Archive-name: Affairs/jim-cind.txt
Archive-author: 
Archive-title: Jim Makes Out


PART 1

	It had been about a year since my wife passed away.  A rough 
year. Being a single parent is no picnic, but we managed.  I have a 15 
year old daughter and a son who is 13 and they have been very helpful.  
One thing they haven't been able to help me with is meeting my sexual 
needs.   When you've been married for 17 years like I was, you come to 
take some things for granted.  Like the availability of a willing and 
able partner to share the joy of making love.  Like I said, it had been 
a rough year.  Until last week when things got better ... and worse.

	I had stayed home from work to do some things around the house 
that needed taking care of.  Actually, it was sort of a "mental health" 
day rather than a vacation or legal holiday.  The kids were in school, 
so I had the house to myself.  About 9:00, I was surprised to hear the 
front doorbell ringing.  Putting down my coffee cup, I went to answer 
it.

	"Hi Jim.  Can I come in?"

	It was Cindy, who had been my wife's best friend.  I couldn't 
imagine why she had decided to pay me a visit, but I also couldn't think 
of a good reason not to let her in.

	"Sure, come on in Cindy.  Want a cup of coffee?"

	"That'd be great, thanks."

	I got her a cup of coffee and we went to the living room and sat 
down.  I sat on the couch, she sat in my easy chair.  It was a warm, 
late Spring day and she had on a pair of shorts and a halter top which 
did little to conceal the tight curves of her cute little body.  Cindy 
is 40, but you'd never know it.  She has the body of a 20 year old and 
she knows how to show it off.  It used to bug Lana (my wife) sometimes 
when she'd come over in one of her special outfits, but Lana didn't have 
anything to worry about in the looks department herself, so it was never 
a real problem.  Cindy has dark brown hair and brown eyes, stands about 
5-5 and weighs about 115 lbs.  Like I said, she has tight curves.

	She seemed nervous as she opened the conversation.

	"I suppose you're wondering why I came over this morning." 
"Well, yes, I guess you could say that."

	"I need your help with a problem."

	"Oh?"  I was thinking to myself that she should be having this 
conversation with her husband Bob, but she anticipated that.

	"Bob can't help me with this problem.  In fact, he's the 
problem, or at least part of it."

	"Sounds to me like you need a marriage counsellor."

	"Bob would never go.  And besides, we can't afford it right 
now." "So, how do you think I can help?"

	"Well, " she paused, seemingly to work herself up to the point 
of making some startling statement, "I want you to help Bob perform 
better sexually."

	The temperature in the room seemed to rise about ten degrees.  
It was so quiet that the fly buzzing in the window across the room 
seemed very loud.  I looked at Cindy, but she was looking at her hands 
which were folded at her knees.

	"In what way?"

	"Bob doesn't believe a man should perform oral sex on a woman, 
though he doesn't mind asking me to perform it on him."

	"You're kidding."  I'd heard of guys like that, but I never 
would have suspected that Bob was one of them.  Bob and I had always 
gotten along well, though I wouldn't say that our relationship had been 
as close as Cindy and Lana's had been.   

	To buy some time, I went to get more coffee.  I was feeling a 
little light headed.  What a bombshell.  Bob wouldn't give her head.  I 
supposed that she just wanted me to talk to him about it, try to 
convince him of the error of his ways.

	I returned to my seat on the couch and flinched inwardly as 
Cindy moved to join me.  She pulled her long, shapely legs up under her 
and twisted to face me.

	"Does he satisfy you in other ways?"

	"Sort of.  He does o.k. in the stamina department and I have 
orgasms most of the time.  But it's very frustrating to hear about other 
women whose husbands and boyfriends give head when mine won't.  We argue 
about it more and more now.  We haven't had sex for about a month."

	"Why come to me about this?  Bob must have closer friends."

	"Jim, Lana was my best friend.  We shared everything with each 
other.  She knew about Bob's reluctance and she wanted to tell you about 
it, but I wouldn't let her.  She also told me what a wonderful lover you 
were and how she had multiple climaxes every time you two got it on.  
She especially used to tell me how much she enjoyed it when you gave her 
head.  Did you really used to do it for an hour at a time ... until she 
begged you to stop because she couldn't stand the pleasure any more?"

	"I didn't put a stopwatch to it Cindy," I chuckled, a little 
embarrassed at Cindy's knowledge of what I had thought to be private 
matters, "but I know she liked that, and I used to really enjoy giving 
her pleasure in that way.  Damn, I miss that woman."

	I looked down at the carpet and thought about all the great 
times Lana and I had enjoyed in the sack.  We both liked to fuck and we 
did it as often as possible.  I knew of some marriages where after the 
kids came along, the wife would lose interest in sex.  Not Lana.  In 
fact, the day she was killed, she was on her way home to meet me for a 
little "afternoon delight." Unfortunately, a drunk driver put an end to 
my beautiful wife and our wonderful marriage.  Still, whenever I thought 
of Lana and the good times we had, my prick would spring to life and I 
would get a powerful urge to go and jack off just to relieve the 
pressure.  Usually, I resisted.

