As Marie was backing out of the garage, she felt a warm breeze through her window. Boy, that felt good. As she drove to the store, listening to music with the window down, she began to relax a little. By the time she got to the store she was in a good mood. Why not? It was a pleasant summer evening and the store was fairly empty.

She grabbed a cart and started off towards the wine section. She needed wine and beer for tomorrow and could even go for a glass tonight. She picked up two bottles of her favorite wine and then went over to the refrigerated beer. As she opened the door to grab some beer, the cool air hit her face and chest. Marie felt her nipples become erect.

As she quickly closed the door, she caught a glimpse of her reflection on the glass. She was a little startled at what she saw. For in her hurry to get to the store, she had forgotten to change. Not that what she was wearing was inappropriate or revealing. It's just that she was wearing a white tank top and a pair of loose fitting boxer shorts, the sort of thing she wore around the house. But there was something else she didn't wear around the house. She wasn't wearing any underwear. No bra. No panties. At first she was upset with herself for not remembering to change, but then she realized it didn't really matter. She was at the store, she had to get her shopping done, and no one could see anything anyway. Well, that wasn't quite true. If she stood under the right light, in just the right position, the brown of her nipples showed through her shirt.

As she started to take her eyes off of the glass, she noticed a hand waving at her from inside the refrigerator. It was Carl, a grocery clerk she often talked to, who she found somewhat attractive. As Marie began to push her cart towards the back of the store, Carl came out of the refrigerated section.

Carl walked up to Marie with a big smile and said, "Well, if it isn't my favorite shopper."

Marie smiled back and replied, "Well, if it isn't my favorite grocery clerk." They smiled at each other a little longer than they needed to. Carl broke the silence by saying, "I'm surprised to see you here so late. I'm here because I had to cover for someone. What's your excuse?"

Marie said, "I just needed some things and decided to come tonight. But I'm glad you're here because I don't really like coming here at night."

Carl grinned and said, "I'm flattered. Come find me when you're done and I'll walk you out."

As Marie walked away she felt relieved. Carl was always so easy to talk to. Not to mention that he was cute. She realized that he had been looking her over as they were talking. She had caught him doing this discreetly on other occasions, but it never bothered her. And tonight it had actually flattered her. If he was interested enough to check her out then she must look good to him. She smiled to herself as she remembered that her nipples were probably jutting out at him as they talked. For the first time that night she felt a little moistness between her legs. She wondered what Carl would think if he knew there was only a thin piece of fabric between him and her pussy.

She went on shopping, confident that no one could see anything, and a little aroused by the fact that she felt almost naked. Don had always encouraged her to wear sexy clothes, or go out without underwear, and to be proud of her body. He often encouraged her to flirt a little. She now realized that it was kind of fun, just like he said.

As she continued on around the store, she saw only a few people. She began to pay more attention to the men around her. She saw one old man with his wife and smiled at him. She noticed two very young men walking down one aisle towards her. Instead of looking away, she looked right at them. It was obvious they were staring at her breasts. As they looked, she could tell her nipples were once again erect and pressing against her shirt. She waited until they looked up at her face and then she smiled at both of them. They smiled back sheepishly and said hello as they walked by. She enjoyed the attention.

Marie was on her last aisle when she saw a man about her age and well built farther down the same aisle. She took a moment to admire his physique as she found what she was looking for. She saw that it was on a shelf high above her. As she reached up for it, she had the feeling she was being watched. Out of the corner of her eye she could see that the well-muscled guy had moved a little closer to her and was looking in her general direction. By now she was standing on her toes, stretching upward. She could feel her shirt tightening against her chest, and knew her shorts were riding up her legs. She just got her fingers on the jar, when it started to topple towards her. Before she could react, a hand suddenly appeared from behind her and grabbed the jar. She turned to see the good-looking guy from down the aisle, now standing just behind her, his face only inches from hers.

"Thanks," she said.

He replied, "I just happened to be waiting to get the same thing when I saw your jar start to fall. I didn't want to see it bouncing off of a pretty face."

Marie smiled and turned a little red. He was standing so close that as she relaxed back down onto her feet, her butt came in contact with his groin. He quickly moved away, but not before she felt the soft but definite bulge of his shorts. Now it was his turn to become slightly red. He smiled into her eyes and moved a few feet away to continue his shopping.

Marie knew he was wearing shorts when she first saw him, but she now noticed that they were those little nylon running shorts that many men wore but few looked good in. He was one of the ones that looked good. She could tell he had a tight muscular ass. She could also tell that she was getting very wet and horny, and should probably get home and take care of her growing desire for the big "O".

