dress fell past her tight runner's stomach, and caught on her curvy hips. A tiny wiggle from Helen, and the dress fell the rest of the way to the ground. Jim caught his breath as he admired her form, and was even more turned on as Helen had shaved all of her pubic hair!

He stared at her perfect body with hunger, and he could see the shape of her slit as it was backlit by the water of the pool.

"You really are beautiful you know," he whispered.

Helen stepped back into the Jacuzzi onto the first ledge and waited for Jim. Her senses were in overdrive as she stood completely naked in the night. The quiet burble of the hot tub water, created an island of sound, droning out much of the ambient sound of the night insects buzzing about, and the scurry of little animals going about their business..

The water itself was just hot enough so as to not be shocking when you stepped into it. The bubbles created by water jets caressed her legs, tingling against her skin. The cool breeze was giving her goose pimples, and she was glad for the hot water she was standing in.

"C'mon love," she said huskily, "I want to see you naked."

Jim didn't hesitate, and he tossed aside the flowery shirt. His shorts soon followed as he kicked them aside, standing at the edge of the pool with only his wedding ring on. His cock was completely hard now with arousal as he looked down at the love of his life waiting for him in the tub.

Helen reached with her hand and curled her fingers around his shaft. Stroking the length of it, she could feel his heartbeat as it throbbed beneath her fingers.

"Would you like me to suck on this baby?" she asked flicking the hole in its tip with her tongue, resting her lips against it.

"Please... It has been hard for so long, it is starting to ache." he said spreading his feet so she could reach him better.

Helen responded by cupping his balls in her free hand, his hair tickling her skin. She juggled them gently in her fingers before giving them a little tug. Her lips parted and she slowly allowed him in, brushing the length of his shaft as far as she could take him in. She swirled her tongue around his shaft as she pulled back leaving glistening skin behind.

As she continued to lick and nibble the mushroom tip, she was rewarded by glistening beads of pre-cum landing on her lips. Helen's body was awash with heat as her own passion mounted. She loved sucking his cock as she knew he truly enjoyed it. Knowing how much it was affecting him was making her own arousal rise, and she could feel her own core getting hot and wet.

Stroking with her hand as she moved her mouth up and down, she could hear Jim sighing in pleasure. She continued to play with his balls and suck him as she looked up to his face. Jim's eyes were closed in pleasure, and his head was tilted back as he focused on the pleasure she was giving him. She felt another rush of heat through her body.

"Jim love, I want you to lick me," she said whispered and pulled him down into the tub with her.

On the same level again, Helen reached up and kissed Jim passionately. Her lips touching his, their tongues touching and then entwining, she could taste the strawberries he had for dessert. She pressed up against him as she ran her fingers through his hair. The tips of her nipples brushed against his hairy chest, and sent shivers up her spine. She could feel the hot presence of his rod pressed against her belly. With the strength of her arms, she pulled herself up and wrapped her legs around him, holding on tight.

Jim nearly came as he felt Helen's hot flesh press against him. His shaft was underneath her now, rubbing against her lips as they continued to kiss. Wanting to save himself for a bit later, he stepped down into the bottom of the pool and turned around to set Helen down on the edge.

Helen felt the cool tile of the pool edge beneath her as Jim sat her down. Wanting more than anything for Jim to help put out the fire growing inside her, she leaned back and spread her legs wide, setting her feet on the pool side. Helen felt the breeze on her hot lips as her position caused them to separate, her slit slowly opening as they became more flushed.

She could see her reflection in the patio window clearly, as the lighting from the pool was giving off more than enough light against the dark background of the room behind it.

"So this is what Jim sees when he eats my pussy," she thought to herself as she looked at her reflection. "Wait a minute, did that curtain just move?"

Helen focused her eyes on what was behind the glass, but lost all train of thought as her body gave a huge shiver. Jim's tongue had arrived and flicked at her clit teasingly, causing her to forget everything else. She felt his tongue slide up and down her outer lips, running over the smooth texture of her freshly shaved skin, sending tingles throughout her lower body. The clever tongue eventually explored deeper, and she felt it sliding over the wrinkled skin of her inner folds, to the center of her womanhood.

Jim loved how Helen tasted, and this time was no exception. He licked her skin with abandon as she started to writhe on the deck edge. He used his tongue to probe between her folds going up one side and down the other, taking in her scent as her body reacted. Ever so gently using his teeth, he caught her skin between them, nibbling and exciting her. Her mons was rubbing against his nose as she tried to make more contact with him to increase her pleasure.

Finally, he slid his tongue right up the middle of her center, until he reached her steaming hole. He plunged his tongue into her, eliciting a cry from Helen as her hips bucked in the throes of her first orgasm of the night. He could taste the change in her juices as she came, the texture becoming slightly thicker and more well.. Helen.

Helen's body began to calm as the ripples of her orgasm faded, leaving her fulfilled and tingly. She felt Jim begin his assault on her senses anew, knowing he was going to try and make her cum again, and loved him more for it.

"There it is again!" she thought in a daze looking at the large patio window. "I'm certain this time the curtain moved."

For the next moment or two, Helen tried to tune out Jim's talented care, and watched closely to see if the movement would repeat itself. As Helen's eyes adjusted to the dark of the room behind the glass, she began to make out contours that weren't there when they had first arrived. The curtains were opened wider, and there was a shadow just a bit further back into the room. She saw a brief flash of light, as if light was reflecting off of something and a very faint glow. and Helen realized what it was.

"Someone is in there filming us!" she thought with sudden understanding, guessing that the glow and reflection was from someone's phone pointed at them.

Helen's arousal kicked up a notch as she imagined the stranger watching them have sex, watching her have her pussy eaten right in front of him.

"Well, if that's the case, then we'll really have to give them a show!" she thought.