Bear Women - Mistress Caroline

This is a series of stories about the women of a company that uses a paw print as its logo. I make no representation as to the truth of these stories or who they may or may not represent.

*

I first met Caroline's husband Ed working in the supply department. He was sort of a quiet guy, about 5' 6" or so, and seemed to work hard at his job. I knew his wife worked for the company as well, but it was a few months after I started at the company before I met her. When I did, it was interesting in light of future events that I took very little notice of her.

She was about 35 and about 5' 6" as well, with short red hair and a full figure tending towards the look expected for a mother of two settled into housewife and motherhood. She was very pleasant and engaging. She did wear outfits that showed her full breasts more than some would expect in a business environment, but that seemed to be part of the company culture so it was not really unusual.

I began to run into her more often when I was assigned as her "supply guy," as her husband should not be pulling her stock out of supply to ensure integrity. When I ran supplies to her, she was always friendly and took time to talk to me and found out what was going on my side of things. As I got to know her better, I did start to find her mildly arousing, and many of her comments seemed to leave themselves open to more than one meaning. I was becoming well aware that some of the women in the company were very available, but Caroline was married to a co-worker so I figured she was off limits.

The revision to how I thought about her came when she told me she would be out next week to attend a trade show in Las Vegas. I asked her if she was a gambler, and she said no, she would rather go to the shows. She was very excited about this new show by Cirque du Soleil called Zumanity. Apparently it was a very adult show with at least partial nudity and simulated sex acts. The real shock came when she said she was excited to go because one of her vendors was taking her to the show. So she was going to Las Vegas to see a very hot adult show with some other guy while her husband stayed home to work and watch the kids. What kind of marriage did these folks have?

After she came back, I had a delivery to her office and asked if she liked the show. Her eyes lit up as she told me.

"It was amazing," she said, motioning me to sit down. "It had all the power and thrills of all the other Cirque shows with great music and acrobatics and stuff. But it was also so sexy, with all the performers barely covered with clothing." She seemed to be reliving it in her mind as she told me. "The really wild thing was that the long story...you know ...under the show? It was a total seduction! The whole show to me was driving towards sexual climax! It was very stimulating."

"How stimulating did you find it?" It was the logical follow-on question and, of course, I wanted to know. She paused for a moment, and then gave me a very sultry smile.

"Let's just say the rest of the night made me sore in the morning." Did she just tell me she had her brains fucked out by another man while her husband was here? She knew I worked with him, so what was the deal? I just sat their as I pondered all this and she saw my reaction for what it was.

"Don't worry," she said soothingly. "Ed knows all about it. We have a very interesting arrangement." I raised my eyebrows at her.

"If you don't believe me," she cooed. "Go tell Ed I invited you over for dinner Friday night. Tell him it's a black dinner and ask him what he is required to do. He will give you directions, so come by at 6:30. And bring an appetite." The way she said that last world left much question as to what kind of appetite I should bring. She kissed me on the cheek, then turned me and patted my ass to send me out of her office. I immediately went over to where Ed was working in the supply building.

"Hey Ed," I said in a low voice. "Your wife said I should come over for dinner on Friday. I am supposed to tell you it is a black dinner and ask what you are to do." Ed's eyes scanned the area to make sure no one was nearby. He smiled a strange, uncomfortable smile.

"I have to arrange for the kids to go to her mom's place," he listed, illustrated with a finger for each item. "I have to make dinner for the two of you, and I have to be properly dressed to serve your dinner. There is more but Mistress Caroline wouldn't want me to tell you all."

I had plenty to think about. Obviously this couple was into some sort of sexual game, and I was invited to be a participant of some sort. The "Mistress Caroline" title concerned me as I was not into sexual pain at all, but I loved the kinky outfits the doms usually wore.

