I don't consider myself bi-sexual, and I've never thought about being with a woman before, but the passion and intensity of the kiss was turning me on. I started kissing her back, sending my tongue into her mouth, though I was still unsure of what to do with my hands, enjoying her grip on my one wrist and leaving my other hand at my side.
After a few minutes of kissing, as Carol could tell I was getting more and more into it, she took hand and moved it until the tissue was against her crotch. I realized what she wanted me to do. I wiped the Kleenex from the top of her slit to the back, trying to get all the pee. There was a lot of wetness, only some of it urine I'm sure. I dropped the Kleenex and started to move my hand away, but Carol stopped me.
"Touch me," she breathed into my mouth, momentarily breaking our kiss before locking lips again. I began to rub up and down her pussy, felling the coarse carrot red pubes against my fingers, the wetness and heat coming from her slit. I could tell I was getting just was wet, and my nipples were almost painfully tight and stiff. I dipped my middle finger inside her. She was incredibly wet, warm and smooth inside. I felt her pussy twitch like it was trying to grab onto my finger. I withdrew my finger from her, and she let out a small moan of frustration which quickly turned to one of pleasure as I found her clit and began to make little circles on and around it.
We stood there, kissing while I masturbated her for what seemed like forever. I began moving my finger faster and faster and her moans became louder. She broke off our kiss and rested her head on my shoulder, shuddering then stiffening up as I felt her pussy spasm under my hand. She let out a sigh and moved my hand off her crotch, then looked at me with a mischievous grin.
"You're turn!" She said and spun me around so my back was against the tree. I started to protest, but stopped as she began kissing my neck and rubbing my breasts through my shirt and sports bra. What the hell was I doing? Letting this girl almost half my age do these things to me! And I had just masturbated her!
My train of though was broken as I felt Carol undo the button of my jeans and slide the zipper down. "No," I moaned softly but she silenced my with another kiss. She slid a hand down into my jeans, overtop of my panties. With her fingers pressing the fabric into me I could feel how damp they had gotten. She rubbed my like that for a minute while kissing me. It felt incredible.
Then she broke the kiss and squatted down in front of me, her pants still around her ankles. Looking up at me with a huge grin she pulled my jeans down until they were around my ankles, pulling my butt away from the tree so she could slide them down my hips. Then Carol leaned forward and placed a kiss on my panties. "I hope you taste as good as you smell," she said and yanked my panties down to join my jeans.
"So smooth," she said as she ran her fingers down my pussy lips, sending shivers all through my body. I waxed every other Friday, so I had just done it the day before. Then all thought left my head as her fingers spread my lips and her tongue dipped between them. The effect of her tongue on my clit was an electric shock, even more so than when my husband went down on me. Carol's tongue worked on me while she slowly slid first one, then two fingers inside me. I was so wet that the slid in with no resistance at all. She curled her fingers to rub against the roof of my pussy, which combined with her tongue made me gasp and moan.
I grabbed the back of Carol's head, and pushed her harder against my crotch. It's not that my husband was bad at oral sex, he was fantastic, but the fact that it was a girl doing this to me, and in the middle of the woods no less, had me more turned on the I had been in years. I was getting close to orgasm when she removed her fingers from inside me, causing me to to moan in disappointment. Then she did something I was not expecting. She took her now very wet fingers, and began pressing them against my asshole.
I had done anal before, back when I was exploring all sorts of sex in university, but these days I don't like it much, and these days it usually only happens if I've been drinking and my husband is particularly persuasive. The lubrication from my pussy on Carol's fingers helped them slide in though there was still resistance and pain, but the distraction of her sucking on my clit like a vacuum kept me from protesting. At first she just left them in my ass, allowing me to get used to the full feeling, almost like I was trying to poop, while she focused on my clit. I almost pulled her hand away, but I didn't want her mouth to stop.
After half a minute, she began fucking my ass, first slowly then harder. It still hurt a bit, but the combined sensation of her mouth and the fullness and mild pain in my ass was pushing me to the edge. "Don't, don't stop! I'm so close," I told Carol in a breathless moan. It was then that she took her other hand, which until now had been gripping my thigh and slide her forefinger and index finger into my pussy. I could feel the fingers in my pussy and ass rubbing against each other through the thin wall that separated them as she fucked me with one hand going out while the other went in.
It felt both like we were like that forever, and like a tenth of a second passed, when both my pussy and ass grabbed onto her fingers hard enough that some distant part of my mind was worried that they might break. I didn't care though. I was hit with one of the most intense orgasms of, if not my life, at very least the last few years. I shuddered and my breath caught in my throat. I tried to moan, but I couldn't breathe in or out for a few seconds. Carol kept working away, but suddenly I was so sensitive that her mouth and fingers were too much and I pushed her away. I am defiantly not multi-orgasmic, and I need time to recover.
Carol sat back and looked up at me, my cum on her face, pants still around her ankles, and said, "You're right. I should definitely be ready for Cougars in these woods."