	I was startled from my reverie when Cindy moved to me and put 
her arms around my neck, pulling my head to her chest.

	"I miss her too, Jim.  Can you help me?"

	I looked up into those huge eyes of hers and whispered yes.  I 
still can't explain what happened next, but suddenly our lips met, my 
arms went around her, and we were kissing.  Not the way friends kiss, 
but like lovers.  Soon our tongues got into the act and we each began a 
slow, passionate exploration of the other's mouth.  

	Almost on cue, we both broke the kiss.

	"I need you to do more than talk to Bob," Cindy whispered 
breathlessly.  "I'm as hot blooded as Lana was, Jim.  A month without 
any sex has me just about headed for the loony bin.  Please Jim, go down 
on me."

	By this time, my cock was about ready to rip through the fabric 
of the shorts I was wearing and my balls had taken over my brain.  Not 
having had sex for a year, I nearly ripped her clothes off right there 
and fucked her brains out.  I did have the self-discipline remaining to 
escort her to my bedroom, however, and we were soon naked on my large, 
lonely, king size waterbed, where we resumed kissing and each began a 
gentle anatomy survey. "What a cock you have, Jim.  It's even bigger 
than Bob's."

	"I thought it was my tongue you were after, not my cock."

	"I'm hoping to get some of each."

	"All in good time, Cindy, all in good time.  First, let's have a 
look at you," I smiled as I pulled away from her to examine her nude 
form. She smiled back and seemed to enjoy my visual inspection as she 
moved this way and that to show her body to its best advantage.  I just 
loved the way her tits rode high on her chest, refusing to flatten out 
even though she was laying on her back.  Her nipples were large and 
hard, sticking straight up from the base of her comparatively small and 
very dark areolas.  Her narrow waist and flat tummy lead down to a set 
of perfectly shaped hips and long, handsomely formed legs.  I did see 
one small problem however.  "I think that I can see one reason why Bob 
is a little reluctant to go down on you," I said pointing to the thick, 
heavy thatch of pubic hair at the junction of Cindy's thighs, "One of 
the secrets of good male to female oral sex, in my humble opinion, is a 
trim pubic patch, or better yet, no pubic patch at all.  Don't go away, 
I'll be right back."

	I quickly dashed into the master bath and returned with my 
barbering tools, remembering activities which had become almost a ritual 
for Lana and me.

	"Didn't Lana tell you that I used to keep her nice and neat down 
there?" I asked as I arranged everything to my satisfaction.

	"Yes she did, but I never really believed her.  Are you planning 
to shave off all of my pussy hair?"

	"No.  Just the hair that gets in the way of good oral sex. 
Actually, it's not that much more than many women do in order to wear 
those string bikinis."

	She was very cooperative as I arranged a towel under her ass and 
used a scissors to clip away her thick, dark bush until only a short 
stubble remained on the area I intended to shave.  The other area, at 
the very top of her pubic mound, I trimmed only slightly for the sake of 
neatness.  Then, after using a warm, wet washcloth to moisten the area 
to be shaved, I applied a thick coating of a special shaving jell for 
sensitive skin and went to work with my razor.  When I was finished, she 
had a tiny patch of pubic hair left on the top of her mound, but the 
rest was as bare and smooth as a baby's butt.

	I placed a mirror in front of her pussy and let her have a look 
at my handiwork.  I also got rid of the towel and my tools while she 
conducted her inspection.

	"Wow," she exclaimed, "This is the first time I've ever really 
taken a look at myself down there."  She worked the folds of her pussy 
open with her fingers to examine herself more closely.  Her inner lips 
were swollen with excitement and protruded beyond the thick outer lips.  
	I began to massage the area with a special, soothing, oil.  
Cindy laid back on the bed and moved her hands out of my way, giving me 
complete access.  Finishing the massage with some gentle strokes to both 
sets of pussy lips, I removed the towel and got ready for the job at 
hand, or should I say mouth.

	I spread her legs as far as they would go, pushing her knees 
back a little, and placed myself between them.  She had a beautiful 
cunt, and she was hot for a good fucking.  Leaning forward, I planted a 
light kiss right at the top of her pubic mound, then, moving down, I 
bypassed the seat of her pleasure and began to lightly kiss and lick the 
insides of her thighs, switching from one side to the other, bathing my 
senses in the silken feel of her skin, the taste of her light perfume, 
the odor of sexual excitement pouring from her frothy cunt.

	Placing my hands under her ass, I gently lifted her bottom off 
the bed and began to kiss those firm globes, occasionally nipping them 
lightly with my teeth.  She was trembling with excitement and, I 
believe, a little frustration.  She wanted my mouth on her box.  I 
wanted her to wait for it so as to enjoy it more later and so I 
continued to tease her.

	"C'mon, Jim," she moaned, "don't tease me like that."

	"Like what?"

	"You know what I want ... please."

	"Tell me what you want.  Be specific.  I want to hear you say it." 

