Faith, Friendship and Passion Ch. 01

She began to catch her breath and sat up straight. She looked me deeply in the eyes again. Without saying anything more, Rebecca crossed her arms in front of herself, clutched her dress, and pulled it off over her head in one smooth motion.

She threw her dress onto the arm of the sofa. My eyes soaked in her beauty. She was now wearing only her black thigh high stockings, black strappy heels, and a sheer black strapless bra. I had an unobstructed view of her red and swollen pussy lips spread over my now glistening wet dress pants. Her stomach was not the toned six-pack of a 20 year-old but was completely flat and revealed slight contours of her hip and pelvic bones. With her petite frame and 5 children, I would have expected a C-section scar but I didn't see one. My eyes slowly moved up her body. Darker, two-inch diameter areolas were clearly visible through the sheer lace of her bra and the thin fabric did little to restrain her hard nipples.

She knew I was staring and rewarded me by reaching behind her back with one hand. The bra sprung free and she threw it onto the arm of the sofa next to her dress. My eyes never left her breasts. They were absolutely incredible. Perfectly pear shaped handfuls with nipples pointing slightly upward. Although not large by bra size standards, they looked more than adequate on her petite body. The little amount of sag I saw is expected on a 36 year old woman but no one would ever guess that she had birthed and breastfed 5 children. Once free from their fabric prison, her nipples were harder and larger than they appeared through her bra. Each sat on top of an engorged, dark red areola and was double the width and length of a pencil eraser. I was mesmerized.

I ran my hands up the sides of her rib cage until they cupped the underside of her breasts. I then rotated my hands to cover them and began to play. I squeezed and jiggled them from different positions and different angles. All the while, I could feel her hard nipples digging into my palms.

Rebecca started giggling. I looked up to see an amused smile on her face. "Sorry," I said, "Put a pair of breasts in front of a guy and we all revert to puberty age boys."

"Your breasts, and entire body for that matter, are amazing! I had no idea what you were hiding under those conservative dresses!"

Rebecca smiled widely and said, "Stare all you want. You don't know how good it feels to hear someone say they find me attractive. I can't even tell you how long it has been since I've heard that, if ever."

She let me play with her breasts for another minute then said, "I want to see what you've been hiding under your clothes."

She slid backwards off my lap to kneel in front of me on the floor. She put her hands on my knees then slid them up the inside of my thighs. Her fingers found the bulge of my rock hard cock and traced its outline with her fingertips through my thin dress pants which soaked by her orgasm.

"Sorry, I may have ruined your pants."

"Do I look concerned?" I said sarcastically.

Rebecca never looked up or responded. Her gaze was now focused on my cock in the same way it was that day a few weeks ago in her garage. As if in a trance, her eyes were locked on my crotch. She ran her left palm and fingers up and down the bulge slickened by her cum. Her right hand joined her left at the top of her last stroke. She unbuttoned my pants then slowly pulled the zipper down. As the zipper released, my cock pressed outward restrained only by my thin boxers.

Rebecca's breaths became heavier. She reached back up and curled the fingers of both hands under the waistband of my boxers. She lifted the elastic up and over my springing cock. Unrestrained, it stood at attention in front of her. She continued to tug at my boxers and I lifted my hips for her to pull them and my pants to the floor.

She slowly and tentatively reached her right hand out to take my shaft between the tips of her fingers. She shifted her face closer and moved my cock around slowly in all directions...forward, backward, side-to-side...her eyes inspecting every angle as she went. Her fingers traced the bulging veins that erratically wind their way around my shaft and then did a gentle circle around the large mushroom head. After a couple minutes, Rebecca seemed to have satisfied her initial curiosity and wrapped her petite hand around my shaft. Her slender fingers were barely long enough to complete the circle. She squeezed gently a couple times then started to slowly short stroke me...only a fraction of an inch up and down.

The sight of her petite hand with perfectly painted dark maroon fingernails wrapped around my cock was so erotic. I'm not overly large but her tiny hand made my cock look huge. In fact, from my viewing angle, it looked like my hardened member was almost as long as her forearm. That sight combined with the feel of her soft hand moving on my shaft was almost more than I could take. My shaft was harder than it had ever been and my mushroom head was so full and purple that it looked as if it could explode at any moment. A bead of pre-cum quickly formed on the tip then rolled off and dripped onto the back of her hand as she stroked.

