I had been watching my mother's friend, Mrs. Ashlock, for many years. She was about forty-five with a face pretty enough for a movie star and a slender but voluptuous body that was the envy of her friends. I was what they call "sexually precocious," I guess. Women's bodies became an object of vague, unfocused but intense desire at about the age of seven. Photos in popular magazines such as hosiery and swimsuit ads drew my interest and caused an unidentified but pleasurable stirring in my chest. Janet Ashlock, however was real flesh and blood and was often in our home or we in hers.
Once, when the Ashlock's were visiting I was sitting quietly in a dark corner of the family room when my mother and Mrs. Ashlock came in. They were chatting excitedly about the vacation the Ashlock's had just returned from.
"And a lot of sun!" Mrs. Ashlock was saying, "just look!" She raised her skirt almost all the way up her thighs to display her tan. The sight of her long, sleek legs caused a rush in my blood that nearly tore my teen-aged head off. From that time forward, I dreamed of her, plotted to hang around her and schemed to see more of her lush body. I watched like a hawk for her to cross her legs so I could catch a glimpse of leg. I sidled around to peek between the buttons of her blouse at the curve of her tits. Later, I sort of outgrew those adolescent behaviors but I never lost the desire to see Janet Ashlock naked. When I was seventeen, the Ashlocks hosted a cookout and we all ended up swimming in their pool. Mrs. Ashlock wore a conservative one-piece tank suit but I still had to stay in the water most of the evening to hide my excitement. When I was eighteen, I got the chance for more--- much, much more!
She called one day and asked me to help her move furniture so she could paint and paper her living room. It was a hot day; she was wearing a tee shirt and a pair of tailored shorts that left her legs bare --- short shorts. They were still long, still sleek and still tanned and if they seemed heavier and rounder with a little more soft feminine flesh than they had that day in the family room, that made them all the more compelling and desirable and much sexier. I began to get hard at the first sight of them.
We moved the recliner to the next room, then continued to move furniture out of the living room. As I was attempting to place a heavy end table in the hallway she took hold of it to help me set it down and pressed one of those big soft tits hard into my left biceps. It turned me on like a light! After that, I couldn't keep my eyes off of her figure --- the shorts clung to her bottom every time she bent over and the curve of her cheeks were clearly visible to my delighted gaze.
After about three hours, we were both warm and glad to see the end of the work. She asked if I would like a beer, which I gladly accepted. I yearned to stay for more. Her nipples were pressing hard against the tee shirt. I was dizzy with desire and couldn't believe my luck when she invited me to stay for lunch. She made some great sandwiches and we talked and laughed as we ate and drank beer. When she was finished she pushed her plate back, placed her forearms on the table and rested both tits on them. It was obvious that she was not wearing a bra.
She suggested that we move to the living room where sat sort of sideways on the sofa so we could face each other and had another beer. She looked down at my cock, and grinned; she could see the bulge in my jeans.
She smiled, "Why David!" she said, "apparently I haven't tired you out enough!"
There was something in her smile and her voice that encouraged me so I screwed up my courage. "I've known you since I was a kid," I said, "and had many a fantasy about you."
"I didn't know you had those feelings for me, David." She crossed her legs and the shorts rode up a little revealing the soft under curve of her thigh. I didn't bother to pretend not to look.
"I've always had feelings where you are concerned," I confessed.
"What would you like to do about it?" she asked, the smile still in place.
"I've wanted to make love to you ever since I found out what it means."
"I'm surprised, David! I thought I was too old to be considered hot by a young man of your age." I could see that she was pleased with my confession. She placed her arm along the back of the sofa and leaned toward me, her back arched to press her tits against the tee shirt. Her nipples were rigid. I gazed openly at them.
"Nope!" I said, "you're hotter than any girl in my class --- or anyone else that I know for that matter."
Again, she looked down at my growing bulge and said, "So I see". She moved toward me on the sofa till our knees were touching, then let her hand trail slowly up my jeans and pressed softly on my cock. I couldn't suppress a gasp at the unexpected touch.
"Does this bother you, David?" she asked softly? "Do you want me to stop?"
"No --- no --- I ---" She moved closer and took my wrist in her other hand, drew it toward her and placed my hand flat on top of her thigh. It felt warm and soft and slightly moist. It was heaven! I squeezed lightly, then harder. I
moved my hand boldly higher till it rested against the edge of her shorts, her flesh was softer there; my knuckles brushed against the fabric between her legs.