	She was breathing hard and her hips were undulating slightly as 
she sought to press her pussy into my face.  She did not want to say the 
words, but I was determined to make her say them.  I continued to kiss 
and nip the area all around her now superheated sex flesh with out 
contacting it directly.

	"Lick me," she moaned.  I licked the inside of her thigh.

	"Nooooo ... lick my .... lick ... lick my ..."

	"Lick your what Cindy?"

	"Lick my ... pussy," she gasped.

	I immediately moved my mouth over her gash, which was now 
leaking a steady trickle of thick feminine lubricant which crawled 
slowly down her ass crack from the base of her pussy, leaving a shiny 
trail across her tightly puckered back door.  The strong, musky flavor 
of her sex was like a narcotic for me, and one which I had gone too long 
without.  I began to slowly, but very firmly, massage her major labia 
with my tongue, working first one side and then the other.  Cindy liked 
this very much, which she indicated by pushing her hips up off the bed 
to increase the pressure.  I continued the tongue massage for a few 
minutes and then switched tactics, taking as much of one of her thick 
outer pussy lips into my mouth as possible and then sucking on it.  The 
thick flesh, so recently devoid of pubic hair, was newly responsive, and 
taking it between my lips also caused me to come into contact with the 
super sensitive inner surface of her major labial folds with my lips and 
tongue which I worked vigorously back and forth as I sucked.

	Cindy began to make an almost pitiful mewling sound from deep in 
the back of her throat.  I thought she was going to come right there and 
I hadn't even gotten to her clit yet.  The scene reminded me so much of 
the many times I had done this to Lana that I almost began to weep.

	Cindy's eyes were shut tight and she had grabbed two handfuls of 
bedspread.  Her hips were in almost constant motion now, making it a 
real challenge for me to stay with her.  Her breathing was ragged 
between clenched teeth as her first orally induced orgasm approached.  

	I was still working her outer lips one at a time, sucking them 
into my mouth, pulling them away from her crotch, causing her to lift 
her hips off the bed to stay with me, working them with my tongue.  
Meanwhile, I was also using the index finger of my right hand to very 
gently caress the outer edges of her inner labia, very carefully 
avoiding her clit.  Her own juices and my saliva had combined to make a 
real swamp out of her pussy.  A small puddle was forming on the bed 
beneath her ass.  I was wallowing in the taste and smell of feminine 
flesh, and her moans became a symphony of sexual thirst.

	She was squealing her pleasure now, her head moving from side to 
side on the pillow.  In between squeals she was mumbling about how good 
it felt and how close she was to coming.

	Replacing my finger action with my tongue, I switched tactics 
and began to run my tongue quickly and lightly all around her inner 
pussy lips, brushing her clitoral ridge, without touching the 
hypersensitive tip, on each pass.  Occasionally, I would use the flat of 
my tongue to lick the slick flesh between those inner lips and the 
thicker outer lips, using my fingers to expose the area I was attacking 
with my mouth.  She began to come, her whole body tensing into something 
like the rictus of death, then relaxing, then tensing again as wave 
after wave of pleasure overtook her.  As soon as I felt her start to 
come, I immediately began to flick the head of her very erect, very 
large clitoris with quick strokes of the tip of my tongue.  Cindy 
screamed as her pleasure sensors overloaded.  I was glad the windows 
were closed or else the whole neighborhood would have been able to hear 
her.

	My experience as a pussy licker told me when to back off a 
little and let her come down, still maintaining contact with my tongue 
and lips, but avoiding direct contact with her clit for the moment, 
noting that it had retracted back into its folds of skin, though the 
flesh was still firm and erect underneath its protective covering.  Her 
body was still undulating, though not with the force of a few moments 
ago.  Her hands were caressing my head, her fingers running through my 
hair.  She apparently thought I was done. Boy was she ever wrong.

	I looked up at her and discovered that she was looking down
at me from between her high, proud, breasts, a dreamy smile of sexual 
satisfaction on her face.

	"Wow, Jim.  That was the most incredible thing I've ever
experienced."

	"Well, I'm a little out of practice, but thank you anyway.  Now 
lay back and relax.  I'm not done eating yet."

	"Not done?  I must have come six times already.  You mean 
there's more?"

	"Lana wasn't kidding when she told you these sessions lasted a 
long time.  I am a man who really enjoys going down on a woman, 
particularly a woman who tastes as good as you."

	Without waiting for a response, I began once again to massage 
her outer pussy lips with my mouth, but this time, I added something 
new.  Using the index and middle fingers of my right hand, I probed the 
depths of her vagina, pressing upward, searching for what I knew would 
be there, and finally finding it;  the little knot of flesh buried 
beneath her vaginal roof, better known as the Grafenburg Spot.  I was 
sure that she had never been given a g-spot orgasm before, and I meant 
to show her what that experience was like.

	I was also hoping that she shared a trait with my late wife, who 
had been a prolific female ejaculator.

	Finding her g-spot, I began palpating it with my fingertips, 
pressing firmly into the hard knot of flesh.  Meanwhile, I was using my 
tongue to firmly, yet gently, caress the area along either side of her 
clitoral ridge, thus stimulating her in two powerful ways at once.  

