The Tale of Ugly and Christmas

Benny lowered his face and slipped his tongue up and down her lips before settling back on her clitoris. Again, Joanna squirmed and pushed her pussy back into his face.

"Ohhhhhhh, that's feels good." she whispered as she ran her fingers through his hair.

He began to work up a rhythm before slipping a finger gently inside her; she tensed a little with the intrusion but then pushed downwards to encourage him deeper. His finger pushed slightly upwards trapping her clitoris from the inside and out, and then he began working her.

Joanna lay back in unashamed ecstasy, while she had masturbated for many years, nothing had ever compared to this. Her fingers found and played with her nipples only heightening her pleasure. She felt guilty as her juices ran uncontrollably from her and no doubt covering Benny face. It was strange, for the first time in her life Joanna had no control of her pleasure. She was used to pleasuring herself in her own time, but with someone else involved it wasn't to be. She could feel the first of her orgasms building and shuddered with expectation. She was accustomed to multiple orgasms, short and sharp that wracked her body with ecstasy, soon leaving her dreamy and content. Benny's assault on her clitoris was relentless and she soon raised her buttocks high from the bed.

"Ohhhhhhhhhhhhhhhh, Ohhhhhhhhhhhhhhh," Joanna cried as her orgasm took her.

Benny struggled to keep up with her physical antics ensuring that her orgasm was well satisfied.

"Don't stop." she pleaded. "Ohhhhhhhhhh, please don't stop. I'm gonna cum again."

Benny was impressed as Joanna carried herself through countless orgasms; his face was cover in her juices. Eventually with a painful like moan, she lowered herself onto the bed and lay back in dreamy splendour. Benny removed his face from between her thighs and looked up her, her head thrown backwards and eyes closed, her fingers just teasing her nipples.

Benny raised himself over her body wiping his wet face through her curls and on her navel before moving further up. For the first time Joanna felt the blunt head of a cock sliding between her pussy lips. It was too big she thought as it tried to penetrate her insides, and then with a little push it slipped into her. Joanna gasped more in fright than pain, Benny held still for a few seconds waiting for her to adjust to his penetration. Then he started moving slowly backwards and forward getting deeper each time until he was full inside her. She squirmed under him as he moved inside her with long slow strokes.

"Are you okay?" he asked

"Yeah, it's a bit stingy, but it's nice too." Then she laughed, "I'm not used to opening my legs so wide either.

After a few minutes, Joanna made herself comfortable. She found that bending her legs up to her chest offered the least resistance to her stretched pussy. The pain soon faded and the pleasure took over, she pulled Benny's face to hers and kissed him as he gently rode her. She turned her attention to her pleasure as if was to be remembered for years to come. The stretching of her pussy lips as he entered, his cock thick and warm sliding into her, his balls slapping against her when he was in all the way. She considered the closeness of Benny, him lying between her thighs and breasts, and his tender kisses on her face and neck. She liked how she could hold him tight and hug him, their bodies slippery with sweat but moving in harmony with each other.

She took his face in her hands and pushed him away so that she could look at him, then smiled.

"I'm glad it's you, this is right you and me. I'm glad it wasn't some bumbling idiot, someone that didn't care it was my first time."

Benny grinned down at her, "So it's okay then?"

She hesitated in mock consideration, Well, I suppose it's passable, but is there anything else I have to learn?" Benny rolled off and dragged her on top of him, his cock slipped out and waved freely in the air in front of her belly.

"Yep, there's plenty to learn, you can at least do some of the work. Best you learn to earn your keep right from the start."

Joanna poked her tongue at him as she raised herself and guided her pussy over his cock. She lowered herself gently down on it, her face twisting in pain as it got deeper.

"Do you want some lube? Benny asked. "It might help."

Joanna nodded as she raised herself from his shaft. Benny quickly got the lube from the bathroom and lay back on the bed. Joanna straddled his thighs and took the bottle from him, she aimed it over the head of his cock and dribbled some on and rubbed it in with her other hand. She then squeezed a little onto her fingers and lubricated her lips. This time, she lowered herself with ease onto his shaft, her eyes closed with concentration as she explored her penetration and the pleasure and pain that come with it.