Rebecca continued her mesmerized stare. She hadn't moved her eyes since she started rubbing me through my pants. While her right hand kept moving slowly on my shaft, I felt her left hand cup my balls. She began playing with them the same way I had played with her breasts. Her hand rolled my balls gently between her fingers, felt the weight of my sack in her palm, pulled the sack up and down, and watched it swing from side to side.

A second, larger bead of pre-cum dripped on her hand and brought her attention back up to my cock. There was now a visible stream of pre-cum from my tip, down the side of my shaft, and onto her hand.

Rebecca's face was already close to my crotch and she was completely consumed in the experience. After feeling the latest drop of pre-cum on her hand, she leaned further forward and placed a soft kiss on the side of my purple head that was still dry. She stayed within a few inches while her hand took a few more very slow strokes of my shaft. She then tentatively moved forward again and touched a forming bead of pre-cum with the tip of her tongue.

I watched her face carefully hoping that she would not have a negative reaction. She was in such a focused trance that I didn't detect any reaction at all before she leaned forward again and boldly licked the trail of pre-cum off my engorged head. Then in the same movement she slowly placed her lips over the tip. I felt my balls twitch and it was all I could do to keep from cumming right then.

Rebecca must have sensed it too and removed her hand from my shaft. She put her hands on the sides of my hips as she took my full head into her mouth. Once in her mouth, she ran her tongue from side to side on the sensitive underside. I flinched a little. She let my head fall from her mouth and looked up at me for the first time since she started playing with my cock.

I just looked at her and said, "I've never had anyone give me oral before. You are so beautiful and it feels so incredible that I don't think I will be able to hold back my orgasm if you keep going."

Once again, she got that familiar wide smile on her face and said, "Don't hold back. You gave me the first two orgasms I've ever had tonight. I want to please you the way you pleased me." After a brief pause, she added in a somewhat embarrassed voice, "And, I want to feel your...your cum in my mouth."

She looked back down and slid her lips downward until they slipped over my head and touched my shaft for the first time. To my surprise, she didn't stop there. She continued to take another inch or so into her mouth before massaging my sensitive underside with her tongue again. Instinctively, I reached out and placed my hands on the back of her head. Rebecca began to slowly bob up and down on those first couple inches of my cock. Her wet, warm mouth felt so incredible...like nothing I had ever experienced before.

After a minute or so of bobbing, Rebecca began to apply a little suction and I could feel her soft cheeks and tongue envelope me with each stroke. My balls tightened and I hastily warned her, "I'm there. I'm going to cum!" Instead of stopping like I expected, Rebecca continued bobbing on my cock and reached up to firmly wrap her right hand around my shaft. "Aaaaaarrrrrrr," I groaned. My balls tightened, my muscles clenched, and I exploded my first high-pressure jet into her mouth and then a second and a third. My hips involuntarily bucked forward driving my cock into her mouth with the rhythm of my cum pulses. She grasped my cock tightly in her hand in an attempt to control my bucking. After about five or six large spurts, my bucking lessened along with the volume and pressure of cum. Another four or five shots of cum followed with much less force.

I hadn't realized how tense I was until I stopped cumming and it seemed every muscle in my body relaxed as I collapsed back into the sofa. Rebecca still held the head of my cock in her mouth as drops of cum escaped from the corners of her mouth. It looked like she wasn't really sure what to do next. She appeared to be thinking for a brief second before swirling her tongue over my head one last time. Then I felt brief pulls of suction on my cock as she swallowed once and then a second time.

As Rebecca wiped the corners of her mouth with her hand, I sat there speechless watching her. She looked at me and asked, "Did I do that ok? This is the first time I've ever done it."

"Are you kidding? That was the most incredible orgasm I have ever had! Not that I have a basis for comparison, but I wouldn't have guessed that it was your first time."

"I may not have actually done it before, but I've imagined it a thousand times in my mind."

"I wasn't expecting to finish in your mouth. You didn't have to do that."

