It Started as a Joe

Before you read this chapter, I encourage readers to read the first three chapters (links in my profile) as this flows directly into continuation of the story with little character development. I'll quickly remind readers Phyllis is the 45 year old toned Mom of my high school friend and I'm Mark, a college student with a swimmer's build. After some play in vehicles, she took it to another level by getting a hotel room. This chapter continues our time in the room. To find the first three chapters in the mature stories listing, click on my name and go to my story page.

It Started As a Joke- More Hotel Room Play

"Mark, you're too good to me," Phyllis purred. You make me feel so good. Make me feel so sexy, fuck me so damn good and now treat me tenderly."

"Actually, I think you were fucking me," I retorted. "You're the amazing one."

"You're right! I was fucking you. And in a few moments, if I ever get my strength back, I'm going to let you fuck me. You take control. You take me any way you want to! We are nowhere near done."

I started to tease her pussy with my fingers but she stopped me. "Not yet! I'm too sensitive still. Give me a little more time. I'll get there soon. Go into the fridge there and bring me the Tupperware."

I rolled off the bed and brought back the Tupperware, handing it to her. Inside were some strawberries and whipped cream.

"A little something to help rejuvenate," she playfully said. She took a berry, dipped in the the cream and fed it to me.

"Mmmm, that's delicious," I said.

I took a berry with cream and fed it to her.

"Aren't these amazing?" she asked. I gave her a glass of water and took one myself. We ate a few more berries when she leaned over toward me and glancing down in my lap said, "We still have to make you cum. I came so much but you're still raring to go."

"We'll get there. I'm not worried about it," I replied. "How are you doing?"

"I'm perking back up. I need a few more berries and cream," she said, the energy returning to her voice.

"I'll help with that." I took another berry and fed it to her. As as she was eating, I took a scoop of whipped cream and rubbed it onto her pussy.

"What the hell are you doing?"

"Oh, I'm sorry," I mockingly replied. "Let me clean that up."

I leaned down and proceeded to lick the whipped cream from the folds of her pussy.

"Wait! I'm too sensit..."

She trailed off and let out a moan of pleasure. Apparently she was able to take my tongue lashing without too much sensitivity. She just laid back and allowed me to lick her. I again teased her clit and then inserted a finger. Then two. I licked her lovingly and gazing up once at her, I could see the look of content and relaxation in her face. She fed herself another strawberry and just enjoyed the experience.

I brought her to several mini organisms while she ran her fingers through my hair. After quite some time pleasing her, I crawled out to take a breather. The look and feeling of her pleasure made me think she was in a different place. Perhaps a beach, or a bubble bath. Wherever she was, it was bliss.

I however had to pee and was thirsty as hell. I excused myself and upon cleaning up a bit and downing a large glass of water, I plopped down on the bed and on my back next to her.

Gone was her look of content. She was back now and her passion fire was heating up.

"We're not finished you know. I fucked you but now you have to fuck me." She playfully poked my ribs and rolled on top of me. "I want you to make me your bitch. Play with me anyway you want to. You ready to do that?"

"Actually, no," I gazed down to my softened dick.

"We'll I can fix that!" and she scooted down and gave my dick a few strokes. She leaned down further and rolled by balls between her lips, sucking then in gently. She then gave three loooong licks from my balls up my shaft and swirled her tongue over my tip. It felt fucking amazing and I just moaned in joy. She then took me fully in and started bobbing again. When I was fully hard again I suddenly pulled her off, flipped her over onto her back and positioned my self between her legs.

"It's my turn now! I'm going to bury my cock into you and make you scream."

Her face glowed with excitement. "Yes you stud! Pound it into me! I want it. I need it! Give it all to me!"

I wanted to start a little slow, to gather up momentum, but she grabbed my ass and hips and pulled me into her. She then wrapped her legs around, trapping me onto her. "Do it! Fuck me hard!"

I was not in her, rather my shaft was pinned between us, rubbing along her folds.

"C'mon, lover. Stick it in me!" she demanded.

I arched my hips back and sat back on my haunches, my dick in hand. I rubbed the head along her slick pussy lips, teasing her by dipping the tip but never plunging in.

"Stop teasing me! Put it in! Fuck me you motherfucker!"

I ignored her and coated my cock head with her juices. She just started to pant heavily. I could see the excitement in her face. Just as she exhaled a deep breath, I plunged into her effortlessly and fully.

The suddenness of my action caused a deep, deep inhale followed by a long "Oh fuuuuuuck!" that escaped her. I started a slow pace and after a few strokes she again pulled me in tight with her legs.

"I don't want a slow screw. Pound me! Stab your cock into me hard! Faster! Faster!" she ordered.

Ever the gentleman, I complied. I threw her legs over my shoulders and really let her have it. Supporting myself with just my arms and my toes, I pounded her with long, deep strokes.

"Take it!" I yelled. "You want it hard? I'll give you everything I got!"

"Yes! Yes! I can take it! I want it! Don't stop!" she countered.

And with that my cock just assaulted her pussy. Heavy panting and moaning escaping both of us. My 21 year old body pounded her 45 years without mercy. And she was loving every minute of it. She was so wet, we moved together fluidly. It was like a perfect fit. We continued like that for sometime with the occasional "Fuck, yes!" panted by either of us.

