A Memorable Afternoon

She was sitting on the couch, me being close to her on her right. She was lovely in a pale yellow cocktail dress, slightly low cut with thin straps. She wore a pair of olive green pumps with stiletto heels on her bare, beautiful legs. At 69 years old she was a knockout.

It was the middle of the afternoon and we sat quietly in warm glow of fall sunlight. She seemed a little melancholy. I ventured to put my arm around her and rest my hand on her shoulder. Without saying a word she leaned in to me and put her head high on my chest and shoulder and closed her eyes. I instinctively brought my hand up and gently stroked her pretty, dark hair. My petting moved to include her temple and then her cheek. I had never kissed her. This was the first physical contact we had ever experienced. We began to slump into the pillows on the couch and I moved to kiss her forehead. As there was no resistance from her I moved my kisses down to the bridge of her nose and then to her closed eyelids and cheek. Her beautiful mouth was so close, I couldn't resist. I put my hand under her chin, lifted her head slightly and ever so gently kissed her full lips. Without being too eager she returned my kiss. It was a delicious slow kiss with our heads moving slightly so that our lips were in constant motion. As our kiss ended she opened her eyes, smiled and said in a whisper "I liked that."

Never had I heard sweeter words. I knew that she could be away until early evening. I was encouraged as she lifted her face again, inviting me to kiss her mouth a little more ardently. Our second kiss was much the same as the first but much longer. As we kissed we easily snuggled in to the pillows on the couch in almost full recline. Our bodies were perfectly molded one into the other. I felt the fullness of her right breast on my chest while her other breast stood proud and inviting under the delicate material of her dress. As I started to pull my mouth away from hers I felt her part her lips in an invitation to explore her with my tongue. It was absolute bliss. I extended my tongue ever so slightly and was instantly met be hers. It was soft, wet and warm. We used the wetness of our mouths to make our lips glide over each other's as we kissed ever deeper and deeper.

There was something about her that I hadn't experienced in a long time. She was so desirable, so willing and so obviously experienced in love. I felt that we had made an unspoken commitment now, so I carefully began to stroke her back with my right hand. I had a rush of excitement as I noticed through the thin fabric of her dress the lack of a bra strap. As we kissed I moved my hand down to the small of her back and massaged it with firm, tight circular strokes. I moved my hand down to the cheek of her butt where it made that beautiful ninety-degree turn into her leg. My petting met no resistance and I was eager to explore more of her body.

We broke our long wet kiss and as she looked intently into my eyes I moved my hand to her front, up her stomach and onto her waiting left breast. In only seconds I felt her nipple go very hard in response to my gentle stroking through the wonderfully thin material of her cocktail dress. I reached up and slid the spaghetti strap off her shoulder and down her lovely arm. As I reached under the dress to cup her breast in my hand she moved her body to accommodate my desire. The breast was free and I moved my mouth down and over it savoring the softness of the flesh and the hardness of the nipple.

I was greedy for her body. My left arm and hand were pinned uselessly behind her and I desperately wanted all my resources to fulfill my pleasure. I pulled my arm from under her, which caused her to lie flat on her back. As my hand moved over her face she seized upon my index finger with her mouth and used the wetness of her tongue to give me immense enjoyment. God this woman was sexy!

As I continued to work my tongue over her breast I moved my hand down her body to her left leg. She immediately brought her leg up into a right angle bend to give me access to her calf and foot. She had a fantastic pair of legs and she knew it. The stilettos caused that classic pure straight line down the front of the leg all the way to the toes. I used my fingertips to tickle the top of her foot and then moved up and around to the back of her lower leg where I lavished my attention on her calf.

As I moved my hand up her leg toward her thigh I felt her give a slight shudder of pleasure and an almost imperceptible spreading of her legs as to not discourage my intentions. Her inner thigh was soft and warm and creamy white. I desperately wanted to taste her thighs but instead moved my mouth from her breast to her lips again. This time her tongue was already out of her mouth as I enveloped it with mine. She opened her legs a little more and I went from one thigh to the other in turn, each time stroking a little higher. As I finally reached the apex of her legs the backs of my fingers were brushing the silkiness of her delicate panties. As we deeply kissed I reversed the lie of my hand so that my fingertips were stroking her vulva through her panties. She now spread her legs wide open to make my pleasure and hers deeper!

My cock was rock hard and straining through the fabric of my slacks. I felt the warmth and fullness of her generous inner vaginal lips that waited behind her panties. I could feel the hardness of her clitoris as it moved from under its protective hood.

There now was a new sensation which I experienced as I stroked her intimate parts through her panties. Not only was there wonderful warmth, but there was also a beautiful increasing dampness. I stroked her with more firmness using my middle finger to try to drive the panty crotch up inside her pussy. I could stand it no longer. I slid my fingers under the elastic side of her panties so that I was on her flesh. That beautiful place wasn't just damp; it was very, very wet. It was so wet that there was absolutely no resistance to any movement of my fingers. My middle finger instantly went into her now hot opening to its full length. She moaned with pleasure as I raced along the inside of her wonderful mouth with my eager tongue.

I started to work on her clitoris in earnest. I used the tip of my index finger in little circular motions to increase her arousal. Her clit responded immediately; it stood proud and hard. She was now producing so much natural lubrication that she was wonderfully, almost sloppy wet. I slid two fingers up inside of her, which made her gasp with pleasure. I knew I could do whatever I wanted. She was with me and gave me total encouragement. She reached down and seized my cock in her hand through my slacks. "God, you're huge," she moaned. "You really want to fuck me, don't you?"

