Gym Buddies with Benefits

Seth tried to distract her with idle conversation.

"Carly, you know I'm in IT, but I don't know what you do."

Her slurred speech wasn't consistent with her impressive background. "I used to be head shift nurse at the ER at Rocky Mountain Hospital for Children. But when Michael got promoted, I didn't need to work anymore. I decided to go back to school."

"What are you studying?"

"I'm working on an advanced degree so I can teach nursing."

"That's impressive."

"Thank you. But I don't really want to spend the night talking about my career. Let's dance."

Their dancing exceeded the friend zone. He held her close, enjoying the feel of her breasts against his chest. She pushed herself into him so his leg rested between her thighs. Lifting his knee, he ground his muscular thigh between her legs. He leaned down to place his cheek against hers. He could hear the jagged edge in her breathing, betraying her arousal.

Having stared at her gorgeous thigh all night, Seth reached down and put his hand in the slit of her dress, running it up her leg as high as the dress would go. His brain stopped functioning, his primitive instinct took over, and he brought his hand beneath the slit and into the V between her legs. When he discovered that she wore no panties, his dick jumped to attention.

He pushed his groin into her. Their 14-inch height difference caused his dick to dig into her taut stomach.

He put his lips to her ear. "Feel what you do to me. That's for you. I'm going to give that to you as soon as you let me."

Carly leaned into him and reached her hand between their bodies, hidden by his tuxedo jacket. The alcohol had taken control of her hand, causing her to stroke his erection.

She pulled back her hand as if his cock was on fire. What am I doing? I'm a married woman. I can't do this, she reprimanded herself.

Seth took a deep breath and willed his erection to subside. He didn't want the other guests to see him with an erection like an out of control 15-year-old.

Once he had gained some control over himself, he wrapped an arm around her and led her toward the exit. Her drunken state forced her to lean on Seth, but she was feeling like she had to get away from him. He was catnip to her very ready pussy.

The valet took forever. Seth's apartment was close by, but against her better judgment, Carly's head was already in his lap. He drove to the lowest level of the underground garage and parked in the darkest space he could find. He eased his seat back so Carly's head wouldn't bang into the steering wheel.

She unzipped his pants and rubbed his shaft with her small hands. After he parked, she looked him in the eyes, licked her lips, then dipped her head to his cock. She inhaled his aroma; he was masculine and musky—pure Seth. He was long and girthy; he would be a challenge to deep throat, but Carly was up for a challenge when it came to pleasing Seth. Plus, her husband loved her to take him deep, so she had lots of practice at pushing her throat to its limit.

She encircled his head with her lips, sliding against the surrounding ridge and licking the delicate underside. Taking him by surprise, she grabbed his shaft with powerful hands and stroked him up and down while she suctioned his cockhead. Seth was falling in love with Carly's mouth. "Oh god, Carly, you're amazing."

She looked up at him with playful eyes before slipping her pointed tongue in his meatus slit to lick out any precum. She stroked his shaft until Seth was squirming in his seat, giving every indication that he couldn't hold out much longer. Still holding his firm shaft, she looked up at him and smiled. "Let's take the rest of this up to your place."

Seth struggled to tuck himself in and maintain control during the short trip to his apartment.

By the time they got to the elevator, Seth had his hand inside the slit in Carly's dress, rubbing her bare ass and fingering her hole. With his tongue he ran laps up and down her cleavage, driving them both wild with desire.

In the apartment, Carly said, "I have a job to finish." She got on her knees in front of Seth, unzipped his pants, and spread the fly open wide. She licked around the head and up and down the shaft, bringing his erection back to its extension. His dick was an iron rod covered in delicate satin. Veins ran up and down his shaft, big veins coursing with blood. The weight of his throbbing cock in her hand was the most erotic thing Carly had ever felt.

Seth reached down to stroke Carly's hair. "Baby, that feels so good. I love your mouth on my cock."

Unable to respond because her mouth was full of Seth's cock, Carly looked up and winked at him.

"God your mouth is heaven. So good, baby."

Carly stroked him with her hands while creating a firm suction on his head. Sliding her lips halfway down his shaft, she caressed his balls and rubbed her finger along the skin behind them. She resumed stroking his shaft and brought her head down to suck on his balls, taking them one at a time in her mouth. She played with them and teased them until Seth pulled her back up to focus on his hungry cock.