	"Oh, Jim ... that's good.  What are you doing ... I've never 
felt anything like this ...  Oh yeah .... finger fuck me ... lick my 
clit ... make me come ..."  Cindy began moaning and mumbling snatches of 
words and phrases like these as I once again pushed her up the ladder 
towards orgasm.

	Continuing the finger action inside, I began to lick as much of 
her pussy as I could reach outside, pausing to spend a little time at 
her clit and a little time probing the opening of her little piss hole 
right at the top of her vaginal opening.  Within moments, it seemed, 
though it must have been about four minutes or so, she was at the edge 
of a mind shattering g-spot orgasm.  I suddenly felt the inside of her 
pussy clamp down hard on my fingers just as her piss hole began to push 
itself inside out, opening wide and spurting a jet of womanly fluid into 
my waiting mouth.  I clamped my mouth over the opening and continued to 
work her g-spot, milking her of her come, not a drop of which escaped 
me.  Spurt after spurt of the thick, opaque fluid streamed past my lips.  
This was a taste I had missed, and once again I nearly wept at the 
memories it brought back.  I drank greedily, like a hungry newborn at 
its mother's breast.  Working her pussy until I had drained her dry, I 
slowly removed my fingers from her still weakly clenching vagina and 
licked off the thick coating of her lubricant which had accumulated on 
them.  Giving her pussy a last, lingering, sucking, kiss, I moved from 
between her legs to lay beside her panting form on the bed.  I placed my 
hand over her pubic mound and gently massaged the entire area.

	"I take it that you have never had your g-spot probed?"

	Still catching her breath, she managed both a smile and a 
comment, "You can say that again.  Jim, I've read about the g-spot, but 
reading and experiencing are two different things.  For just a moment I 
thought I was pissing into your mouth, but I was too far gone to care.  
I didn't piss on you, did I?"

	I laughed.  "No, you didn't piss on me.  You came.  You 
ejaculated, to use the clinical term.  Not every woman can do that.  
Lana could, and I didn't know if you could or not.  You can have a g-
spot orgasm without shooting your come, but I was hoping you would be a 
shooter.  I just can't get enough of that stuff."

	She rolled onto her side facing me and began to lick the excess 
pussy juices from my face, finishing with a long, deep kiss.  

	"Now it's your turn," she said, smiling mischievously.


	PART 2
	
	"You don't have to do this you know," I said, not wanting to 
make her feel like I had gone down on her with quid pro quo in mind.  
"I'd be perfectly happy just to fuck that beautiful pussy of yours."

	But she was already arranging herself on the bed, positioning 
her head over my crotch, her eyes taking in the size of my throbbing 
erection. She turned her head to look up at me and she smiled.

	"I want to.  I never said I didn't enjoy giving Bob head, I just 
said I wanted him to give me some too.  You're not forcing me to do 
anything, and believe me, if I didn't want to, nothing could make me 
suck this monster of yours," she laughed.

	Turning back to my cock, she planted a warm, wet, kiss right on 
the head, letting her tongue run around the smooth surface and 
collecting the shiny dab of pre-come which had collected at the tip.  
She let the head of my cock slide between her lips and worked her tongue 
into the pisshole.  She grasped and stroked my shaft with one hand while 
her other softly caressed my balls.

	Lifting her mouth off my cockhead for a moment, she adjusted her 
position so that she was kneeling between my legs.  Then, grasping the 
base of my cock just below my balls firmly in her right hand, she 
pointed the shaft straight up at her mouth and began one of the most 
fantastic blowjobs I have ever received.

	I groaned as I felt her warm, wet, mouth slide back over the 
head of my cock.  She stopped there for a moment, scrubbing the smooth 
surface with her tongue, allowing saliva to accumulate until it was 
escaping her lips and running down the length of my shaft.  Using her 
spit as a lubricant, she began to take more and more of my cock in her 
mouth, working it in with short but slow strokes.  

	I watched in fascination as more and more of my manhood 
disappeared.  Soon, I felt the head of my ten inch dick touch the soft 
flesh at the back of her mouth and I saw her change the angle of her 
head and neck slightly.  I guessed what was coming next, but it still 
didn't prepare me for the sensation I was about to experience for the 
first time.  Lana had never taken my entire shaft in her mouth.  She 
just hadn't been able to do it, no matter how she tried.  I hadn't 
minded, of course, because the other things we did to each other were so 
pleasurable.  Still, I had always wondered how it would feel to have a 
woman swallow my cock to the root.  I was swiftly finding out.

	She didn't pause once she began the final descent over my cock.  
I felt the head of my shaft pass the back of her mouth and slide, 
seemingly without effort, into her throat.  I could just make out the 
outline of my cock as its head entered her neck.  Soon, her face was 
pressed against my pubic bone and she held it there, her tongue, lips, 
and throat muscles working together to cause shockwaves of pleasure to 
race through my nervous system.  

	Needing to come up for air, she slowly slid back up the shaft 
until the head popped out of her mouth, a thick string of saliva 
connecting it to her glistening lips.  She looked up at me with a shit-
eating grin on her face.