Rebecca looked at me a little sheepishly and said, "I wanted you to. I wanted to...feel it...and taste it."

I reached forward and took her hands in mine. I pulled her up to sit next to me on the sofa. She cuddled in next to me and I put my arm around her. Rebecca laid her head against my chest and we sat there in silence for a moment. Even though she was cuddling up to me, I was a little worried that her silence may be a sign of regret.

That fear was erased when Rebecca slid her hand down my stomach and started caressing my pubic area just above my cock. I could tell she was watching intently as my softening member gently swayed back and forth with her nearby caresses. After a few moments, she slid her hand down further and touched the arching half-erect version of my cock for the first time. Like she had done before when it was hard, Rebecca moved my cock in all directions...forward, backward, side-to-side, stretching it out, letting it retract...her eyes inspecting every angle as she went. It responded to her manipulation and began to slowly expand in her hand.

"Having fun?," I asked.

She giggled and mouthed, "Mmm hmm."

After a few seconds, she spoke up, "Can I ask you something?"

"Sure."

"Your umm...penis...is only the second one I've ever seen. Well, not counting my kids' anyway."

I waited for a few seconds and when she didn't continue talking I said, "Was there a question in there?"

She started talking again as she stroked my hardening cock, "...the other one I've seen isn't nearly this big." she said without using her husband's name.

"Again, is there a question in there?"

"Never mind. I just really like it." she said as she stared at it and stroked it.

I reached down, put my hand over Rebecca's wrist, and pulled her hand off my cock. I slid off the sofa and onto my knees on the floor. Positioning myself between her widened, stocking covered legs, I pulled her hips to the front edge of the sofa and leaned forward to kiss her passionately on the lips. Our naked bodies were pressed together for the first time and I could feel her soft breasts and hard nipples pressed against my chest. My dick stood straight out from my body and brushed against her trimmed pubic hair as I leaned forward. If I wasn't already completely hard, I definitely was now. Her body felt so good against mine!

After a few minutes of exploring each other's mouths, I moved to place some soft kisses on her cheek, then neck, and then collar bone. Rebecca lifted her arms and held the back of my head with her hands as I trailed my kisses down her body.

I kissed from the top of her collarbone down to the center of her upper chest. My hands reached up to cup the bottom of her breasts and I kissed down her chest between her perfect mounds. Breathing heavily once again, Rebecca guided my head toward her right breast. I took her suggestion and ran my tongue over her soft skin until it found her hardened nipple. I gave it a couple quick licks then covered it with my mouth. My tongue swirled around it as I gently sucked on it.

Rebecca moaned softly and urged me on by pulling my head tight against her. She increased the volume of her moans as I licked her nipple firmly and tugged at it with my sucking.

I pulled my head off and moved over to give her other breast equal treatment. As I did, my hand slipped down between us and discovered Rebecca's pussy lips were still swollen and soaking wet. My fingertips caressed the length of her lips repeatedly and, after a short time, began applying more pressure with each stroke until they reached the depths of her inner folds.

Rebecca was now moaning quite loudly and raising her hips in rhythm with the strokes of my hand. I sucked firmly on her nipple while I slowly pushed my middle finger inside her. She was tight but my finger easily entered her well-lubricated hole. I began sliding my finger back and forth inside her. Each time it into her I pressed the palm of my hand firmly against her clit. After only a couple strokes like this, Rebecca began to buck impulsively and I could feel her tunnel contracting around my finger.

After a few moments, I could feel the walls of her sex relax a little. I pulled my finger slowly outward and a flow of her cum followed behind.

I gave Rebecca's nipple one last firm lick and then continued to trail kisses down her body. I kissed down her flat stomach, over her pubic bone, and over her trimmed pubic hair until I reached her already open pussy lips. I firmly licked up her inner lips and immediately found her clit. I fluttered my tongue over it before covering it with my mouth and rubbing firmly with my tongue. Rebecca began to convulse immediately in a continuation of the orgasm she just had. Her hands pulled my head into her tightly and her legs clamped shut around my ears. I was trapped and suffocating in the most glorious place I could possibly think of. She went on bucking and convulsing for what seemed like an eternity. When she finally came down from her ecstasy, her legs released my head and she looked down to see my face absolutely covered with her wetness and cum.

