Runaway Fantasy Pt. 02

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An older man teaches a teen girl everything about oral sex.
17.4k words
4.58
11k
8

Part 2 of the 5 part series

Updated 11/23/2023
Created 08/10/2023
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becca20S
becca20S
108 Followers

Runaway Fantasy * Monday * (second day)

This is so nice. I'm so comfortable right now, I feel like I could sleep forever. This mattress, this comforter, these pillows... I feel like I'm floating on a cloud.

That dream I had last night... woah. I don't remember all of it, but it was weird. Super weird. But some parts of it were really good, like when Mike and I actually made out! That was so intense and crazy, though.

Oh my god.

This isn't my bed. I'm not at home.

I push myself up off this ridiculously soft mattress. My eyes are crusted over, but I open them up just enough to look around. That wasn't a dream at all. I'm in Mike's hotel room!

All of that actually did happen. The making out, the butt squeezing, the Applebee's. Oh god... the touching myself while Mike was awake and in the next bed over. I can't believe all of that actually happened! I can't believe I did that. And I can't believe I slept over in the hotel room of a 45-year-old married man!

The only thing saving me from total embarrassment right now is the fact that Mike's not in his bed. I'm here all alone. He must've gotten up? Where is he? What time is it?

I look over at the clock on the bedside table and it says 7:57. That's a totally reasonable time, but I feel like I've been sleeping forever. I feel good though, like I'm fully rested and ready to go after a great night's sleep.

The only really confusing thing left is, where is Mike? It doesn't sound like he's out in the living room or kitchen area, but maybe he's in the bathroom?

I hop out of my bed, but as soon as I peak around the corner I can see the bathroom is empty, so he's not in there.

Me (starting to get ever so slightly worried): "Mike?"

No answer, so I gingerly walk out into the living room. He's definitely not out here, so where in the world could he be?

Now I'm starting to feel a little panicky. Where could he be? Why would he leave so early in the morning? Where would he have gone? Oh wait... there's a folded piece of paper on the main table that looks like it could be a note. Maybe he left that?

I pick it up, and it says:

Gone for a run - be back soon!

Okay phew... That makes sense. I don't know why, but my anxiety really came out of nowhere there. I know it's completely illogical for me to feel this way, but sometimes I just can't help it. I'm really glad I know where he is now, and of course it all makes sense. I do feel dumb though for freaking out. What is wrong with me??

Now that my heart rate has returned to normal, I head over to the living room couch, and wouldn't you know it, I actually see Mike right outside the window of our room! He looks like he just finished his run, because he's bright red, sweaty, and walking at a pretty good pace back and forth in the parking lot. He must be doing some sort of a post-workout cooldown.

I walk over to the window, and after a few more seconds of watching him, we make eye contact and he smiles and waves. He then starts walking towards the building as if he's coming back to our room. I mean his room? This is definitely Mike's room and not our room.

Anyhoo, sure enough I hear Mike at the door and he comes on in. I walk over to greet him, and it seems like he must've had a pretty intense run because he's still out of breath.

Mike (panting): "Hey sleepy head, when'd you get up?"

Me: "Oh, just a few minutes ago."

Mike: "Oh good, I was worried I was gonna wake you when I left for my run."

Mike then starts heading for the kitchen, but I'm directly in his line, so he leans down and gives me a sweaty little peck on the lips on his way by. He then proceeds to grab a glass and fill it with water from the sink.

I have to say, the fact that Mike was just working out is kind of a turn on. Sure, his light gray t-shirt has huge dark sweat marks around his pits, but the way his arms and legs are glistening, combined with how he's still trying to catch his breath between gulps of water, it all makes him seem so manly. I really like it.

And as if that's not appealing enough, Mike then grabs the bottom of his t-shirt and lifts it clean off over his head. He kicks off his shoes by the door, leans over to take off his socks, and then walks into the bedroom carrying the dirty clothes he just removed. He emerges back out wearing just his running shorts, and I assume underwear underneath.

Mike (starting to sound less out of breath but still glistening all over): "Yeah sorry I was gone when you woke up. It's supposed to get pretty hot today so I wanted to get my run in as early as possible."

I contemplate for a second mentioning how worried I was when I woke up and he wasn't here, but then I catch myself and decide not to say that. I figure that would just make me sound pathetic and needy, and rightfully so.

Me: "Oh no problem! Thanks for leaving the note."

Mike takes another drink of water, and this time a little bit spills out the side of his glass and dribbles down his chin. As it drips off of his face and falls to the floor, I follow it down with my eyes, but I immediately lose focus on that single droplet and instead transfer my gaze to his wonderful ab muscles. They're so well defined, and now that they're sweaty, they look even more like something you'd see in a fitness magazine.