	"Did you like that?"

	Not waiting for any reply, she confidently returned the head of 
my cock to her mouth swallowed my entire length in one, long, smooth, 
stroke. She was in no hurry about it, her strokes were each exactly 
alike.  Long smooth descent, pause at the bottom while her throat 
muscles worked the head and shaft of my cock, long, slow ride back to 
the top until only the head of my throbbing member remained in her hot 
oral cavity.  I don't know how I stood it for as long as I did, but it 
seemed that the pleasure went on for some time before I felt the 
pressure in my balls building up to the exploding point.  She sensed 
this too, because she suddenly pulled her mouth off my cock and sat up 
on the bed, her hands still holding and stroking my shaft, shiny with 
her spit.  

	"I want you to come in my throat and in my mouth, Jim.  I want 
you to fuck my face."

	Once again she did not wait for my response, but quickly moved 
to the edge of the bed and sat up, her feet dangling over the side.  It 
took a moment for the import of her actions to get through the lust 
fogging my brain, but eventually I figured it out and got off the bed, 
moving to stand with my cock suspended like a thick, fleshy sword in 
front her face.  She grasped my shaft with both hands and pulled it to 
her mouth, which opened wide to accommodate the massive head of my cock.  
She was leaning forward slightly, thus creating a straight tube out of 
her mouth and throat.  Cindy reached her arms around my hips and pulled 
me in all the way without hesitation; my balls resting lightly against 
her chin as I penetrated her to the base of my cock. Her face was buried 
in my crotch and she pressed her lips hard against my pubic bone, her 
throat and tongue working me over all the while.  She moved her head 
from side to side like a dog playing with a slipper.  Wet, sloppy sounds 
were coming from the junction of our bodies.  

	I didn't know how she was able to stay down so long without 
coming up for air.  It seemed like an eternity before she began to pull 
back, revealing the shiny, spit coated shaft of my cock as it emerged 
little by little from her oral cavity.  She grasped it by the base as 
she removed it completely, once again remaining connected by a thick 
strand of saliva.  She looked up at me with a smile, once more.

	"Now, Jim.  When I take you in this time, I want you to stroke 
your cock in and out of my throat just like you would if you were 
fucking my pussy. I'm going to be playing with my clit and if I'm lucky, 
we'll both come at about the same time.  Bob and I do this all the time 
and I usually reach orgasm right about the time he shoots his load.  
Don't worry about how I'm doing, just concentrate on your own feelings, 
o.k.?"

	Without waiting for a response from me, she pulled my now nearly 
aching member back into her waiting, willing, mouth and swallowed it 
once more.  True to her word, I noted that one of her hands had buried 
itself in her crotch, her fingers working her pussy in time to the 
gentle stroking I was giving her mouth.

	I took her head in my hands and started a slow, in and out 
fucking motion, not wanting to start to fast, enjoying the sensation of 
having my entire 10 inches engulfed on each pass in and out of her sexy 
mouth.  Pretty soon, though, my lust took over and I began to stroke 
faster, which caused her to speed up her clit stroking as well.  Now she 
was groaning, as was I, and her groans caused vibrations to move up and 
down my cock, adding to my pleasure.  Saliva was running from both 
corners of her mouth and dripping down onto her tits, leaving a shiny 
trail between them.

	I felt my balls start to tighten and I knew that my orgasm was 
close at hand.  It had been a month or more since I had jerked off last, 
so I knew that this was going to be a real blast when it came.  She 
sensed my closeness to climax as well and she provided one final trick 
to bring me over the edge.  Using the ample lubricant provided by the 
saliva leaking from her tightly stretched lips, she thoroughly coated 
the index finger of her right hand and proceeded to push that finger 
past the portal of my anal sphincter, gradually working it deep inside 
my rectum until she found what she was seeking.

	My pleasure had increased as I felt her slide that wet finger 
into my ass, but I stayed in control until she found the pleasure button 
buried deep inside that forbidden passage.  At the first pressure of her 
finger on my prostate, I slammed my cock deep into her throat and began 
to come; great spurts of hot, thick sperm gushing down her throat.  I 
could see her throat muscles working to swallow the load.  I pulled back 
to give her a taste as her mouth continued to work me over.  She was 
coming too, her left hand a blur as she stroked her clit.  She had 
pulled her finger from my ass and was using her right hand to stroke 
more sperm from my cock as her mouth continued to receive blast after 
blast of my frothy produce.  As our orgasms began to subside, I slid my 
still erect cock into her throat one last time, letting her swallowing 
action milk the last drops of semen from my rapidly emptying balls.  

	"That was incredible, Cindy," was all I could manage as my now 
softening cock plopped from her mouth.  I flopped back on the bed, 
temporarily spent by my powerful climax.  "Thank you."

	"You're welcome," she said as she licked a few stray drops of 
come from her lips and crawled up to join me on the bed.  "Still want to 
fuck me, or did I wear you out?"

	I recognized the playful, teasing tone in her voice and 
responded in kind.