Despite the challenge of his size, she brought her mouth down as far as she could, engulfing his dick until it struck the back of her throat. The sensation of her throat wrapped around his dick was mesmerizing. He nearly came the first time she did it. He held on to himself, enjoying the ride as she deep throated him again and again.

He put his hands on the back of her head and pushed to add depth to her movement. When she didn't seem to mind, he pushed deeper still and brought his hips forward to meet her throat further down, driven wild by her generous mouth. Her throat eased around his tip, curling around more and more of his dick with each thrust. He felt like it was entering a soft, warm tunnel that narrowed around his dick each time he ventured in.

After a final deep pump, he could hold back no longer. He held her mouth hard on his cock, his hands fisting in her hair and his toes curling in his dress shoes. He came in three giant bursts, pumping his salty cum deep into her throat. Each release was punctuated with a loud "Yes!" She coughed and sputtered but did not push away as he released his sexual tension of the evening into her mouth.

After Carly caught her breath, Seth shot her a devilish grin. "It's your turn."

Seth turned Carly around to face the door. He pulled the skirt of her dress up to her waist and ran his fingers over her clit. She moaned and pushed her ass back toward him.

He whispered in her ear, "Do you want me to fuck you right here, naughty girl?"

"Yes, please."

Pushing her dress over his shoulder, he knelt behind her. One perfect ass welcomed him to her body. He pulled apart her ass cheeks to find her beautiful puckered hole. He put his tongue there, circling her bud as she moaned, then thrusting his tongue in as she pushed her ass back for more.

She startled at his tongue in her puckered hole—ass play was not something she had experience with. She struggled with feeling dirty, even as it felt so good. She resolved to open herself to new experiences with Seth. What was the point of being with someone new—especially when she was putting herself on the line by cheating—if she didn't experience something new?

Overcome with a moment of guilt, Carly forced herself to push it aside. Years in an unhappy marriage had driven her here. She wasn't getting any younger. She was going to savor the now.

Seth reached his hand around to find her pussy, wet and wanting. He slid two long fingers into her hole and thrust them in and out to the rhythm of his tongue invading her asshole. Carly swiveled her hips and cried out Seth's name in passion.

He pulled her further back so he could get access to her dripping cunt. He pulled his fingers out of her and licked them. She tasted like sweet pussy and champagne. "Baby, you taste so good." He stuck his tongue inside her and slurped out her juices, urging her hips further back on his face. He brought his hand around and pinched her clit, small nibbles with his fingers that brought her closer to her release.

Finally, Seth could take no more. "I'm going to fuck you now, Carly."

"Oh god, please do."

He pulled out his long cock, already engorged with blood. Carly reminded herself she was on the pill, and Seth hoped she wouldn't ask for a condom. He wanted to experience her pussy bare and raw, with no barrier between them. She didn't ask, so he didn't offer.

He rubbed himself on her slit. She was wet and creamy, ready for him. He teased her and began to ease his cockhead into her. They both felt the power of their initial mating. Carly screamed out, "Oh yes, don't stop!"

Seth teased them both with multiple pushes and pulls of his head in her pussy. She was tight; he had to work to make his way in. The delay was eating at them both. Carly needed him to fill her, and he needed to be rooted to her. Finally, in one swift motion, he slid himself in. She cried out at the fullness of him and continued to moan at the pressure of his fingers on her clit. He slammed his cock into her, claiming her G-spot with each thrust. He pumped her long and hard, pulling out all the way to the tip with each stroke, grinding against her tender spot in both directions. Carly pushed against the door to give herself leverage to slam her ass into his thrusts. She fucked him to the tempo that he was fucking her.

The friction on her G-spot, coupled with the circles he nudged around her clit, sent her hurtling into a cyclone of pleasure, crying out with release. She pleaded with him. "Fuck me, fuck me hard." Her legs gave out, but he caught her, holding her by the waist.

He continued to jam his cock home into her wet cunt until he could no longer hold back. His orgasm rose out of his balls, shot through his veiny shaft, and filled her pussy with his warm cum. He bellowed as he filled her, grasping her hips to pump himself ever deeper. His back ached from the contractions of his orgasm, and his ass hurt from where he'd been clenching it with his climax. He let her fall then, cradled in his arms. They lay like that until he gathered the energy to lift her and carry her to his bed.