Right below his stomach, I can see his shorts are riding low enough that they're exposing a little bit of his underwear. The waistband is black, so I assume it's the same pair of undies he wore to bed. All I can think of is the bulge that must be hiding underneath. I got such a good view of it last night, but unfortunately the running shorts he's wearing now aren't nearly as revealing.

Mike (catching me in the act): "You really like checking out my junk, don't you?"

Me (startled): "Oh my gosh, no. Sorry!"

Mike (laughing): "It's totally okay. You don't need to apologize."

Me (still feeling embarrassed despite what he just said): "I really was just looking at your stomach muscles, that's all."

Mike (in more of a serious tone): "Becca. It's okay."

Mike then takes a step closer to me, and we're now only a foot or so apart.

Mike: "If you want, you can pull down my shorts. Right here. Right now."

Oh wow. As I contemplate the offer, I take another look at his green and yellow mesh shorts, imagining those snug black boxer briefs that must be right behind them.

Me (looking up at him now): "You really don't mind me seeing you in your underwear again?"

Mike (first with a smile and then a hefty chuckle): "Oh I love how innocent you are. You are just so precious and adorable."

I'm not sure what he means, about the innocent part at least.

Mike: "I meant you can pull down my shorts... and my underwear. Both at the same time."

Mike gives me the biggest smile, and my heart is off to the races yet again with his latest clarification. I was excited at just the prospect of seeing him in his undies, so you can imagine how big of a deal this proposal is now.

First things first... I want to do it. There's no question in my mind, as I'm so curious to see his penis. To be honest, I'd probably be pretty curious to see anyone's penis, simply because I've never seen one in real life before. But considering it's Mike, and how well I've gotten to know him, and how attractive he is, and how much fun I'm having being here with him... I really, really, want to see Mike's penis above anyone else's genitals in the entire world.

For some reason though, I feel the need to hide my enthusiasm. Maybe it's because I'm worried that if Mike knew how big a deal this moment is for me, he'd think I was lame? I know he said he specifically likes the idea that I have no experience when it comes to anything related to sex, but if I start doing cartwheels in celebration over just getting to see his private parts, there's no way he wouldn't think I was a loser.

Me (trying my best to play it cool): "Okay, yeah I can do that if you want me to."

Mike: "Of course I want you too, Becca. I would loooooooove for you to take my cock out."

Gulp. Hoooooo-boy. Here we go. I start by kind of crouching down, but then I realize that's kind of awkward and instead switch to kneeling in front of him. His waist is pretty high now that I'm on my knees, so I have to reach up to get my fingers inside both of his waistbands. As I do this, my face ends up mere inches in front of his crotch. Once I get both hands, one on each of his hips, inside of his underwear, I start to slowly pull everything down. I feel both of his garments make their way over his firm, round hump of a butt, and at the same time I can see the base of his penis start to be revealed. And just as I start staring at this slowly expanding view of his naked shaft, I feel his clothing finally clear his backside mound, causing both his shorts and underwear to immediately fall to the floor.

And now I'm staring directly into his fleshy, warm, completely exposed penis and it's so close to the end of my nose, I literally have to look at it cross-eyed. Oh my god, it's the most fascinating thing I've ever seen. The first thing I notice is that he has no pubic hair whatsoever, as both his penis and all the skin surrounding it is completely smooth. Well actually, I can see the tiniest evidence of some stubble, but you get the idea. This makes me immediately think about my own pubic hair and how I don't shave down there. If he ends up seeing my privates, is he going to be disappointed that mine aren't smooth like his are??

Despite that being something to potentially worry about later, I quickly put it out of mind as I have a much more pressing thing to concern myself with right now, mainly this real life penis in front of my face! Like the rest of Mike after his run, it appears to be a little bit sweaty, but that's more than okay. I'm pretty sure it's not erect, as it's kind of curved down and the head of it is pointing towards the floor. It actually appears to be resting comfortably on top of his balls, and oh wow are his testicles weird. They're just sitting there in this little pouch, dangling below everything else, and there seems to be a seam on the bottom holding his sack together. It's like it's been stitched closed? What is that about?!?

Mike (abruptly interrupting my inner thought process): "I love how your mouth is hanging open right now."

Me (looking up with the slightest bit of embarrassment): "Sorry."

Mike (chuckling): "You keep apologizing for things I say I love about you."

I fight the urge to say sorry, yet again, and instead just smile back up at him. But then I immediately lower my gaze and return my attention back to Mike's exposed genitals.

Mike: "Would you like to touch it?"

Yes. Yes I would. Without hesitation, I reach out and take ahold of his shaft, slipping my thumb underneath it while wrapping my other four fingers overtop. I lift it up ever so slightly, and in the process it peels away from his ballsack below. His penis is quite thick, like much wider and substantial than I ever would've expected, as my fingers can barely make it back around to touch my thumb. The consistency is squishy, yet firm, but as soon as I think that, I realize it's starting to change, right in the palm of my hand.

