Time for a Plan

The music was pounding as she drove herself to ever increasing exertion. Her heart was racing and she could feel the rivulets of perspiration running between her breasts. Her breathing was labored and her focus was shifted now toward fulfillment. She was alive and every cell in her body was connected in anticipation of the next few moments. She was almost there. Rising inside her she could feel her orgasm almost starting. Suddenly the music stopped as she and the other women let out a loud exclamation as they collapsed onto their stationary cycles. As she lay upon her bike gasping for air she felt herself coming back into the present recovering from her fantasy. The spin class was over.

"Jill, Are you OK? Jill?"

She turned her head to the left and smiled at her best friend Susan. And then nodded. After a few moments she slipped off of the bike and they both head toward the locker room.

10 minutes later they were alone in the steam room laying on their backs naked upon the thick Egyptian Cotton towels. The smell of the eucalyptus oil was strong and the heat from the steam was relaxing her lean muscles. Her exposed firm breasts rising with each breath, her nipples were still hard, she had almost climaxed but not completely there.

"OK Jill, what the hell was that about?"

Jill looked at Susan as if in a fog. "What?"

"Out there on the bike. I've never seen you like that. My god girl, I thought you were having an orgasm. Right in the middle of the room. You were gasping for breath and starting to moan as if you were getting fucked hard."

Jill blushed brightly. "Oh my god. Did anyone else notice?"

Susan smiled back at her, knowing how modest Jill was. "No, we were all screaming our heads off from the exertion, but you were is a much more primal place. What's going on?"

"I'm just having a hard time right now. John's ignoring me, my daughter is acting out, and I'm so ..."

"So what?"

Jill blushed again. "Horny!" Jill exclaimed. "John has hardly touched me in 6 months. All he wants to do work or play golf and poker with the guys. He's on road trips 50% of the time. And when he gets home he is too tired to make love. But he certainly can find the energy to hang with the guys. Even when I can get him interested it's over in 5 minutes and then he rolls over and goes to sleep or bolts out of the house to hit the course. Leaving me to try and satisfy myself. He knows that never works for me. I need him in me to climax."

"Out there was the first time I ever came close to getting off without him. Oh dammit, just dammit! Fuck him!"

Susan sighed "You think he's having an affair?"

"Bet on it! You've seen his secretary. Short skirts and tight blouses. That's really why he's not interested." Jill sobbed. "I'd divorce him but my daughter needs a stable home. I couldn't do that to her. I know how bad it is, my parents divorced when I was just her age. I just don't know what to do - it's driving me crazy!"

"Jill you need to have an affair, find yourself somebody you can have great sex with but no concern for any long term commitments. A younger guy who has endurance and a great libido."

"WHAT! I can't do that. Besides he's the only guy I have ever been with. Anyways, who would want to have sex with me, I'm almost 37. I wouldn't even know how to begin looking for a guy like that."

"Honey, I did it and so can you. Oh don't be so shocked! There is nothing like fucking a 20 year old rock hard cock that never seems to go limp. Come on let's get showered and go to lunch. I'll tell you all about it and I think we can put a plan together for you."

A few days later Jill was ready to go for it. Last night was like countless others; Slam, Bam, Thank you Mam! It hadn't taken him 5 minutes to shoot his wad and roll over and go to sleep. This time she actually felt used. Now she was going to go out and find some young guy to "Fuck her brains out" because she was intent on getting complete satisfaction and letting go of all of her inhibitions.

Her husband was out of town for the week and her daughter was off college recruiting trip.

She'd call Susan and tell her what that she was was going to go to the beach today and do a little trolling.

When she told Susan what she was thinking Susan invited herself along to give her moral support and to stiffen her back bone.

Instead of going into her closet Jill went to her daughter's room. She found a small white string bikini and white sundress with a plunging neckline. She had enviously watched all of the local boys and the neighborhood fathers lust after her daughter as she strutted herself around the community pool. Jill wondered if she could do that, if she didn't chicken out.

Susan picked her up promptly at 10:00. Susan was also wearing a short revealing sundress, apparently without a bra on. Her nipples were poking out hard against the thin dress. From the side, when she leaned forward, Jill could see her brown nipples.

Jill thought to herself "Can I be that slutty?"

Susan saw her look and smiled. Then she said "Honey, we are not looking for relationships today. We're looking for hard sex. I'm just putting the bait on the line until I catch a big one?"