Yes, I really wanted to fuck her, but I had other needs first. I now rose up on my knees between her legs. As I reached down to grasp the top of her panties she raised her hips to make their removal easy. I slid the panties down her gorgeous legs and over her stilettos. I flung the panties across the room. I put my hands on the back of her thighs and pushed her legs above her as I descended on her pussy with my mouth.

Oh, I cannot begin to describe how delicious that fantastically beautiful pussy tasted. I could almost drink the juices that she excreted. It tasted like nectar and smelled like lavender. Her vaginal lips were engorged and layed to their sides like the petals of an orchid showing the perfect light pink, almost white inside of her vagina. This was heaven.

I wanted to give her ultimate pleasure. After a few greedy insertions of my tongue as far as it could go inside her, I began to work in earnest on her clit. I used a combination of techniques to bring her to climax. I started by "masturbating" her clit with my lips using a little sucking vacuum while my tongue flicked its tip. Next I opened her vaginal lips with my mouth and traced the alphabet on and around her rock hard clit. She firmly grabbed my hands with hers and by the time I got to the letter "R" she was rhythmically and gently pumping her pelvis off the couch. I was well into my second trip through the alphabet when I started to feel the uncontrollable flexing of her abdominal muscles, which precedes orgasm. Her stomach rippled with fast contractions as she moaned "Oh God! Oh God! I'm coming!"

And there it was. She had an intense orgasm that caused her whole body to shudder. It must have lasted fifteen seconds. She squeezed my hands so hard! Her hips gyrated uncontrollably and with such intensity that it was difficult to keep working her clit with my mouth. I think I loved it as much as she. My cock was heavily dripping its own lubrication, which made a huge wet area on my slacks. She shouted, "Come fuck me!" I needed no more encouragement. I almost ripped off my clothes. I was totally naked. I started to take off her dress but changed my mind. The idea of fucking her in her dress and pumps was appealing.

As I crawled up her body she grasped my cock in her hand. It was rock hard and the blue veins were standing proud through the taught skin. The head was swollen so that its diameter was significantly larger than the shaft. As I reached down she whispered, "No, let me do it." I was obedient. I lowered my pelvis to a position that would allow her to insert the head of my cock in her vagina. She said, "Kiss me while I put it in." As I slid my tongue in her open mouth she moved the head of my cock up and down her wet pussy, each time with a little more pressure. Her pussy was admirably tight and the head of my cock was large. Finally on about the fifth excursion up and down her pussy the engorged head of my cock popped through the opening and I was inside her wonderful body. I slowly slid the entire length of my ten-inch cock up into her as she let out a long, sexy moan.

We were fucking. She pulled her knees up so they were above her stomach and spread her legs comfortably for the ride. I pumped in and out of her with the full length of my cock, the outstroke leaving only the head inserted. As I fucked her I used my mouth alternately on her breasts and her mouth. God I loved kissing her! As I continued to stroke my cock in and out of her I rose up on my knees and pulled her legs wide apart. I looked down and thought to myself how lucky I was to be making love to this sexy woman.

She was still producing juices like mad. Her body was expert at the art of sex. While kissing her, about ten minutes later, I began to feel that familiar throbbing in the testes, which foretold orgasm. I was having the time of my life and didn't want it to end just yet. I continued to kiss her and with my cock all the way in her I stopped stroking. I could feel the immediate urge to cum recede. Now she took over. She began to rhythmically grind her clit on the hard base of my cock where it meets my body. The grinding increased in its intensity and after a minute she moaned "Oh fuck! I'm going to cum again!" The involuntary shudder returned to her abdomen and she continued the grinding with something close to violence! Then it happened. She chanted, "Oh fuck, Oh fuck, Oh fuck." I lost count of how many times she said it as she experienced her orgasm. I felt her flood my cock with her wonderful wetness as I watched her close her eyes and shake her head back and forth.

She looked at me intently and said "I want you to cum in me." It was time and I wanted to give her that last act of beauty between a man and a woman. She whispered "Fuck me hard." I did.

We started to French kiss again as I slid my cock slowly in and out of her. She stopped kissing and started chanting, "Fuck me" in a whisper with every in-stroke of my cock. It was wonderful. It was almost like dancing. I knew it was time. My testicles were full, almost to bursting. I felt the old familiar rumbling of my sperm. I looked lovingly into her eyes and instructed "Kiss me with your eyes open. Kiss me soft and deep and slow and wet. I'm going to fill you with my cum." She kissed me perfectly.

Then it happened. My first load of cum shot up the shaft of my cock as I thrust myself completely into her vagina. The head of my cock was firmly at her cervix. The pleasure was insanely intense. I arched my back and tried to shove my cock even deeper into her. I moaned loudly as my sperm showered her organs. Again and again subsequent loads of sperm shot up the shaft of my cock and made their home deep inside this beautiful and desirable woman, each time giving me an almost indescribable sensation of ecstasy and fulfillment.

Then I was spent. I almost fell upon her with exhaustion. She put her arms around my back and held me tightly. A few minutes later I made motion to pull out of her. She protested "No, stay inside me." I did. We fell asleep. I don't know how long we slept. Neither of us moved at all. I awoke first. I lay there looking at her peaceful countenance. I felt a wave of wonderful emotion as I looked at her. My cock was flaccid but still inside this fantastic creature. I began to feel a stirring in my loins that was out of my control.

As my cock filled with blood again I saw her eyelids flutter. I kissed her gently. My cock was now hard again and I said, "I want you one more time." She didn't say a word. She smiled and opened her legs. She was still very wet. I pumped her very slowly and kissed her on her cheek, her forehead, her nose, her chin and once in a while gently on her mouth. She was accommodating me. After a few minutes I came inside her a last time. It was a slow, calm orgasm with very little cum left to give but it was a wonderful gift from this very special woman.