Friday Evening

I followed the directions Ed gave me and arrived at a two-story Colonial style house. It was painted light grey with black shutters and doors and located across the street from the high school athletic fields behind the school. There was what looked like a half-lot on each side of the house, giving it a sense of privacy. I parked in the long double driveway and walked up to the front door. When Caroline opened the door my jaw dropped. Even though I suspected a sexy evening, the outfit she wore was right out of a dark porn movie. Her face was made up in make-up that made her look better than I had ever seen, and around her neck was a simple gold chain from which dangled a small gold penis pointing directly down her ample cleavage. She wore a full black leather corset that pushed her breasts up until they looked like they wanted to explode out the top of the corset. The corset also minimized her full figure, narrowing her waist and smoothing her belly. A skirt of black mesh hung from her waist only slightly obscured the garters that held up shiny back-seamed stockings and the triangle of dark hair that was between her thighs. She had black patent leather boots that covered her feet and calves in shiny black, with incredibly tall heels that changed her whole appearance. The pleasant looking housewife had transformed beyond MILF into a dark and dangerous seductress.

"Hello!" she said excitedly. She saw me looking at her and asked, "Do you like what you see?" It was obvious that sex was the plan for someone tonight even though I still had no idea how I was to fit into the plans of this married woman and her husband. I figured I might as well speak my mind.

"You look good enough to eat." I told her. She reached out and pulled me to her, pressing her body to mine as she kissed my cheek.

"That's dessert," she whispered in my ear. She broke away and pulled me into the house and closed the door behind me. The house had a very open layout, and the living room to my left was filled with sectional furniture and lots of large cushions. In front of me across the width of the living room was a large dining room. I noticed that the table was already set for a candle-lit dinner for two, and scented candles were all over the dining and living rooms.

"Edward," she called toward a doorway. "Come in and greet our guest." I heard Ed's voice from another room respond.

"Yes Mistress." Ed walked into the room and it was only my shock at the entire situation that kept me from laughing. He wore a black leather harness around his shoulders that supported a pack leather sort of panty that left his ass exposed but harnessed his penis with a few straps. He also had a studded dog collar around his neck. With his muscular shoulders and pale, slightly flabby belly, he really looked absurd.

Caroline motioned me to the table and sat down opposite me. Ed proceeded to act as our waiter and served us a great multi-course Italian dinner with salad, chicken on angel hair pasta, and some great wine. While we ate, Caroline first explained her relationship with Ed. They had a normal relationship most of the time, but when the opportunity presented itself, she liked a little variety in her men and sometimes liked to actually punish her man. Conversely, Ed was not repulsed by this but actually got off on it. He was actually excited by knowing some other guy was fucking his wife, and even watching sometimes.

He found he loved the power of the orgasms he had after being denied orgasm as a submissive. There was a freedom in being submissive, even being bound and punished. I was amazed as she explained this, as I had never had any exposure to this lifestyle, although I had read about it. I understood that pain was a turn-on for some people, although I was sure I was not one of them. The next part of what she explained was even wilder.

"We don't just do this alone," she said, watching me carefully. "We have a group of friends that participate in these games with us. Some of them are known to you, and are interested in having you join our group. That's the real reason you are here tonight." She watched my face for a reaction, and I was stunned. My mind was working to try to figure out who...Anna? Then the reason for the physical exam with Pam became obvious.

"The physical," I said. "That's why I needed the STD examination."

"That's right," she agreed. "One of the conditions of being part of the group is that you must be examined for STDs. You also have an obligation to everyone in the group. If you have sexual contact outside the group, you cannot rejoin the group until you are tested clean again."

"That seems very wise," I nodded.

"Most of the members are married so that is not a burden at all," she informed me. "The couples, for the most part, stay monogamous except for our parties. We have one single woman in the group due to divorce, and two others that joined the group as singles upon recommendation of others."

"Who is in..." I started to ask but she raised her hand to stop me.

"Other than myself and Ed, no one actually 'knows' who is in the group," she said, using her fingers to emphasize the quotes. "Everyone wears a mask while here. Even if you are sure of who someone else is behind the mask, you never speak of it. And, of course, you never discuss the group outside the doors of this house. Can you abide by these rules?"

"Yes," I answered cautiously. "But I am not into pain or bondage, other than maybe the mildly playful kind."