She closed her fingers on the bulge, looked up and smiled into my eyes. My heart began to pound. "Can you be discreet, David?" she asked softly, her eyes directly into mine, "I'd like very much to give you what you want, to fulfil your fantasy but you mustn't tell anyone. Can it be just our secret?"
"Good!" she said and leaned forward. She took my face in her hands and kissed me lightly on the lips. "We can have a lot of fun and --- pleasure, David. Now and --- anytime we want to. Does that suit you?"
"Y-yes!" I managed to stammer and cursed my voice for sounding dry and scared.
"Come with me, then," she said softly.
She took my hand and led me to her bedroom. "Don won't be home till late tonight," she said, "and there is no one else here." We faced each other, my hand still in hers. I could feel her fingers massaging mine encouragingly. Her other hand went back to my hard-on and stroked softly. "Would you like to remove my top for me?" she asked. I nearly fell down with joy.
"S-sure!" I stammered.
I pulled her tee shirt over her head and gasped as two beautiful tits bounced softly into view. As I had guessed, she wore no bra. She was everything that I had dreamt about. Her tits were cantilevered cones of softness marked by bikini tan lines and sloped down to wide ovals of rough titty flesh as big as silver dollars; they sagged a little --- just enough to show that they were all natural, no silicone or plastic surgery. Her nipples were large and already stiff with anticipation. She turned a little and the light from the window outlined them perfectly. She smiled a big smile and stepped forward, pulled my tee shirt over my head and took her time feeling the muscles in my chest. Slowly, she put her arms around me and drew me to her. I returned the embrace eagerly and felt those gorgeous tits flatten against me. She laid her head on my chest.
"Oh, David! You feel wonderful! Do you like this --- holding each other like this?"
"It's wonderful!" I said and felt foolish for sounding so weak. She pulled my head down with her hands and we shared our first hard, passionate kiss. Her lips were hot on mine and soon parted as she slipped her tongue between my lips. Then she began to teach me.
"David, are you enjoying this? Do you want to play with me a little?"
"Sure, I mean, --- yes!"
"There's no need to be nervous, David. You're pleasing me very much!"
Our arms were still around each other with her breasts pressed tight against me. I let my hands drift down to her bottom and squeezed both cheeks. "That's right! You can feel me up all you want to, David. I'm here with you and for you. I'm all yours this afternoon. You can touch me, caress me or feel me anywhere you want and whenever you want."
Her voice was still soft but had a new tone --- huskier and vibrant and full of heat. She pulled back slightly and turned till she was sideways in my arms. "Here," she said, "do this for me." She guided my hand to her tit and pressed it over the soft hillock of flesh. "M-m-m-m! That is so good! Squeeze --- that's it --- now lift and squeeze --- A-h-h-h! That's something that women like a lot --- gentle squeezing! Do it some more! There! Now, brush my nipple with your thumb. --- That's it! Yes! --- O-h-h-h, so good! --- Do the other one now. --- M-m-m-m, your hands are so big and warm --- they feel so strong."
"Your breasts are very exciting," I said with as much sophistication as I could muster.
"Thank you, David. You know, it's even more exciting if you call them my tits --- or my titties --- it's alright with me! Here!" She guided my hand again, this time down between her legs. "Squeeze me here!" I closed my hand over her mound. "That's my pussy, David, or you can call it my cunt if you want to. It's getting very moist because you are exciting me and you can have it very soon but I need a little more up here first." She pulled my hands back to her tits. "What are these?" she asked like a teacher.
"Your titties," I murmured, "Your big beautiful tits!"
"Oh, yes, darling David! My big soft tits! All for you my sweet lover! Now pinch my nipple a little and pull on it --- yes, like that! Now, --- and don't be shocked, David. --- I want you to hurt me a little bit. Pinch harder --- harder! OH! Yes! Do it some more! It's what makes me melt! It's what makes me want you! OH! OH! --- Yes! Like that! Now the other one --- quick! Please! OH! Yes! OH! God! I like that so much! That is so good, David. You are a quick learner and a terrific lover!"
Then she told me to strip off my jeans. When I got down to my underwear, she stopped me.