"It feels much bigger like this, still nice though." she commented after awhile.

Benny made his cock move inside her using his muscles; she opened her eyes and grinned down at him.

"I can feel that." she said while leaning forward and dropping breasts onto his face.

For the next few minutes, Joanna rode him slowly as he toyed with her nipples. She was now taking his shaft with ease, her enjoyment increasing as she became more familiar with the act. It was different in the fact she probably wouldn't be able to reach an orgasm like she did when playing with her clitoris, but she liked the feel of warm the thick warm shaft inside her. She leaned forward and looked down, she watched with interest as her lips parted widely as he pushed into her and then hugged his cock as it eased back out, her lips almost closing over the tip of the head.

"Wanna try it from behind? Benny asked after a while.

"Sure." she replied rolling sideways on the bed.

Benny guided her into a kneeling position on the bed and moved in behind her. The view of her perfectly rounded buttocks and gaping pink pussy were a sight to be remembered. His penetration was rewarded with a moan of pleasure; he placed his hands around her narrow waist and began to slide into her with long slow strokes.

"Ohhhhhhhhh, that feels real good." she whispered after a while. "I like it like this."

Benny grinned to himself, "You might have to get used to it this way. Us guys always fuck the real ugly girls this way; don't have to look at their ugly mugs."

Joanna began to laugh, and then to giggle, "Works both ways, I won't have to look at the guy's ugly mug either.

Benny pushed her slowly downwards so that she was lying flat on the bed, without withdrawing from her; he kissed and nibbled at her shoulders neck and ears. He eased his legs to the outside of hers and then squeezed then closed so that his cock was trapped her slippery thighs as well as her pussy. Joanna lay still for a while and contemplated the vast pleasure he was providing.

"Let me turn over so I can hold you." she then asked.

Benny rolled off as Joanna turned over and spread her thighs ready to be mounted. He grinned at her once perfectly shaped pussy, it was now pink, gaping and slippery with her juices and lubricant.

She caught his eye and looked down, "See what you men do to us, it'll never be the same again.

"I haven't finished yet, I fully intend to make a bigger mess of it." he replied while sliding his cock into her.

With her legs full wrapped around him, Joanna lay back happily and took his assault, they kissed and fondled as their bodies moved with each other.

"I'm gonna cum soon." he whispered after a few minutes.

"That's good, cause I'm starting to a little tender down there." she encouraged. "Remember to do it inside me; I want to feel what's like."

Joanna sensed that Benny was getting close; she held his head in her hands to watch the expressions of pleasure. She smiled lovingly up at him, for she knew that he had done a fine job of removing her virginity. There had been little pain, but lots of consideration and tender love with much good fun. She knew her first foray into sex had set a benchmark for her future love making. Benny was a fine man, and while he had been reluctant to remove her virginity, she would never feel one ounce of regret in coercing him into it.

She suddenly felt his rhythm slow down and the tensing of his body. He held his breath and then sighed as she felt the warmth of his cum flow into her, the extra lubrication noisily sloshing around in her pussy. She watched the evident pleasure on his face with much satisfaction, the closed eyes and deep frown lines on his forehead. His body shuddering like hers did when she orgasmed not so many minutes before, she pulled his head close and thrust her tongue into his mouth wanting to share his pleasure.

"I could feel you cum inside me." she whispered as he began to relax. "I liked it, it felt nice."

Benny managed a smile as he collapsed on her and then rolled off to the side. She quickly snuggled into him to reassure him that she was happy.

"Thank you for that." she whispered.

Benny lay back and contemplated what he'd done as his lustful mood evaporated to be replaced with one of reasoning. While he would never forget what had just transpired, he felt it was morally wrong. Joanna placed her head on his chest and looked up at him, she smiled lovingly at him.

"I know what you're thinking." she stated. "But for me it was the right thing to do. I'll never regret it and nor should you. And for an old fella, you can handle yourself just fine."

Benny lifted his hand and ran it through what little hair she had, "It was a first for me too; you're my first virgin."

Joanna smiled and snuggled further down, "I'm glad, it makes it more special. I might as well spend the night in your bed."

They slowly dozed off, both taking comfort in the other's closeness.