	"Just give me a minute and I'll give you all the pussy pounding 
you can stand.  Remember, you're talking to a guy who cock hasn't seen 
the inside of a pussy for over a year."
	
	Part III
	
	I got up from the bed and went to the kitchen to get us each 
something to drink.  As I was getting a couple of cold ones from the 
fridge I reflected on what had just transpired.  Reflected in some 
disbelief.  I had just exchanged oral orgasms with the wife of a friend.  
Not a good friend, but a friend none the less.  Guilt?  I was feeling 
some.  

	The next moment I was feeling something else.  A warm, 
definitely female, body pressed against my back and two arms reaching 
around my front to take possession of my cock and balls with gentle 
hands.  My cock was almost instantly erect.  Rational thought quickly 
fled as Cindy's nimble fingers swiftly stroked me to throbbing fullness.

	"I got lonely and thought I'd see what you were up to," Cindy 
giggled, continuing to caress my cock and balls.

	"Mmmm, I'm glad.  I like what you're doing, but I've got a 
better idea," I replied, setting the soda cans on the counter and 
momentarily disengaging myself from her pleasurable embrace.

	I turned to face her, planting a long kiss on her upturned 
mouth.  "Let's do it right here, right now," I said breaking the kiss.  
She responded by moving to the counter and leaning over it, presenting 
me with a great view of her ass and the pouting pussy my cock was so 
eager to enter.

	And, applying a little spit to the head of my sex sword, I 
notched it between those slick, newly shaven pussy lips and inserted the 
whole thing in one long stroke.  Cindy groaned with pleasure as she felt 
the last inch push home.  She ground her hips against my belly in a 
slow, sensuous circle. Man... that pussy felt great as she gripped my 
cock, using her interior vaginal muscles to work my more sensitive 
surfaces.  Having gone without for so long, you might expect that I came 
close to shooting right on the spot. Amazingly enough, though it felt 
great, I knew that I was going to last a long time, probably thanks to 
the terrific blow job I'd just enjoyed.  I settled down to a nice, easy 
stroke and prepared to go the distance.  Cindy had other ideas.

	"C'mon Jim, fuck me harder.  My pussy's like a firecracker and 
its gonna blow any second!"

	Grabbing her hips, I increased my pace and began slamming my 
cock to the depths of her soaking wet cunt as hard as I could.  She 
helped, pushing back as hard as she could as I stroked her velvety 
tunnel.  We were both breathing in grunts and squishing, slapping noises 
filled the kitchen.  I lubbed her asshole with some butter from the 
kitchen counter and started finger fucking her back door, eventually 
working two fingers all the way to the last knuckle. With my fingers 
buried in her ass, I could feel my cock sliding in and out of her tight, 
hot, pussy.  It felt good to stroke myself while I was stuffed in her to 
the balls.  She was loving every minute of it.  She had one hand between 
her legs stroking her clit for all she was worth, occasionally reaching 
back to stroke my slick, wet, cock as I continued to plumb her depths.  
We were blind to everything around us, concentrated on our individual 
and combined pleasure, fucking for all we were worth.  Cindy was coming 
continuously, her contractions rippling up and down the length of my 
pistoning hardness.

	What a sight I was being treated to.  Cindy's beautifully formed 
ass, her newly shaved pussy split by my glistening cock, my butter coted 
fingers sliding back and forth through her widely stretched back door.  
Even though I had come once allready, I felt the beginnings of a second 
orgasm as a tingling sensation in my balls.

	The kitchen was filled with the sounds of sex, our bodies 
slapping together in a rythmn as old as human existance, the moaning of 
our mutual pleasure, the gasping for breath as we labored to bring each 
other to higher and higher peaks of ecstacy.  Each moment that our 
lovemaking lasted made me realize how much I missed the joy of sharing 
physical pleasure with another human being.

	Sensing that her orgasms had slowed for the moment, I slowed my 
pace somewhat as did Cindy, allowing us to both catch our breath for a 
bit.

	"Jim, your cock is doing fantastic things to my pussy, but I'm 
getting a little uncomfortable here. How about if we go back to the 
bedroom and finish this."

	"Great idea Cindy.  You've really got a fantastic cunt, by the 
way.  I can't believe how tight you are, particularly after having four 
kids," I said, pulling my still raging hardon out of her clasping 
passage.

	Cindy turned to me and we embraced, exchanging a long, probing 
kiss, my cuntjuice covered cock sliding around on her sweaty abdomen.

	"Let's get to the bedroom Jim.  Bring the butter too."

	I could only hope that she meant what I thought she did by that 
last comment. She didn't wait to see what I would do, but headed 
straight back to the bedroom.  Grabbing the butter dish, I followed, 
lured by the sight of that luscious ass and what I knew was hidden 
between those tight cheeks.  The area between her thighs was covered 
with a shiny coating of her juices, as was her ass where the butter had 
smeared from my digital-anal attack.  I couldn't wait to find out what 
would happen next, and it wasn't even lunch time yet.
	