"This is where I take over," she said. I didn't know what she had in mind but I stood before her and allowed her to do what she wanted. She knelt before me and looked at my hard-on still trapped in my shorts. She fondled it slowly with her fingers, stroked it, then placed her mouth over the fabric and started to suck my cock though my shorts. She pulled on it gently with her teeth and I almost came right then.
She must have known what was going on with me because she looked up and said, "Please try to hang on, David! Please don't come yet! I want to enjoy your beautiful cock for a few minutes. I promise that I'll give you everything you want but let me make love to you for a little while, please!"
Then she pulled my shorts down and took hold of me. "M-m! David! You have a gorgeous big prick my darling! I'm going to love making love to you!" She settled her cheek next to it and cuddled it, stroking it with her palms. "And these big wonderful balls! God! You are an exciting lover!" She cupped them and massaged gently. Then she began to suck me for real --- slowly. I took it for as long as I could then fell back onto the bed and stopped her before I came.
"It's alright, David! You can come in my mouth! I want you to! Please do it for me!" She captured me again in her mouth and I felt her lips and tongue pulling hard. I exploded in a matter of seconds, filling her mouth and covering her lips and chin with semen. I lay there, trembling, filled with a strange mixture of horror and satisfaction and power.
"M-m!" she grinned at me as she licked the cum off her lips, "You taste good, lover!" She let me look at her cum-streaked face for a few seconds, then wiped it clean with her tee shirt and continued kissing my thighs and licking my balls. She sucked my cock softly for a few more seconds. Then she paused and looked up at me along my body.
"How was that, David?"
"Terrific, Mrs. Ashlock! --- Just terrific!" She laughed softly at my use of her last name, then crawled up until she could hang her tits in my face.
"Now we can take our time," she said. "The initial excitement is over. The edge is off and we can concentrate on pleasing each other more completely."
I didn't know exactly what she meant but I had an idea. I was satisfied but still eager for her. I didn't feel frantic and rushed as I had a few minutes before. I caught her nipple with my lips and sucked in as much flesh as possible. She moaned low and trailed her hand between my legs. I felt her cup my balls again and massage gently. She lifted her tit away and replaced it with the other, moaning again as I began to suck in earnest and tease her nipple with my teeth and tongue.
"Oh, yes! Just a little harder --- please! Please! OH! OH! Yes! --- Now the other one again! Hard, David! OH! OH! Yes! M-m-m! I love how you suck and bite my tits!" She settled next to me and pulled my arm into her cleavage. Her other hand was still busy between my legs and I was stirring and hardening again already. "Oh, good!" she said, gripping the shaft and squeezing "You're getting another beautiful hard-on! Would you like to take my shorts off for me now?"
I rolled up onto my knees and bent over her. I hooked my fingers in her waistband and began to pull. "Unbutton them first," she murmured. I found the buttons on the waistband and fumbled them open to her amusement. I slid the zipper down and pulled the shorts slowly down her legs and off. She didn't have any panties on either. I realized then that she had been planning this all along. I sat back on my heels and gazed at Janet Ashlock, naked at last beneath my gaze. She smiled up at me, obviously enjoying my excitement and delight. Her hands fondled her tits idly and her legs drifted slowly apart to accommodate my questing gaze. Her bush was soft and downy and trimmed close; I could see the outline of her cunt lips. Tendrils of her pubic hair were matted and glistened wet in the afternoon light. She posed and rolled from side to side to give me the benefit of all angles. I pushed her over onto her stomach and cupped her ass in both hands. Still firm, no sag, just perfect round globes of soft, beautiful female bottom! I rolled her onto her back again, bent over her and began kissing and licking the tender flesh of her inner thighs.
"Oh, David! I have less to teach you than I thought! Please keep on!" She pressed my head toward her pussy. She smelled of soap and talcum and a little like sweat, which was fine by me. I kissed and licked and nibbled my way up and down her thighs. Then my tongue found it's way to her pussy. She let me lick and kiss her fragrant cunt for several minutes -- minutes of sheer delight for me --- then surprised me by rolling on top of me to initiate a sixty-nine. I propped my head up on some pillows the better to reach her with my tongue. She lowered herself onto my face and I lapped up her juices like an animal. She came twice. In the meantime, she was giving my cock the loving care that it had needed for sometime. I was in seventh heaven as her tongue pulled hard on the underside of my cock and swirled around the head. Mr. Ashlock must be a very happy man, I thought.