The running of the shower awoke Benny; he gazed over at the bedside clock and decided it was too early to face the day, his eyes closing as he drifted off again. He subconsciously felt Joanna climb onto the bed and the cool air hit his body as the sheet was removed. He stirred as cool liquid was dribbled on his limp cock; his interest only aroused when a warm hand encircled its girth and began to stroke it.

"Merry Christmas old man; its time to get up and boogie again." Benny sort of smiled and opened his eyes. Joanna was kneeling beside him on the bed, her beautiful breasts moving in time with her working hand. He felt himself harden under her warm slippery hands; he ran a hand up her smooth thigh and upwards to her breasts. Joanna moved closer so that he could reach both breasts and then opened her thighs slightly to tease him. As soon as he was hard, she straddled him and moved over his cock. He was surprised how aroused she was, and how his cock slipped easily into her. Her mouth was tight with concentration but broke into a grin once she'd taken him completely.

"Ohhhh, that's sooo nice." she whispered and then dangled her breasts into his face.

Sex is always different in the daylight; Benny was amazed how naturally beautiful Joanna was. Her smooth oval face already shiny with her efforts, her breasts full and soft to touch; her body was curvy but lean under the eye. Benny had always been a leg man, his eyes feasted on her ample thighs and what lay between them. He watched as her pussy slid up and down his shaft, her warm juices leaving a shiny tide mark at the base.

She grinned mischievously down at his wandering eyes, "You know, I think I might get to like fucking."

Benny laughed, "I think you might too."

Over the next few days, Joanna's new found interest showed little signs of waning, her sexual demands were soon taking their toll and Benny was starting to feel his age. A bedtime romp was expected and taken each night, his body exploited and ravaged by her beautiful body. Then around lunchtime, she would get into the mood and would tempt him with her wares by parading around in her underwear or topless. She proved to be a good student and became an avid provider of a good blowjob. Her natural inquisitive turned to the large screen TV and DVD player in the bedroom, and Benny was forced to confess to owning a few adult DVD's.

"Let me see." she insisted.

Joanna was soon sitting nude and cross legged on the bed watching a handsome and very well endowed male satisfying a grateful brunette. She glanced over at Benny's appendage and grinned.

"Makes yours look inadequate, maybe I've been short changed.

Benny, without hesitation left the bedroom and returned with a thick wooden long handled broom handle.

"Okay, lets see how you go with this; it's about the same size as your friend on the TV."

Joanna took one look at the implement and snapped her legs closed.

"You can keep that thing away from me." she said while crawling under the covers for protection.

He waved it threateningly at her as she watched with mock horror from the safety of the bed.

Another day she returned home to find Benny on a business call in his office. She kissed him on the head and then sat on his desk facing him. Soon she began to slide her skirt high up her thighs; her panties eased aside displaying her curls and her pink lips below. When that failed to entice him away from the phone, a manicured finger was parting her lips and teasing her clitoris. Benny closed his eyes to concentrate on the call, but her wet finger was soon penetrating his lips, her arousal evident to his taste buds. She removed her panties and slipped them over his head before retiring to the bedroom, he ended the call soon after and joined her.

Like all good things, they eventually come to an end. On the morning that Joanna was to fly out, Benny woke to find her sitting up in bed watching him, her tears running down her beautiful cheeks.

He sat up and took her in his arms, "What's up?"

She cuddled into him and took a deep breath, "I hate goodbyes." she said. "I don't want you to come to the airport; I want us to say our goodbyes here."

She leaned back and looked into his eyes, "I want you to know that I'll always think of this time with you as something really special. You've turned me into a woman, and you've made me a good lover. I have no regrets about what we did. You're a wonderful man and I'd marry you if I was ten years older, but, it's not to be. So, let's make love one last time and then I'd better get ready to go."

For the countless times they had made love, the last time was special. It was of tenderness and tears, of commitment and parting. It was slow and meaningful, the kisses long and passionate, the end exquisitely pleasurable. And not long after, Benny watched her cab disappear down his driveway on the way to the airport. Minutes later, Benny was alone and lonely, he could still smell her scent as he walked into the house and its emptiness.