"Not everyone is," she said reassuringly. "Everyone has different desires and the group tends to accommodate them all. That is the other reason for the mask. The dominators wear black masks, the mild submissives wear white masks, and the slaves that like bondage and pain wear red masks. That way people can change roles each time we meet if they want. If you just want to swap and have sex, a mask of any other color should be worn."

"So it there a meeting tonight?" I asked.

"No," she laughed. "Tonight is your audition. I need to make sure you are worthy and of value to the group." She called Ed back into the room and instructed him to clear the table, which he did very quickly. When he was done, she rose and walked over to me and stood between me and the table. She reached up on each side of her breasts and undid a small clasp. With the tearing sound of Velcro being separated, the leather cups of her corset pulled away, leaving her huge mammaries supported by a small shelf of leather. They were there just inches from my face, jiggling as they settled onto the new support.

"Show me how much you like my breasts," she ordered. I glanced at Ed standing in the doorway, but he just stood there with excitement in his eyes and an obviously growing prick. I placed a hand on each over her big breasts and Caroline put her hands over mine, feeling how my hands were squeezing and kneeding her breast flesh. I moved my hands down slightly and began to rub her nipples with my thumb and finger. They grew under my caress, becoming firm and about a half an inch tall as I continued to play with them. When I leaned forward and took a nipple in my mouth, she began to moan softly and placed a hand on the back of my head to encourage me. I circled it with my tongue before earnestly sucking it. I didn't want to suck too hard, but her increasing moans and pressure on the back of my head pushed me to suck it as hard as I could.

When her pressure eased, I moved away from the nipple and licked at the underside of the breast, letting my tongue trace a long journey along the edge of her leather corset. I moved to the other breast and repeated the process of sucking and licking, bathing her breast in attention. I moved my hand down the smooth leather covering her body and caressed her pubic hair and heard her gasp. I figured it might be time to tell her what to do.

"Get up on the table," I told her. "It's time for dessert." Without a word, she stood up and lifted herself up to place her ass on the table. Her flesh squeeked as she slid backwards a bit, then she smiled and lowered herself back until she was laying on the table. I stood in front of her and unbuttoned my shirt as I looked down at her massive breasts, jiggling softly while she looked up at me with seductive eyes. She lay with her arms at her sides, her mammoth breasts were so large they draped down over her arms on each side.

Leaning down over her, I eased my hands under her legs and lifted them, pulling her back toward me until her full, round ass was resting just short of the edge of the table with the oozing, pink gash between her legs poised just above it. I scooted my chair up closer to the table until I was face to face with the weeping love wound at the pit of her leather covered round belly. I lifted her legs until they rested over my shoulders, and paused to examine the pussy before me.

Its swollen thick lips were wetly stuck together, hinting at the treasures of pleasure that could be found within. Above the fleshy labia, her clit jutted out hard and swollen. I am not an expert on these things, but it was the biggest clit I think I had ever seen. Judging by its size and the swollen condition of her labia, I realized she must really get off on having sex in front of her husband.

I had forgotten about Ed and glanced over at him. He was still standing there, his prick now fully erect, watching me. I was unnerving having her husband watch me, but he did not seem angry or jealous, so I continued. I turned back to her and gently ran my tongue over the jutting bulb of her clit as it jutted up out of its fleshy hood.

"Ohhhhhhh," I heard her murmur as she surrendered to the feeling. Further encouraged, I began to flick my tongue back and forth across her vulnerable clit, teasing and caressing it. I saw her hand try to claw into her leather covered abdomen as the muscles in her belly tensed and quivered.

"Yes . . . Oh . . . Yes . . ." she whimpered out. I felt her ever so gently begin to thrust herself against my mouth. I looked up over her pubic hair and could see her large nipples jutting up out of her breasts. I reached up over her straining belly and wrapped a free hand around a flattened mound of breast flesh and gave it a rough squeeze. Caroline's soft moaning became more insistent as did the thrusting of her hips toward my mouth. I slowly moved my other hand up under my chin and slowly eased a finger between her pussy lips. Fingering open her moisture-covered labia, I pushed my finger up into the hot clutch of her cunt.