But there was one last thing she wanted to do. Since she was feeling a little bolder than usual, she knelt down as if she was looking for something. As the cute guy was still only a few feet away, she glanced in his direction for the sole purpose of checking out his crotch. She wasn't disappointed. She could see his member pushing against his nylon shorts, and could even make out the outline of his obviously circumcised head. She had a brief but very intense fantasy of pulling down his shorts and sucking his cock right there, but unfortunately he moved away. Oh well, she thought, there's nothing wrong with a little fantasizing.

She stood and began to push her cart to the check out. She exchanged small talk with the checker, paid for her groceries, and began walking towards the exit. Her mind was drifting, mostly thinking about sex, as she left the store. She remembered it was late, and noticed how dark and deserted the parking lot was. She recalled Carl's offer to walk her out. She was debating whether she should go back in and find him, or just go on by herself, when he came around the corner of the building, almost pushing another cart right into hers.

"I was beginning to worry about you," he said. "Would you like me to walk you to your car?"

"Sure," Marie replied.

He reached over, took the basket from her, and began walking next to her. Marie put her arm through his and laughingly said, "Do you always walk women to their cars after dark?"

He grinned and said, "Only the cute ones."

Marie guided him around the side of the building, where her car was the only one parked. It was about five spaces from the front of the store. She noticed most of the parking lot lights were out. She was glad she had run into him because it was very dark back here, and it would have been scary to be alone.

As they reached the car, she opened the back end and began to load the groceries into the car. Carl held the door up for her. He couldn't help but notice Marie's nice ass as she bent far forward into the car. When she finished loading the groceries, Marie remarked on what a nice night it was and sat down on the back of the car. As they chatted and enjoyed the warm summer breeze, Marie could occasionally feel the soft air as it blew up the leg of her shorts; it's warmth swirling lightly over her pussy lips. It felt delicious. She lifted one foot up onto the bumper so that the wind blew directly against her soft wet pussy. It was dark enough that Carl couldn't see up her shorts, but that didn't stop him from trying. Marie thought the breeze might help to dry her wet pussy a little, but it did the opposite. She could feel the juices beginning to flow freely, and sensed her lips were beginning to swell. She felt excitement at the fact that her pussy was pointing openly right at Carl but he couldn't possibly see it. She was also excited from the man inside the store. Everything just felt so good. She was thankful to be a healthy sexual woman.

She realized that Carl was commenting on how nice she looked, and smiled up at him. At that moment, a car came around the corner of the building. As it moved towards them, its headlights illuminated both Carl and Marie. Marie glanced at the car as it drove by. She recognized the man from inside the store and smiled at him as he gave a little wave. When she turned her eyes back to Carl, she realized that he had never looked at the car, and was in fact staring down at her legs. She instinctively knew what Carl and probably the man in the car had seen and quickly put her leg down. As the light from the car disappeared, she could feel the heat in her cheeks, but she wasn't sure if it was from embarrassment or excitement. Probably a little of both.

They were both speechless for a moment, and then Marie said, "I need to put one of these bags in the front seat, so it doesn't tip."

As she stood and grabbed the bag, she felt Carl's hand on her shoulder. He simply closed the back of the car and slid his hand down to the small of her back. He left it there as he guided her around to the front passenger door. As Marie reached into her purse to get her keys, he took the bag from her arms. As he did this, Marie felt the back of his hand brush against her breast. He seemed to hold it there a moment longer than necessary. She didn't mind at all. She then opened the door, took the bag from him, and set it on the floor. She lifted one leg onto the floorboard as she reached farther into the car to put her purse behind her seat. Just as she set her purse down, she felt Carl's hands on her sides. Neither one of them moved. She felt his hands move slowly forward and under the bottom of her shirt. She still didn't move. Carl took this as a sign of consent and began to lightly rub her tummy. His hands then began to move upward, a little at a time, until Marie felt them touch the bottom of her breasts. He reached all the way up and squeezed her tits in both hands. He would squeeze and release and squeeze and release. He started stroking his large hands in circles over her breasts. Marie's nipples were very hard as he began to rub each of them lightly with one finger.

Marie had always admired Carl's hands, with his big, thick fingers, and now she saw that he knew how to use them to caress a woman. He began to squeeze her erect nipples lightly, sending wave after wave of pleasure straight down to her pussy. He leaned in a little farther and pressed himself against her ass. She could feel his cock growing inside his pants. She pushed herself back to meet his enlarging member. Carl then moved one hand down Marie's stomach to the top of her shorts. His hand easily moved under the elastic and pushed its way down towards her very wet pussy. He lightly brushed over her pubic hair in his increasing need to get to her wetness. His hand easily found her swollen lips. His middle finger stroked in between them and came away wet. He spread her juice over her soft smooth lips. His thick middle finger went back for more, but this time he didn't just rub between her lips. He easily found her wettest part and began to bury his finger into her. Marie could feel his thick finger as it probed deeply into her soaking wet pussy.