CHAPTER 6: BEDTIME

Carly napped off the champagne in Seth's bed. She awoke in the middle of the night, the apartment dark with streetlights shining in the distance outside.

She stared at Seth's handsome, unlined face. Had she really just cheated on her husband? With a man 20 years younger that she was? She should have felt worse about what she had done, but she felt sexy and desirable for the first time in years. Seth brought something new out in her, and for that she was grateful.

Seth woke up when he felt her stir. She was still wearing her gown, though he had stripped down to his striped boxers.

He grinned at her. "Hi, sleepyhead."

"Good morning."

"Not quite yet. It's about 3:00 in the morning. You're beautiful when you're sleeping."

She recalled how they fucked the night before, and a flush crawled up her neck.

Seth noticed her change in energy. "Please tell me you're not regretting last night."

"No, not exactly. Just shocked at myself. I never thought I was the type of woman who would have an affair."

"Last night was amazing for me. And based on how you were acting, it was amazing for you too." He let the sheet slide off his body. She caught her breath at the beauty of his young, toned physique.

Seth eased over to Carly and put his hand on her cheek. "We need more of what we started last night."

He ran kisses along her collar bone then up the tender underside of her neck. When he reached her lips, he nipped at them, forcing her to open her mouth so he could claim her tongue. He sucked her tongue as if it was the bud of her clit, firm and long, running circles around it with his own tongue.

When she moaned, he reached his hand to her waist and eased up her gown. Between her legs, her pussy was still wet from his seed. His erection strained at his boxers, desperate to enter her again.

He pulled the gown the rest of the way off her body, revealing a gorgeous Carly squirming under his attention. He sucked her nipple while his hand caressed her pussy, spreading her juice along her slit. She spread her legs for him, giving him access to her deepest folds. He pushed two fingers into her hole and curled them along her G-spot. When she cried out, he added a third, increasing the pressure on her tender area.

He slid down the bed and took her clit in his mouth. He sucked with hunger, flicking his tongue over her bud, nibbling along its sides, and searching for sustenance in her womanhood. She bucked into his mouth and his fingers. He worked his fingers more firmly into her pussy, sliding his knuckles over her most sensitive spot. "Seth, like that, don't stop. Just like that."

He could feel her release coming. He quickened his fingers along her G-spot until she was screaming his name. Carly fucked his face and moaned. She grabbed his fingers in a tight grip, forcing them harder and deeper into her pussy. That was the pressure she needed to release her pent-up inferno, which she squirted out all over Seth's hand and face. He licked her fluid off his lips and laughed. "Carly, you're busted. You eat ice cream for breakfast, because you taste fucking delicious."

Carly laid back laughing, then curled in a ball of embarrassment and orgasmic rebound. She had never come like that before and didn't know what to make of it.

Seth untangled her legs from his head. "Hey beautiful, I'm going to fuck you now."

He slid the top sheet under her ass and brought his cockhead to her slit. "I'm going to make you feel so fucking good." Carly moaned, a moan of assent and relief.

Seth slid his cockhead into her little pussy, feeling her grip him from all sides. Fuck, she was tight. He held himself above her and slid deeper inside her, his dick pulling in ecstasy with each motion. Carly spread her legs wider to accept his large cock, eager to take him all in. When he met her balls deep, they both groaned in passion and need.

Carly shocked herself, making a request she had never made of any man before. "Hold me down."

"What?"

"I want you to pin my arms down. Don't let me move."

Seth grinned; he was down for anything. He yanked her hands over her head and pinned them with his hands. He fucked her hard, his dick flying in and out of her, deeper and deeper. Carly cried out in pain, but Seth didn't stop. She wanted him to hold her down? He was going to hold her down. And he was going to fuck the hell out of her. He slammed himself in and out of her until his dick ached. He felt a road rash coming on from fucking her for so long so hard without any lube.

Seth pulled his dick out of her. "Do you want to taste yourself?"

She had never done that and wasn't clear what he meant, but with Seth, she wanted to try everything. "Yes."