She reached toward me as I crouched in front of her pussy and lovingly wiped my face with her hands. As she did, she said, "I want to feel you inside me. I want you to make love to me."

"I want you so bad right now but I don't think I have a condom. I just invited my neighbor over for dinner. I wasn't planning on this!"

Rebecca looked me deeply in the eyes and said, "I was planning on it. I started taking birth control pills two months ago. I didn't know if or when this would ever happen but I have been dreaming that it would. Please make love with me. I need to feel you inside me. I need to feel your love."

Without saying anything, I rose up on my knees and leaned forward to kiss her passionately. As we kissed, I reached between us and guided my steel cock toward her opening. I ran the tip up and down her cum covered slit for lubrication. As I did, Rebecca lifted her legs, spread her knees, and dug the black heels she was still wearing into the front of the sofa cushions. With that adjustment, we were aligned perfectly and I could feel my tip naturally settle against the entrance to her hot opening.

I put my hands on her nylon-covered knees and leaned slightly forward toward her. I could feel my tip pushing against her wetness but her tight hole briefly resisted my entry. I moved my hips forward to apply more pressure. As I looked down, my raging hard purple head slowly disappeared inside Rebecca until it slid past her tight gateway.

This was so wonderfully different than my only other sexual partner. Trish was never excited for sex so her pussy was always closed up tight and dry. She wouldn't allow foreplay to get her wet so the only option was to secretly use a little lube (which she wouldn't allow either if she knew). Even with the lube, entering her dry pussy was a challenge.

Rebecca was just the opposite. She was eager and her pussy was naturally opened wide and soaking wet from her own juices. Her tightness gave resistance to my entry but her moisture allowed my cock to slide as her walls enveloped me in their wonderful pressure. It was something I had never felt before. My cock was barely inside her and the feeling was mind-blowing.

Rebecca moaned loudly as my head slid inside. Once it was in, I gave another little push and entered her about another inch. I pulled back just slightly before slowly moving back into her again. I repeated this motion several times. With each stroke, her sex invited my cock in a little further. After five or six little thrusts, I was half way into her.

Under her breath, Rebecca mouthed, "I've never felt so full. You feel so good inside me."

She raised her arms and placed her hands on her own knees to take my place holding them apart. I moved my hands down and placed them palms down on her flat stomach.

After a few more thrusts, I found my cock completely buried in Rebecca's pussy. I began a pattern of slowly pulling almost all the way out of her then slowly moving all the way back inside her. After a few of those full-length strokes, I began to increase the speed of my movements and the slow strokes became firm thrusts.

Rebecca gave out a gasp of breath each time I pushed into her. If she wasn't showing full passion before, she certainly was now. Her face and chest were flush and rose color. Her breasts spread across her chest as she laid flat on her back and swayed with the rhythm of our movements. On top of those milky clouds, her nipples stood proudly erect from her engorged areolas. She was breathing in short gasps and her eyes were glassed over like she was in a different realm.

My speed continued to increase to the point that I was roughly pounding into her. Rebecca's breasts shook in rhythmic waves with each hammering.

A pungent musky scent and the sounds of sex filled the room. In addition to Rebecca's gasps and moans, my low hanging balls audibly slapped against her ass as I bottomed out with each thrust. At the same time, her tight pussy let out a variety of sloppy wet sounds as my cock moved in and out.

I started to feel my balls tightening and knew I was on the verge of cumming but didn't want this to end yet. I slowed my strokes and pulled out of Rebecca's pussy. Without any prompting and without saying a word, she quickly sat up and turned around for me to take her from behind. She put her knees on the edge of the sofa and leaned forward to rest her elbows on the back of the sofa.

I took the invitation and rose to my feet to stand behind her. She spread her knees apart on the edge of the sofa and I reached out to put my hands on the sides of her hips. The view from behind was awesome. Her heart shaped ass looked even better bent over in front of me. It also gave contrast as her hips quickly tapered into her slender waist and petite torso. Had I not distracted myself, I think I could have cum just looking at her.