"Oh yesss . . ." she hissed as she felt my finger inside her. The muscles in her vagina squeezed down around my finger as I worked it in and out of her juicy cunt. I could feel Caroline growing more and more on edge. Her whole body was tense, straining as she thrust herself back against my hand and mouth. Sensing that she was teetering on the edge of her orgasm, I slowly lifted my mouth away from her clit. I looked up over her heaving belly to her grimaced face.

"Would the mistress like to come?" I asked her with a smirk, my mouth covered with her pussy juice.

"Oh God...Yes," she pleaded, thrusting her pussy up at him. "Eat me, you ass...make me cum." That was an order and I was not going to disobey. I shifted my hand from her breast and grabbed her fleshy ass, my thumb on the edge of her sphincter. Then I covered her erect clit with my mouth, sucking on it as my tongue quickly flipped back and forth over it.

"OH GOD!!" she screamed as she had her orgasm. She thrashed against my face as she screamed some more, ramming her cunt against my face. I felt her vaginal muscles clench around my finger as I bent it up and rubbed into her abdominal muscle, triggering another wave of orgasm. My cock was rock hard from this and I wanted to fuck her so bad. I pulled my hands away from her and stood up, peeling my pants open while she was still having her orgasm.

With her legs still up in the air, that put her calves now resting against my shoulders and her spike heels brushing against my head as I reached down and wrapped my fist around my hard penis. I inched closer to her, aiming the swollen head of my cock at the juicy slit between her fat and swollen pussy lips. Without asking her or warning her, I leaned forward and slowly eased my penis into the hot, sucking clutch of her cunt.

"Oh God... Oh Shit" she babbled as I pushed my cock into her deeper. Her orgasm had made me so hot that I was straining to not start fucking her hard just to get myself off. I continued to slowly ease my shaft down into her until it was buried all the way up to its root. I moved against her, rotating the full length onside her, stirring her insides like cake batter.

"Do you want me to fuck you?" I asked teasingly. Her eyes opened wide and she glared at me.

"Fuck me," she insisted. "Fuck me now." With that direction, the time for talk was over and I began to fuck her with deep, teeth-rattling strokes. Within moments, I was fucking her at a furious pace. She reached up and grabbed her thighs to pull her legs off my shoulders, opening her self for an even deeper fucking. Keeping my pelvis rocking back and forth, I continued to pound my cock in and out of the muscular clutching of her cunt. It was animal sex now, with the backs of her stocking-covered thighs rubbing against my hairy chest as her feet waved in the air above her head.

Picking up the pace one more notch, I humped my cock in and out of her at a furious pace. I saw movement out of the corner of my eye and glanced over to see Ed furiously whacking his own small cock. He was on his toes and I was sure he was about to cum. Caroline suddenly shrieked and her arms flew out to the side as she clawed her fingers on the edges of the table as she arched her back and thrust herself up against the pounding attack on her pussy.

Seeing that she was coming, I shoved my cock down into the clutching, spasming depths of her cunt, now driving to my own orgasm. Her quivering thighs pounded against my chest as her stiffened legs pointed straight up into the air. Her head was thrown back, eyes clenched shut, and her whole body was quivered and shook as she kept coming and coming. I could feel her cunt juice leaking out of her pussy and onto my balls.

She was now so wet that her pussy felt loose and the friction I needed to get myself off was harder to find. For her, it must have seemed like it would never end as she continued to whimper and groan her way through my pounding. I felt her begin to thrust herself back at me and my pounding cock. Then I felt her legs move and wrap around my hips, clutching at me and guiding me, urging me to fuck her harder.

My body rocked back and forth like a pile driver moving faster and faster. The room was filled with the sounds of all three of us panting, but also the wet sounds of my cock pumping in and out of her soaking wet cunt. The juice was stirred into a foam that flowed over my balls and down her upturned ass. I could feel the urgency inside his balls growing as they slapped against Caroline's ass.

"Ok Crap!" I gasped as I felt the explosion of pleasure rip through my gonads and out my cock. As it did, my penis lurched inside her sopping pussy and spewed out a gush of thick cum.