He scooted up her body until his ass rested on her chest, his cock at her surprised mouth. He continued to hold her down, pinning her arms with his legs.

"Baby, open up and taste heaven."

She opened her mouth as he slid his cock onto her tongue. She was shocked by the feel of him straddling her, his balls pressed against her chin, and his dick forcing its way inside her mouth. But she was turned on.

"That's it baby. Taste yourself on my cock."

She could taste metal and salt, and she could smell her own pussy on his cock. She could also taste him, something more primal and masculine. A smell rawer, more heated.

This position turned him on. He leaned over and held onto the headboard while he plowed into her mouth even deeper. She could no longer taste or smell herself but was gagging around his cock. She pushed against his upper thighs, willing him to stop. He read her signs and backed off. "I'm sorry, baby. You're so hot, you excite me. Let me go back to fucking your sweet pussy."

Seth scooted back down to the pleasure waiting between her thighs. Her saliva on his dick added some much-needed lube to their mating. He was neither tender nor kind. He slammed himself into her and fucked her hard, begging her to finding her climax.

His passion was infectious, and she became like an animal, drawing her fingernails in his ass to bring him deeper and biting his shoulder to muffle her screams. She came until her fingers tingled and her toes curled, until her abdominal muscles ached from clenching and her shoulders hunched beneath the weight of her release. As she came down from her orgasm, Seth rode her out, then said, "I've got to come in your mouth."

He brought his ass back up to her face, this time squatting full on her chin, his balls resting beneath her bottom lip. He guided his cock into her mouth. "Take it, baby. Suck it dry."

She sucked as hard as she could, milking him to help him find his pleasure. She could smell his musky scent and her female odor mingling on his dick. It was erotic and overwhelming. Seth plowed his dick deeper and deeper into her throat, causing her to choke when he went too deep. He didn't seem to care, but shoved himself as deep as her throat would accept him.

Seth liked ass play. "Carly, play with my ass."

"What?"

"Stick a couple fingers up my ass."

"Um, Seth, I've never done that before. I don't want to hurt you."

"Give me your pointer finger, sweetheart."

He took her finger and rubbed it along his long taint, ending at his puckered hole. He spat on his fingers and rubbed it on his asshole. Using her pointer finger, he showed her how to circle his anus a few times until he moaned. He eased the tip of her finger just inside his firm muscle and had her run circles around and wiggle her finger back and forth to loosen the tightness. She couldn't imagine getting her finger in that compact hole until Seth grabbed her finger and slid it up his ass. He showed her how to slide her finger in and out, giving him the rhythm he sought.

"Carly, slide your finger in and out like this."

"OK, got it. But does that feel good? It seems like it would hurt."

"It feels awesome. Slide another finger in me."

"Are you sure it'll fit?"

Seth laughed. "Yes, here, give me your finger." He slid it in his hole to meet her first finger.

"Wow, this is really tight. Do you want me to keep pumping you?"

"No, bend your fingers like you're waving toward my face...like that...oh god, that's good, keep doing that."

Carly's prostate massage was all Seth needed. Seth came deep in her throat, shooting loads of a young man's cum so far down she couldn't taste its flavor. She could feel it in her throat and gagged on the sensation. But for a moment, all that mattered was Seth having his release.

After he came, he fell to his side, cradling her face in his arms. "Time to get some sleep, beautiful."

CHAPTER 7: THE SPATULA

Carly woke up with a terrible hangover. And the smell of bacon and coffee. She never ate bacon and coffee. It wasn't consistent with her commitment to a healthy diet. But this morning, she was going to eat some bacon and drink lots of coffee.

Seth had left a t-shirt out for her. She put it on and stumbled into the kitchen. Seth was making breakfast, looking like breakfast himself in a pair of pajama bottoms and nothing else. Carly took a moment to admire the view before catching his attention.

"Ahem."

He turned around and grinned. "Good morning, lover."

"Good morning to you too. Any chance of me getting some of that coffee?"

"Sure, if you tell me something salacious."

Carly laughed. "I suspect I said plenty of salacious things last night."

Seth poured a big mug of coffee. "Can't deny the truth of that."

"How about some bacon to go with that coffee?"

"Now that's expensive bacon. It's going to cost you some lewd and lascivious acts."

Carly was game. "I suspect I did plenty of that last night too."