	
	CHAPTER IV

	Reaching the bedroom ahead of me, Cindy crawled up on to it on 
all fours, pointing her incredible ass directly at me as I entered the 
room carrying the butter dish and an enormous erection.  Her pussy lips, 
coated thickly with the evidence of her lust, were red and swollen -- 
mute testimony to her excitement.  Without saying a word, she lowered 
her head and shoulders to the bed, and, reaching back with both hands, 
spread her ass cheeks as far apart as she could which gave me a clear 
view of not only her very delicious looking cunt, but the puckered 
rosebud of her anus as well, glistening with a coating of butter from 
its recent finger reaming.

	Stepping up to the bed, I took a large quantity of soft, creamy 
butter and began to further lubricate Cindy's backdoor.  She moaned with 
pleasure as my fingers rimmed the edge of her anal opening and then 
gently slid inside carrying a good portion of lubricant with them.  One, 
two, then three fingers disappeared into Cindy's clenching rear entrance 
as she groaned her approval of the invasion.  I began to slowly stroke 
my fingers in and out of the tight opening as she moved her hips back 
and forth pushing herself onto my probing digits.  She moaned in protest 
when I finally removed my buttery fingers from her now relaxed asshole.

	"Don't worry Cindy, I'm going to put something much more 
interesting than my fingers there in just a moment," I said as I scooped 
up more butter and began to thoroughly coat my throbbing cock.  "Are you 
ready for my cock?"

	"Are you kidding?  If you don't get that cock in my ass pretty 
soon, I may go crazy just thinking about it."

	Not wishing to prolong her agony, and definitely wanting to feel 
myself enveloped by her backside, I moved closer to Cindy, placing the 
very tip of my butter coated cock at the entrance to her anal portal.  
For a moment or two I enjoyed the site of my cock poised to invade 
Cindy's most secret passage and I gave her a little rim job with the 
head ... just a tease for what was to come.  Feeling my cock at her 
entrance, Cindy began to push back, seeking to be impaled upon my 
manhood.

	Grasping the slippery shaft firmly in one hand, I began to 
slowly push forward into the tight ring of muscle which formed her anal 
opening, watching carefully as it began to stretch to accomodate me.  

	Even though I had liberally greased her entrance, and my cock 
was also coated with a large quantity of slippery stuff, and, having 
just probed her back channel with three fingers, there was still quite a 
lot of resistance to this new invasion.  I heard Cindy's breathing 
increase as I attempted to push past her initial barrier.  I saw the 
opening continue to stretch, the wrinkles smoothing out as she began to 
accept the huge cock pushing into her.  Suddenly, and to the relief of 
both of us, her anal mouth slipped over the ridge at the head of my 
cock, leaving only the smooth shaft to come behind.  

	I paused for a moment, giving us both a chance to adjust to the 
new situation. I could feel the heat of her insides and the fluttering, 
clenching, massaging action of her rectal muscles on the head of my 
cock.  I nearly came on the spot, which would have ruined the experience 
for both of us, but somehow summoned the willpower to hold back.  I 
didn't push forward again until I felt her push back with her hips as 
she signaled her desire for more penetration.  Neither of us spoke, but 
the sound of our breathing, and the moans of mutual satisfaction said 
volumes.

	Slowly, slowly, just portions of an inch at a time, my steely 
shaft dissappeared into her asshole, which was pushed in by the pressure 
of the penetration.  It seemed hot in the room now and I could see beads 
of sweat forming on Cindy's back and feel it forming all over my body.

	Cindy let go of her ass cheeks for a moment, and reaching back 
between her legs, used her hands to tell her how much cock was left 
outside her ass.  It was about three inches.  Putting her hands and arms 
back on the bed for leverage, she suddenly pushed back firmly, and 
gasped loudly as she impaled herself on the last few inches of my cock.  
My balls were now resting against the slick skin of her naked pussy, my 
thighs pressing tightly against hers, my cock completely engulfed.  
Holding my position deep inside her, I began to use my p.c. muscles to 
make my cock twitch, which brought an immediate reaction from Cindy.  
She responded by rythmicly clenching her rectal tissues around my cock, 
massaging its entire length with her warmth.

	What incredible sensations we were both experiencing, and I 
hadn't even started to stroke yet.

	"Oh, god, Jim, your cock feels so good in my ass.  I never knew 
it could be this way."

	With a thrill, I realized that I was taking her anal cherry.  
"You mean this is your first ass fuck?"

	"Yes, Jim, you're the first to have me back there.  Bill has 
asked about it before, but until today, I never realized that it could 
be anything but painful.  Now, let's quit talking and get down to some 
serious butt banging."

	Wasting no time, I began to pull back, unsheathing my cock, 
watching as the flesh which had been pushed in on my insertion began to 
move in the other direction, exposing some of the pink interior of her 
back door.  I pulled back slowly until only the head of my cock was 
contained, and then began to slowly, but not as slowly as at first, push 
the entire length back inside.  Again and again I repeated the 
procedure, establishing a rythmn and picking up speed gradually until I 
was poling her with my entire length with a speed and force that pleased 
both of us.