As the months came and went, Joanna's e-mails declined as she travelled her own path in Europe. Christmas 2004 came and then went; Benny received an e-mail titled 'Thinking of You' on Christmas day, the attachment contained several photos taken with a digital camera. Images of lovely thighs, tight panties and a familiar looking pussy flashed across his screen. He grinned and saved them on his hard drive for future prosperity.

In early 2005, Benny had entered into a relationship with a lady named Hannah. It all started when he was invited to join a business mentoring group, the aim to provide direction and support to up and coming small business ventures. Hannah was an unlikely partner for Benny; firstly she was a highly qualified psychoanalyst, secondly she had a preference to wear old fashion clothes, and thirdly seemed to be a man hater. To be honest, Benny thought she was a pain in the arse and avoided her. But they began to work some projects together, and what was soon clear to Benny was that god had provided her with one of the sharpest minds that he'd ever encountered. He struggled to keep up with her quick thinking and sharp tongue; she in turn didn't appreciate his casual approach to anything and everything. But they worked hard, tolerated each other, and in the end produced some very good results.

It was on a Friday night that things changed for them. Benny was invited to her apartment to work on a project that was falling further and further behind. He was surprised at her sudden change in appearance, gone was the hair pulled tight on top of her head, and gone were the drab clothes. Instead, a main of thick red hair hung to her shoulders, a jade green top showed off a bust line that was normally hidden. A pair of tight jeans hugged shapely buttocks and legs. There was a little makeup where there was usually none, and for the first time, Benny got a glimpse of the real Hannah.

They worked for a few hours before stopping for a coffee break, he then watched as Hannah curled up on the couch opposite. They talked aimlessly about nothing as they sipped at their hot cups.

"You should dress like this more often." he commented after a while.

Her eyes suddenly flashed and bristled with hostility, "Why?"

"Because this is the real you. You're a different person in the office."

"That's because I choose to be. How I look isn't important, it's what I do that is." she replied forcefully.

"But there's no need to be different at work, why can't you just be you?"

"Because that's how I want it, and it's none of your business."

Benny knew he shouldn't be angry but just couldn't help himself. He stared at her unwavering glare and decided he shouldn't be there anymore. He gathered his things and left her apartment without another word from either party. Benny avoided the mentoring group after that. To be truthful as time went past, he was more than a little embarrassed that Hannah had got to him the way she did, and after all she was entitled to dress and behave exactly the way she wanted to.

It was on a cold windswept afternoon that Hannah sought him out in his city office. She strode into his office after intimidating his secretary and planted herself in the chair opposite his desk. While Benny was surprised at her audacity, he smiled at her across the desk while taking in her dishevelled appearance. Her hair was wet from the rain which dripped onto her black leather jacket, her tight jeans and leather boots all soaking.

"Okay, you win." she commented with authority. "We need you back, so you tell me how you want me to be and I'll play the game."

Benny looked into her big eyes but couldn't break her steadfast stare, "I don't want you to be anyone else but you. I really like working with you, but I can't put up with the bullshit. So you decide who you want to be, and I'll decide if I still want to carry on."

"How about discussing it over a coffee?" she asked. "I'm cold."

"Is that because of the weather, or are you still frigid?" he asked.

Hannah sort of smiled, "Don't push your luck."

So that's how it started, Benny and Hannah spent more and more time together, the personal side soon over shadowing the business aspects of the relationship. They enjoyed each others company, the café meals and the interesting and sometimes heated discussions, neither side would surrender a point of view. But the physical side was almost too hard to contemplate, Benny was very wary of Hannah knowing that she had a feisty temper lurking waiting to pounce on him. As for Hannah, well she was fully aware of his prowess with the opposite sex, and she had no intention of being another notch on his bed post.

The first time that Hannah visited Benny's house was a turning point for her, she took in seclusion, his collection of music, the artwork and the books. The house had a tranquil and calming affect on her, and she liked being there from the second of walking in the front door. She liked sitting outside gazing across the rural landscape, a far cry from her city apartment. When it was chilly, she still enjoyed sitting outside and would pull up a chair close to the spar pool to absorb some of the heat radiating from the water. Benny appreciated her liking for his home and was happy for her to visit when ever she liked, for she was very good company.