This time, she stopped before I came. She turned onto her back again and said, "Come lie here beside me." It was time for another lesson. She guided my hand to her thigh and showed me how she liked to be caressed. "That's it, David, slow but firm. And every once in a while do this." She put her hand over mine and caused me to squeeze the soft flesh of her inner thigh. "Feel me deeply! Hurt me a little! I like it!"
She withdrew her hand and left me on my own, allowed me to roam over her body feeling and probing her firm suntanned thighs and bottom to my heart's content. We kissed long sliding wet kisses that never seemed to really end. Her tongue was hot and insistent, probing deep into my mouth. At last, breathless we paused as she took hold of my wrist again.
"Get me ready now, David," she said as she pulled my fingers to her mouth. She wet them with saliva, then directed them to her moist pussy lips. "I'm already wet but this helps to increase the pleasure. Put two fingers inside me. --- There! That's right. Ah-h-h, you know how! You've been playing with the girls at school, haven't you? Do you do this for them, David?"
"Sometimes --- if they let me."
"If they don't they're foolish! Push your fingers in a little deeper now --- that's it! What else do you do with your dates? Do you play with their titties?"
"Yes --- and suck on their nipples sometimes."
"And what do they do for you?"
"Sometimes nothing. They just let me feel them up a little. But sometimes they'll hold my cock and jack me off a little. One girl gave me a complete blowjob and let me fuck her."
"Sounds as if you do OK, David."
"Nothing has been as good as this, Mrs. Ashlock. --- I love your pussy! It's so hot and wet!"
"Don't you want to call me Janet? It's alright, you know."
"No. I like calling you Mrs. Ashlock."
"Alright, David. Here, do this for a few minutes." She took hold of my fingers and guided them to her clitoris. "Gently, now David, very lightly --- tease and stroke softly. --- That's it! Oh, that's lovely!" she sighed.
I kept up the soft manipulation of her clit for several seconds. She began to move her hips and writhe a little, moaning softly. Then she pulled my head down for a long hard kiss. Her lips slid away to my ear.
"Oh, my beautiful David!" she whispered, "Would you like to fuck me, David? Would you like to fuck your Mrs. Ashlock?"
"Yes!" I croaked. Her hand stroked my hard-on and squeezed hard.
"Will you promise to fuck me hard with this big beautiful cock of yours?"
"Yes!" I was boiling!
"Come here --- on top of me! Now let me . . ." She took my iron-hard cock between her fingers and positioned it at her gateway. I could feel the head push between her mushy wet cunt lips. "Now, slowly, David, slowly! I want to enjoy the feel of your prick gliding into me --- every inch of it! Yes! Slowly! That's it!"
When I was in her to the hilt, her hands went to my ass and pulled me hard into her, grinding our pelvises together. I felt the muscles in her cunt contract and pull, contract and pull. This is what it's like to fuck a real woman, I thought.
She locked her legs around me and we rolled from side to side as we fucked ourselves into a frenzy. She was moaning loudly and saying my name over and over. Finally, she rolled on top of me and sat up, straddling me. She stopped our motion and sat gazing down at me then began to ride me ever so slowly for a while. Her tits hung and swayed above me, soft and tantalizing. I reached up and kneaded them and pinched the nipples as she had taught me. She moaned again and dug her nails into my pectorals. I started thrusting up with short hard strokes. She closed her eyes and let her head roll back. "Oh, David!" It was a wail of passion. She was coming again and I was coming for the second time that afternoon. She placed her hands flat on my chest and worked her pelvis up and down, milking the cum out of my balls till I was drained.
Afterward, she lay on top of me, both of us soaked in sweat. She kissed me softly and said, "You are a wonderful lover, David --- and an excellent fucker!" I began to swell up with pride and confidence. She looked at me and started to laugh.
"What's so funny?" I asked.
"You said I was your fantasy. Well, I'm living a fantasy too. I've wanted to make love to a younger man for a long time."
I was a little shocked when she told me that she had had lots of men her own age, "Mr. Ashlock and I are pretty liberal in our marriage," she told me. "But I've been longing for someone like you --- someone very young and virile and enthusiastic in the way that only young guys like you can be."
I was flattered, didn't know what to say so I pulled her close and fondled her ass and kissed her.