Susan looked Jill over and complemented her. "You're looking pretty hot yourself. Your daughter is a complete tease. Every time she climbs out of that pool with the water clinging to her tits you can almost hear the blood roaring into all of the guys cocks! And she knows what she's doing to them. I've watched her move around."

"But Jill, sweetie, you are even hotter! You are going to find a man in no time at all!"

Jill blushed and felt herself start to become aroused with the thought of a man's rigid cock pushing in and out of her pussy. As they went to leave Jill reached for a cover-up when Susan grabbed it away from her. "Not today Jill. Today you are center stage and every man that sees you is going to want to fuck you! OK?"

Jill blushed again but reached for the cover-up and replaced it in the closet. "OK, then let's do this!"

As they got in Susan's Porsche Jill noticed for the first time that Susan wasn't wearing any panties. Jill gasped Susan "Where's your panties?"

Susan laughed "Didn't bring any. Wouldn't want them to get in the way. I plan to fuck the first good looking stud that looks my way today, and several more tonight."

They drove for an hour towards the beach and Susan pulled into a fancy restaurant along the cliff. As they got out of the car the valets got an eyeful. Susan gave them a good show of her naked pussy and they couldn't help staring at Jill's large beasts on prominent display.

The young hostess showed them to a table by the windows overlooking the beach below. Her outfit was also very revealing. She was obviously not wearing a bra or panties under her long backless dress. Her firm beasts jiggled slightly as she walked. She was just as proud of her body and ass willing to show it off as Jill daughter was. Jill was chagrined at how much the world had changed from when she was their age. She had practically dressed like her mom back then, covered from her neck to her ankles most of the time.

Once they sat down Jill noticed some of the women glowering at them and almost all of the men leering.

Susan convinced Jill to have a couple of glasses of white wine and suggested she smile and flirt more with the waiter and the bus boys. Jill loosened up and started to enjoy the moment. She was feeling very sexy and appreciated. They were getting first class treatment by the staff, probably because they were staring down her and Susan's dresses but she enjoyed it.

Susan excused herself and went to the ladies room. As she passed the tall overly attentive young waiter she said "Come with me please." And then just before taking him into the ladies room she told the equally handsome younger busboy to "Keep my friend entertained for the next 15 minutes."

As soon as the door swung shut Susan pulled her skirt up above her waist and the top down below her breasts and positioned herself against the vanity. "I'll let you fuck me in trade for the lunch!" His eyes almost exploded as he stared at her sexy body. His pants were bulging as she looked down at his crotch. He stepped forward and began playing with her tits. She smiled as she slid her hand down and unbuttoned his pants. Pushing his pants and underwear down she took his cock in her hands and began stroking it firmly. As it jumped to full erection she said "We have to hurry. I don't want my friend to figure out what we're doing and tell my husband. He wouldn't understand how much you turned me on. Now quick fill my pussy with that sweet dick!"

She groaned as he entered her and began pounding away. She was pinned against the mirror, his hands were squeezing her tits or grabbing her ass as if he couldn't make up his mind what to hold. Then he gripped her legs and lifted her heels up to his shoulders. This was incredible, she was literally pinned to the wall and he was going crazy on her pussy. She could feel the head of his cock sliding back and forth in side her. His dick was bringing her to a huge orgasm.

"Faster, Faster, Harder, Oh God YES HARDER. Cum in me before she comes in the door! She'll tell my husband." They came at the same time. Her body shaking uncontrollable, her pussy tightly squeezing his throbbing dick. Then she could feel his hot cum filling her vagina as he continued to cum inside her. Finally he was spent and slipped his dick out of her. She stayed there for a minute as his and her cum began to flow out of her and onto the counter.

He had dropped to his knees and was gasping for air trying to recover. She delicately lifted herself off of the counter and began wiping the cum from between her legs.

She pulled her dress back up and pushed the skirt down. With a few quick strokes of her hair brush she was ready to go. She leaned over and kissed him on the forehead. "Thanks for lunch Lover. I really liked the desert!"

She walked confidently down the hall to get Jill and back on the road. She laughed thinking "That's was a first. Even for me." Susan knew she had just crossed some barrier and it was good. She went quickly into the restaurant to see how Jill had faired. Maybe she was about to as well!