	Cindy began to use her hands to play with her pussy, stroking 
her clit and plunging several fingers in her empty cunt hole, increasing 
the pressure on my cock.  I gripped her hips in both hands and began to 
increase the force and speed of my thrusts, watching as though 
hypnotized as my long, greasy, prick easily slipped in and out of that 
tight opening.

	Cindy began to cum first, her fingers a blur as she stroked her 
clit.  My first clue was the sudden clamping down by her anal ring 
around the base of my cock as the first wave of her orgasm struck.  
Clench, unclench.  Clench, unclench.  Her insides alternately grabbed 
and released me as her climax rolled through her body.  I doubled my 
efforts, seeking my own release, and soon I was slamming into her ass, 
glad for the abundance of lubricant which enabled me to fuck Cindy's 
butt with abandon.  She became even more wild, and I began to have 
trouble staying in the saddle.  Feeling the beginnings of my own climax, 
I shortened my strokes and tightened my grip on her hips, driving toward 
what I felt was going to be the most powerful orgasm I had yet 
experienced.

	Then, it was upon me.  My balls twitched and I buried my entire 
length into her clenching, gripping asshole and held it there as my 
sperm began to spew.  She came again, feeling the heat of my injection, 
and her muscle action was all that was required to milk my balls.  After 
the first several spurts, I began to fuck again, my slimy produce adding 
to the slipperiness of her back channel, and my cock continued to jerk 
-- pouring forth more and more come.  There was so much that it could 
not be contained by her asshole and it began to leak out, running down 
over her pussy and dripping to the bed.  I couldn't stop cumming.  Even 
after my balls were drained dry, my cock stayed hard and I could feel 
the contractions of muscles which were trying to ejaculate semen which 
just wasn't there.  My vision blurred, and for a moment I felt like I 
was going to black out.  Then the moment passed and I was aware that 
Cindy had been powerfully moved as well, her ass still clasping the 
remains of my erection firmly within her liquid depths.

	Cindy fell forward and I fell with her, and we lay on the bed 
together, my cock still embedded in her ass.  We rolled on our sides and 
my gradually softening member began to withdraw until finally, the 
action of her rectal tissues forced it out completly and it plopped 
wetly against her thigh.  I held Cindy close in my arms, nuzzling and 
kissing the back of her neck and her shoulders, my hand reaching around 
her body to gently stroke her belly and breasts.  Our breathing was 
still somewhat labored from our excertions, and I could feel Cindy's 
body still shaking and quivering in the aftermath of her powerful 
orgasms.

	Looking over her shoulder, I noted what appeared to be a tear 
crawling down her cheek.  A stab of fear penetrated my guts at the 
thought that I might have hurt this beautiful woman who had given me 
such intense pleasure.

	"Cindy.  Cindy.  Are you all right," I asked turning her to at 
least partially face me.

	"Yes, Jim.  I'm o.k.  I'm crying because I've never felt as much 
pleasure as you've given me today.  I'm crying because we may have 
started something that will be hard for us to control or stop.  I'm 
crying because I have to go home to Bill now, and I know that he'll be 
able to tell that something is different.  I don't know what's going to 
happen then. Just hold me, Jim, please."

	Her words cut through me like a knife.  By losing control of 
myself, had I caused heartache to another?  Had I let my own needs and 
the sorrow of my own loss spoil the future for Bill and Cindy?  One part 
of me hated Bill for not meeting the needs of this beautiful woman I was 
holding in my arms so tenderly, just moments after having pounded her 
nearly senseless with my manhood.  Another part hated was disappointed 
with me for letting things go so far.  The optimist within me said that 
things would all work out, somehow.  And it wasn't even lunchtime yet.

	Cindy extracted herself from my embrace, standing next to the 
bed, looking beautiful, a 'just fucked' expression on her flawless face.  
She was smiling, in spite of her tears, as she looked down at me.

	"You're a mess, Jim, and so am I.  Can I use your shower?"

	"Of course you can.  Lots of clean towels and washcloths in the 
linen closet." 

	"Aren't you coming with me?"

	My stomach did a flip.  "Do you think that's a good idea?"

	"Why not?  Jim, we can't deny what's happened between us.  We've 
always been attracted to one another.  Don't try to tell me you never 
fantasized about what it would be like to make love to me even while 
Lana was alive."

	I couldn't deny the truth of her words, and didn't attempt to 
protest further. But I didn't move off the bed either.

	"Come on, Jim, let's go clean up and then we can decide what 
we're going to do about Bill."

	She reached out to me with her well manicured hands and favored 
me with one of her room lighting smiles.  I melted inside and once more 
refused to think about consequences.  Taking her hands in mine, I stood 
before her and we looked at one another for a moment.  Then, we kissed.  
Not passionately, but tenderly, affectionately, like lovers. My arms 
were around her and I molded her body to mine, feeling her breasts press 
into me, her nipples still firmly erect, her passion still smoldering -- 
but not out.

	We broke the embrace by mutual consent and proceeded to the 
shower.  What happened there and later is another story.

--