Naked and Beautiful

"I'll give you a blowjob!" she blurted out confidently. Her hand gripped my bicep firmly massaging it. Shocked, I looked into her eyes, trying to see if she was really serious. Her gorgeous eyes, staring into mine. Locked into mine. She was serious

She was my boss. She was half my age. A beautiful strawberry blonde. X-cheerleader. Athletic. Exercise class instructor. Addicted to exercise and health. We had met over three years ago in an exercise class. We'd become friends and shared things in our life. But never anything like this.

I'm good looking and very physically fit for my age but not regular pickings for 20 something women. I had looked at her many times, dreaming of desire between us, but had laughed it off as fantasy. Old men can dream about these things, but I had never acted on anything this young. I cringed at the thought of being seen as an old pervert or creep.

I knew she liked me but in an elderly kind of way. As a mentor. She came to me for advice, always got beside or saved me a place at exercise classes, and text me just to let me know how things were going or to ask the same. I saw it as a security type of thing. I was her older mature friend. A change from the kids that she had to deal with that had no real sensitivity. And her smile could melt me like warm jello!

"But I couldn't do this!" I thought to myself. It's just taking advantage of a beautiful young woman. Sure, I could do things and teach her things these kids had never even dreamed of. But I was speechless. I was gasping for air, and was a total blank at how to answer.

"And I WANT to do this..." She suddenly added almost pleadingly. She gripped my arm tighter. "Think about it." She said realizing that I was dumbfounded. And I don't think she wanted to hear a "no" answer. "I'll stop by your place tomorrow to see what you decide." She peeked around to see if anyone was around, then stretched up and gave me a nice gentle but passionate kiss right on the lips. My heart skipped about five beats with that. Regrettably, I had not properly returned the kiss as I'd have hoped. She smiled warmly and walked away.

My thoughts swirled for the next eighteen hours. I couldn't accept the blowjob but I would help her because she was such a wonderful friend. AND she was a beautiful girl and I loved being there for her. That was my answer and the honorable thing to do. I was settled on that.

But, oh my god, how could I possibly pass up such an amazing experience in my life. I had been with a few gorgeous women in my life but age had taken that opportunity away from me. I appreciated and found older women attractive, experienced, and arousing, but the dream of young beauty always sticks with you.

So, I got ready in the morning preparing for either/or and figuring she may change her mind and make it easy on my poor heart. She may not even show up.

At 8:30, I heard a knock at the door. My heart pounded in my chest as I got up to answer. There she was with her beaming smile as I opened the door. I couldn't help but smile back. Her hair was pinned back in a pony-tail as it was most of the time. She was breathing hard and perspiring.

"Good morning" she snuck out between breaths. "I ran." She stuck her tongue out in a goofy sort of grin and giggled. She was so dam cute.

"Come in." I greeted. "Do you need a towel?" I added trying to be gracious and not to show my nerves.

She had a jogging jacket and a pair of NIKE gym shorts on. They were tight accentuating her body and curves. She was strong and muscular for a woman, but still very feminine and fragile looking. Her skin was pale, white-pinkish. She was small breasted but very nicely shaped. Her legs were toned and muscular from her running and her ass was tight and shapely.

"Can I use your shower?" she asked sheepishly.

"Hell yes!" I said almost too excitedly. I pointed towards the bathroom and led her there. I reached in, turned the light on, grabbed her a towel, and headed back out the door. I turned back, smiled and added "Everything you should need is there. Feel free to use my daughter's shampoo and all that."

She was stripping her jogging jacket off as I closed the door. "Thank you. I'll be fine." She smiled. She had a tank and a sports bra on underneath. I could see her stripping the tank off as I peeked at the mirror. Her eyes caught me doing that as the door closed. Her smile only got bigger.

"I'll be quick!" she yelled through the door.

I stood motionless at the door. I took a deep breath. "Is this really happening?" I asked myself. I heard the shower going inside and heard the door shut. I thought about pinching myself but reached down and rearranged my swelling package instead.

My planning instinct took over as I tried to imagine and prepare for whatever came next. "Will she kneel in front of me on the kitchen floor?" I wondered as I strolled into the kitchen. "Nah! Yuk!"

"What the fuck, old man!" I scolded myself. "Just let her do this." Make yourself available and enjoy. I sat calmly down at the kitchen table. The shower water stopped. I heard the door open. A few minutes went by. The door of the bathroom opened and out she came. She had a towel wrapped around her and her hair was still wet and hanging down. She was smiling, glimmering from being wet, and just glowing. I could not keep from smiling as she walked toward me.

"Feel better?" I asked.

"Yes!" she quickly and confidently answered. She laid her head back and ran her fingers through her hair in front of me several times. "Mind if I sit?"

"Absolutely not." I squeaked out nervously

She proceeded to move my hands to the side and sit down right on my lap. She put one arm back round my neck and the other on my cheek. Strained in a little and planted a huge kiss pushing her tongue deep inside my mouth. I wasn't fucking this up this time. I laid my hand on her hip and gave it right back with all the passion I could muster laying her back lower into my other arm.