I took her legs off my shoulders and she simply kept them up and opened wide for me. "Don't stop! Keep going stud!"

And I did. I used my knees for leverage but kept on pounding her, amazed at my own stamina for such a rapid pace. The excitement and adrenaline seemed like a super power...for both of us.

"I want you to cum," she cooed. "I want you to spray me with it. I want your hot cum all over my body."

That did it. Her dirty demand brought me to the brink.

"Yes! I can feel you getting harder! Do it! Fucking cum all over me!" she encouraged.

"Oh, fuck! Here it comes!" I pulled out and with my length hovering over her toned belly, I exploded. My first shot missed her completely, sailing over her and hitting the head board. The rest found the mark, coating her cheek and chin, followed by cleavage, tits and abs. She had ordered me to save it for her and apparently I did. I don't recall a volume of cum so plentiful ever.

She just screamed for joy. "Oh my God, yes! Yes!"

I fell back on my haunches, exhausted, trying to catch my breath.

Phyllis withered around. She rubbed the cum on her cleavage and abs like she was applying sun screen. Her finger caught a glob off her chin and looking in my eyes, fed it to herself. The look of joy in her actions was one of pure satisfaction. I gave her what she wanted and she relished it.

"So fucking hot. Phyllis, you are so fucking hot!" I complimented. I spun around and collapsed on the bed.

She started to giggle and took another batch of cum from her cheek and into her mouth. "I haven't been fucked like that ever. You were really giving it to me!"

Concerned, I asked, "Are you ok? Was I too rough?"

"Not at all, baby. That was exactly what I needed. And you sure gave me a load! I think I drained you dry!"

"It sure feels that way. I need some more water."

"My turn to get it," she offered. She disappeared and then returned from the bathroom with a full glass of water. I gulped it down and upon finishing, she cuddled up next to me, her head on my shoulder. She let out a sigh and we drifted off to sleep.

I awoke some 20 minutes later to the sound of the shower running.

"Phyllis?" I called out.

She immediately poked her head around the corner. "Hello lover. I'm going to rinse you off of me. Its a bit sticky in spots."

A couple minutes later I heard her call out from the shower. "You know, you could join me in here!"

I was already at the curtain, ready to enter. "I thought you'd never ask," I said, stepping into the tub.

Typical of a Holiday Inn shower, it was cramped but at least had a curved shower curtain rod, giving us some space.

She stepped into me and embraced. "Hi."

"Hello gorgeous," I replied.

We hugged tighter and kissed deeply, the warm water spraying between us as we turned slightly.

"That was amazing, Mark. I've never felt so good ever."

I showed my agreement by kissing her some more, and then nuzzling her neck.

We proceeded to bathe each other. Gently soaping each other and tenderly kissing. We made no attempt to further fornicate, rather both taking the time to clean and regain strength.

She exited the shower first and after drying off and wrapping a towel around her, went back into the bedroom.

I turned off the shower and shook excess water off. I reached out for a towel only to find nothing but a hand towel.

"Phyllis? Are there any more towels? I called out.

"Hmmmm. I don't think so. You're just going to have to make due with what's in there!"

Realizing I was being played, I started to dry off with the hand towel and stepped out of the tub. "You didn't leave me with much of a towel," I called out.

"Oh, that's too bad. Get out here," she giggled.

I tried to wrap the hand towel around my waist, but there was no way that was going to work. I gingerly appeared around the corner with the towel hiding my groin.

Phyllis was sitting on the bed bench, a towel wrapped around her chest and mid section. She was holding a full sized towel in her hand and smiling.

"This what you need?" she teased.

"Well, that towel would have worked better and certainly cover me up."

"You don't get it do you stud? I don't want you to cover it up. In fact, drop that hand towel and let me see all of you."

I chucked and let the towel fall to the floor.

"Come over here," she ordered.

I slowly approached, still dripping water with droplets sliding down my chest.

"Is that what you look like getting out of the pool after a heat?" she asked.

I must have looked at her confused.

"Just look at you," she said. "Body of an Adonis, all sleek, water cascading over your muscles and abs."

She stood and allowed the top of her towel to drop, exposing her breasts. She approached and embraced me.

There is something about the feel of a woman's breasts pressing into my abs and lower chest. It feels like a spark of energy, yet a softness of comfort.

She looked up at me and gave me another kiss. She removed the towel from her and proceeded to dry me off, rubbing the towel along my shoulders and down my chest and abs. She did so just staring at my body, seemingly drinking in my form.

"I'm famished. I could really use something to eat," she shared.

"Me too," I replied. Should we get dressed and find a place?"

"No way. I want to stay naked with you."

"Well, how do you plan on getting food?" I asked. "A place like this doesn't have room service."

"When I was staking out your house waiting for you to go shopping, I looked up a pizza delivery near hear," she answered. "Will that work? They'll deliver it right to the room."

"Sounds perfect," I said. We can refuel and get ready for round two."

"Oh, big boy," she said, gripping my cock and giving a few tugs. "We're going to go a few rounds today."