By now they were both breathing rapidly and were beginning to push against one another. Carl pulled his other hand away from her breast. Marie could feel his hand against her ass as he began to work at the button on his pants, and then felt his hand slide down her ass as he unzipped his pants. Within moments she felt his hard dick slap against the back of her leg as he released it from its confines. She could feel his hand pulling her shorts aside, and then his hardness probing up under her shorts, between her legs, frantically searching for her hot, wet cunt.

Suddenly, it found its target. Marie could feel his wonderful hardness as it pressed into her. She pushed back with her hips to help his cock into her steaming hole. With his dick now firmly inside of her, Carl placed his hand back on her tit and continued to rub her nipple, a little harder now. His other hand moved up from her pussy and found her hard little clit between her warm lips. At the same time that he started to rub her firm nub, he began stroking his dick in and out of her pussy.

Marie was hot. She could feel his fingers rolling her nipple, could feel another finger rubbing back and forth on her clit, and best of all could feel his hot hard organ plunging in and out of her like a piston. She had one hand on the headrest and the other on the seat, one leg still up on the floorboard with the other on the ground. It seemed like an awkward position, but Marie was able to pump him for all she was worth. She could actually feel the car rocking as their thrusting became more and more frenzied.

As much as she was enjoying their fucking, in the back of her mind she was aware that they were out in public and that one car had already passed by. Even though the thought of being discovered scared her a little, at this point she just couldn't help herself.

Because of the angle she was in, she could feel her G-spot being stimulated. This caused her to squeeze her pussy tightly around his thrusting dick. Carl had taken his hand off of her breast and was using it to steady himself by gripping her hip. Marie could hear his rapid breathing and could tell he was very close to coming. As he increased the speed of his thrusting, his finger began flying rapidly back and forth over her soaking wet clit. Marie could feel the tingling of her own orgasm beginning.

Up to now she had not made much noise, so when she started to come she had to make a conscious effort to stifle her moans. Not that it really mattered, because once she started coming it didn't matter where she was or who she was screwing, she just had to let that tremendous pleasure sweep over her. Her orgasm built with each thrust until her love box felt like it was exploding in ecstasy. She could feel her pussy involuntarily squeezing his dick. Suddenly he began to gasp audibly, and his hand was gripping her hip tightly. He pulled her back to him as he thrust madly into her. Marie could feel the heat spreading inside her already warm pussy as he released his load.

They were both coming hard but neither one slowed their pace. It was obvious this was something they had both wanted for some time. They pumped and thrust so violently against each other that you would have thought they would come away bruised. After a few moments they began to slow their movements. They were still experiencing wonderful pleasure as they were now nearly stopped, but they continued to move slowly in hopes of prolonging the incredible feeling of orgasm. Finally they were still except for the occasional involuntary jerks that followed great sex. They were both breathing deeply, trying to regain their composure.

Carl leaned in, kissed Marie's neck, and said, "You can't imagine how much I've fantasized about making love to you. But that was even better than anything I ever imagined."

Marie agreed but couldn't think of what to say. So as Carl's dick became soft and slowly slid out of her, she turned, put her hands around his neck, and pressed her lips against his. She thrust her tongue inside his warm, sweet mouth. His thigh pushed against her sopping wet pussy causing her a few small but pleasurable jerks. She could feel their hot mingling juices sliding out of her and onto his leg. She slowly broke the kiss, leaned back to the bag on the floor and pulled out some Kleenex. She proceeded to clean both of them up.

Carl smiled and said, "Was this the reason you put that particular bag in front?"

Marie smiled to herself as she realized she had been found out. Although she was slightly embarrassed, that didn't stop her from fondling his warm soft dick.

Carl then said, "As good as that feels, I really should get back to work."

Marie replied, "That's too bad. There's a sample here I was really hoping to get a taste of."

Carl said with a smile, "That's fine as long as you realize that the grocery store employees get to taste test any samples before the customers do."

Marie reluctantly let go of Carl's penis as his pulled up his pants. She knew that she should get home too. They shared one last tender kiss and then Marie got in the car and drove away.

On the way home she was thinking about how she had come so hard during what was basically a quickie. That had never happened to her before. With a smile on her lips, she realized she would never be so reluctant to shop at night again.

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