She stared at me as I left her loose. "That's better." She whispered. "You might as well relax. I'm doing this whether you help me or not. If you'll let me?"

"There's no turning back now." I said pushing her back and kissing her again even deeper.

"Let's go to your bedroom." She suggested as we broke again.

I popped right up lifting her to her feet without saying a word. I pointed my arm out invitingly down the hall.

She led me holding my hand pulling me briskly. She glanced into each bedroom to check which was mine and then scurried into the master with me in tow. She pulled me into place standing next to the bed facing me. She glanced up at me smiled, giggled, and proceeded to rapidly unbuckle by pants. I pulled my shirt over my head as she did that. I guess I was in a rush also. She got them loose and then down. She was concentrating intently on what popped out as she did it. I sprung out semi hard and nicely shaved as I like to be.

"Oh yeah!" she murmured quietly as it popped out. She glanced up at me with a quick smile and added. "and bare as the day you were born! I like that!" She put one hand on my ball sack lifting it gently. The other gripped my shaft firmly stroking. I was getting harder by the second. She was watching intently as though she couldn't get enough.

I reached up for her chest and undid the little roll of her towel. "Let's get rid of this.." I whispered letting it fall to the ground. I took her in as a smile grew on my face. She was gorgeous. I stepped back and dropped onto the bed sitting upright. I reached gently touching her perfect pink nipple. It immediately sprang to life swelling at my touch blooming into a slightly puffy bulb. I leaned forward and licked it gently. She tasted of clean soap and perfume. Or was I just in heaven? She knelt beside the bed leaving my hand grasping for air.

Without a glance or a whisper, she took me into her mouth. I was rock hard now from the kissing and touching and puffy nipples. Her mouth was SO soft and wet. She just engulfed me with wetness and continued letting her spit flow freely. She held me firm and left a big glob flow onto my throbbing head, then stroked lightly with her hand lubing me full length. The spit was running down my balls and onto the bed. I loved wet sloppy blow jobs!! She engulfed me again and began a rhythmic bobbing up and down the full length. I watched and then left my head fall backwards feeling the bliss. I wouldn't last long like this.

She stopped suddenly and stood up beside the bed still holding me in her one hand. "Lay back on the bed." She ordered lifting my legs up onto the bed. I shifted and shimmied still in her grasp to get to the middle of the bed. She slid up onto the bed sideways beside me and took me back in.

She was now in reach so I reached to feel her skin. She was firm but so smooth and soft too. I massaged the side of her hip and up onto her buttocks. I filled my hand with her cheek and squeezed firmly. She squirmed and wiggled. I ran my fingers down her crack trying to feel every inch that I couldn't see. I could barely reach but stretched to get my fingers down and around her thigh. She was soft and puffy there like the rest of her. I spread her gently and ran my finger up between her lips. She was dripping wet. I found her tiny clitoris and massaged it gently. She moaned and quivered at my touch. I stretched a little harder to slide one finger inside her just a little. She pushed back into it getting it deeper. She rocked gently on it.

I moved my hand down onto her thigh and pulled her toward me. She followed and slid my way. When she got close enough I grabbed both thighs roughly and lifted her over me. I stared up at her wet and spread just above. She was beautiful pale pink and puffy as I had felt and bare as the day she was born as she had said about me. I lowered her onto my face and tongue and began feeding.

Her rhythm sucking me increased when I started on her. She began squirming and grinding on me as soon as I touched her. She seemed very sensitive and I guessed, very orgasmic. I wanted badly to feel her come before me or at least near. I was feeling her getting me there soon. She was stroking me rapidly matching every stroke with her mouth. I was soaked and feeling the tingle. I started writhing under her, rocking up with her strokes. She squeezed my balls firmly with her other hand. I felt the tightness building and stretched my legs out straight. I licked hard on her clit and sucked her into my mouth several times. She squirmed harder. I continued. My orgasm took me then. I stretched and quivered. All I could do was suck on her! She kept me in her mouth as I came. She ground her groin against me. My semen pumped out of me, into her mouth. I could feel it oozing out of her mouth, down my shaft, over my balls, and onto the bed. I heard a grunt and a moan from her. Her hips bucked on top of me. Fluids covered my tongue. I swallowed all I could and licked for more.

I laid there, spent, underneath her, nibbling on her thigh and admiring her blooming engorged pussy lips. I was going nowhere fast. I could have stayed there for a week. She rolled off after a minute or so, full of energy, as was her. She popped off the bed, bent down over me, and gave me a nice passionate kiss. She grabbed her towel and headed out the door naked and beautiful. She returned in a moment with a second fresh towel and a wet wash cloth. She knelt again and cleaned my softened messy genitals with the wash cloth and towel.

"You relax." She scolded. "I know it's about your nap time and you'll need it today." She giggled. "I'm going to clean up quick in the shower and head out again. We are in no way done with this!" she added standing up next to the bed. "There's a lot more I want to do with you." And away she went, naked and beautiful. I heard the bathroom door close out in the house. I think I fell asleep then.