Remembering Mrs Bolton Ch 03

(Author's note: this is part 3 in series of a young man who has become sexually involved with an older woman. Reading at least part 2 will explain this as a continuation.)

I finished eating the last two Viagra laced cookies and washed them down with the rest of the orange juice. When I entered her bedroom, Mrs. Bolton was still naked, lying on her bed on her side reading a book.

"Go take a quick shower like a good boy and then join me," she said.

"Yes, ma'am."

I returned from the shower refreshed and ready for whatever she would do with me. When I started to get onto the bed, she stopped me.

"Lie down on the floor, Will. We'll do something that I really love and then we'll do something you'll love as well."

I scrambled to the side of her bed and lay down on my back, ready for anything. She stood over me for a minute to explain.

"I know you've probably seen this in porn. What I'm going to do is to sixty-nine with you. There are two ways to enjoy this. Each of us can try to make the other one come multiple times, or to see which of us can make the other come the quickest, OR to see who can last the longest before coming."

The idea of licking her and getting sucked off at the same time excited me. "Which one are we going to do?" I asked.

"You're going to make me come as many times as you can, and I will keep you from coming until I'm done."

"I don't think I can last very long doing that, Mrs. Bolton."

"Don't worry, I know what I'm doing. But you might as well take your time and do a good job because we may be at this for an hour or longer."

"Seriously?" I asked as she knelt over my body, facing my feet.

She didn't answer me, but she lay on top of me, her legs stretched out behind me. I felt her hand cup my balls as she adjusted her body, wedging my face between her thick thighs. My nose was gently tucked between her soft buttocks.

Recalling her instructions, I began licking her as she liked, slowly and deliberately. I rubbed my face in her moist pubic hair and rubbed my nose up and down her slit. I was rewarded by feeling the warmth of her mouth capturing my dick. When her lips reached the base of my shaft, I knew there was no way I could avoid coming soon.

Mrs. Bolton, however, was true to her word. She used her mouth so slowly that I had to redirect my attention to what I was supposed to be doing in order to avoid losing my mind and my load. The smell of her sex permeated my nose and I breathed it in as my tongue licked her labia.

She took my shaft all the way into her mouth again, holding her lips at the base. I don't know how she didn't gag on it, but it was obvious she knew what she was doing. Then as i slipped my tongue inside her, she pressed her weight down onto my face and sensuously rolled her hips up and down, riding my extended tongue.

My dick throbbed deep in her mouth and she hummed on it. Her moans got louder and louder as her vagina humped my tongue. The wetness that seeped into my mouth told me that she had her first orgasm. My cheeks and chin were soaked by the time she relaxed and let me continue.

I felt her tongue licking the tip of my dick as I licked her slit, sucking her sweetness like it was a life saving nectar. Her delicate fingers wrapped around my shaft and she slowly pumped up and down. Then she called to me...

"I'll bet I can pump as fast as you can lick."

It was a challenge I wanted to accept, and that I needed to win. I decided to take advantage of her heightened arousal from her orgasm, so I feverishly licked her clit. My shaft was wet with her saliva and her fist gripped so lightly that it was more of a tease than a journey to my own release.

To her credit, her fist pumped at lightning speed and it was so titillating that I didn't think I could come unless she tightened her grip. I licked her clit, occasionally sucking up her juices and after a long time, her fist stopped and painfully squeezed the tip. At the same time, she raised her head and moaned loudly, "Oh, yes......yes!"

More sweet sticky juices dripped into my mouth and I eagerly sucked them down, almost as a reward. She fucked my dick with her mouth several times and the urge for me to come returned, my balls tight and my dick pulsing in her wet mouth.

I was zero to two in the orgasm race but I was certain I would finish even if I had to finish last. I was feeling lucky, like she might actually finish me off when my hopes were abruptly dashed. She removed her mouth and sat up partially, her hands on my rib cage for support.

"The third time's the charm," she said, "find my clit and you can come if you want."

I knew exactly where her clit was and I latched onto it with my lips and sucked on it. I swirled my tongue around it and then I felt her fingernails scratching the underside of my scrotum. My dick throbbed and waved in the air but it was untouched.

I lightly teased and licked her clit for an eternity, gulping down the copious juices her vagina gave me in the process. I was aching for a release and how she would allow it when I made her come. I sucked her flesh deep into my mouth, her clit and its hood. My tongue lashed across her clit and I hummed on it as loudly as I could.

She bucked her hips into my face and her thighs crushed my face. Her vagina claimed my nose and I held my breath as she came on my tongue. Mercifully, she stopped scratching my balls when her orgasm wreaked havoc on her body.

When she rose to her knees and got off of me, I was confused. Wasn't I supposed to come? Did she forget?

"That was fabulous, Will. I know you need to come pretty badly, otherwise I'd still be riding your face."

She turned away from me, still on her knees, spread her legs and leaned down with her head resting on the bed.

"Put it in from behind and take what you need, Will, you deserve it."

I got onto my knees behind her and when my abs touched her buttocks, her hand came underneath us and quickly pushed my erection into her vagina. I grabbed her hips and sunk my shaft into her to the hilt. It was so wet and warm inside her that I just wanted to fuck her forever.

I struggled not to come and I fucked her slowly, going deep and pulling back until the tip of my dick just tickled her labia. I only lasted about ten minutes of teasing myself that way when I felt it coming and there was no stopping it. With the tip of my dick just touching the lips of her vagina, I blew my load.

Spurt after spurt splashed into her entrance, and the sight of my own cum oozing into her turned me on. Even before I felt that I finished, I grabbed her hips again and thrusted into her, deep and hard. Then harder and harder still. My body slapped against her buttocks as I pumped myself into another climax. I felt my dick explode again and felt my cum coating my shaft as I continued to fuck her. It was the hottest feeling so far; coming twice inside her.

When I sat back on my haunches, she reached back under herself, cupping her hand under her vagina, and I watched my cum oozing out of her into her hand. She got up on her knees and presented her cupped palm to me.

"See why I made you wait, Will? Look at that big load you gave me."

She leaned down and licked and sucked my shaft clean and then went to the bathroom. "I'm going to wash my hands, but go ahead and get dressed. I have some errands to run so we'll be done for today after one more little thing."

I got dressed and sat on the bed waiting for her. When she came back, she was still naked. "Sit down on the floor for a minute, there's something I want to do."

She stood in front of me, hooked one leg over my shoulder and fisted her hand in my hair. She started rubbing her still wet vagina up and down over my face. I didn't mind but I was confused about the reason for her doing it. As she covered my nose, sliding it as far as she could inside her vagina, she explained.

"I want to spread my wetness all over your face so you will smell me for a long time. Don't wash your face or blow your nose until you come back to see me again."

I got hard again as she was coating my face with her juices.

"Come back to see me Wednesday afternoon, and you know the rules, right?"

"No washing my face or masturbating until I come back, right, ma'am?"

"That's right. You've been a good boy today; I'm pleased with you."

I went home with a hard on and a smile, inhaling the remnants of her vagina.