The natural downward curve it had a second ago is starting to disappear as Mike's penis is clearly beginning to straighten itself out. The head starts to rise, lifting itself both higher and further away from Mike's body, while the shaft is becoming noticeably bigger and longer. I can tell just by looking at it, but I can also feel it growing in my hand, as not only is its size changing, but its rigidity is as well. Initially it had felt very fleshly like, like a firm but squishy appendage, but now it feels completely different, as it's quite hard and completely rigid.

Now I obviously know his penis is made up entirely of flesh, but it's crazy how much it feels like there must be a bone in there! And yeah, yeah, I'm sure you're laughing at me as obviously that's why they call it a 'boner', but having never felt one before it's still pretty astounding. Anyway, I keep my hand wrapped around Mike's shaft, and if anything I think I tighten my grip a little, as it's so much fun to hold onto it when it's in this state.

Mike (breathing heavier): "Oh my god, your tiny little cute hand and your innocent little fingers are so fucking hot wrapped around my cock."

I hope I'm not holding it too tight, but he seems to be enjoying whatever I'm doing as he's kind of half grunting and half moaning, but all of it seems to be pleasurable for him. And while I keep ahold of it pretty tightly, the skin on his penis is still loose enough where my hand is able to slide up and down quite a bit. It's like my hand isn't moving across his skin, but instead my hand and his skin are moving together, sliding up and down on the imaginary bone inside. It's really weird, but kind of cool.

I notice that the more I jerk his shaft with my hand, the more Mike seems to be enjoying it. And I have to say, it makes me feel sooooooo good to make Mike feel good. I just love that feeling of giving someone pleasure, especially Mike, and it makes me feel so sexy to see him respond like this.

As I continue to jerk (or is it jack?) his penis, I can't help but notice how his balls keep flopping around while I lift and move his shaft every which way. They're bouncing around a ton, as if they're just along for the ride, like a kite in the wind. My curiosity gets the best of me though, so I use my free hand to reach out and actually touch them. The skin of his ballsack looks almost like a deflated balloon, and it feels wrinkly too, but it's definitely not unpleasant to the touch, as instead it's quite fascinating. I end up cupping my hand underneath them to really judge what they feel like, and they're surprisingly substantial both in size and weight. And yet again, I must be doing something right because as soon as I take his testicles into the palm of my hand, I see Mike look up at the ceiling and moan.

This is so much fun. I'm holding his balls gently in one hand, and jerking him off pretty hard with my other. I'm sure eventually my arm is going to get tired, but otherwise I feel like I could keep doing this for hours. It's kind of like I'm giving Mike a massage, as it seems to feel great for him, but at the same time I'm getting to play with his privates, so I'm entertained as well. I just love this. With each thrust up and down on Mike's penis, I can see his enjoyment building more and more, and that in turn makes me want to pump harder and faster, because I just want to give him the most possible pleasure.

Meanwhile, did I mention that his penis is pointed right at my face? And while generally speaking, I know you're not supposed to look down the barrel of any gun, let alone a loaded one, seeing Mike's peehole up close and personal is definitely piquing my curiosity. I mean, is semen going to come shooting out of there any second? If so, how much will there be? How fast does it come out? Will there be some sort of a warning before it does? I have so many questions.

In fact, I think I see some sort of liquid coming out of his peehole right now! It's not actively flowing out, but there is a little dollop of clear goo sitting just inside his opening. Is that semen? I assume it's not urine, so it must be?

I also notice that during a thrust, if I clamp down near the base of his shaft, it really seems to inflate the head of his penis. It basically turns his tip into a plump, red, penis mushroom. Squeezing the bottom also seems to make this one vein on his shaft start popping out to the side as well. But perhaps the funniest thing of all is, I can squeeze, and then let go, and then squeeze again, and each time it causes his peehole to open up real wide before closing. It's so cute because it looks like it's winking at me!

Mike: "Oh my god... it's so fucking hot the way you're playing with me and workin' my cock at the same time. You look so fuckin' into it."

Yep. Guilty as charged. I look up at Mike and smile.

Mike (in between little grunts): "Ooooof... I wasn't planning on cumming, but seeing how into this you are... ugghhhh... part of me just wants to blow the biggest load right into your face."

Oh wow. That's kind of crude but also kind of hot. I definitely wouldn't be opposed to him shooting his sperm onto my face. I guess I just need to make sure I close my eyes in time? This is crazy.

Mike (having some sort of internal debate): "No, no, no... I need to stop. Fuck... I do."

Mike looks down at me, and since he said he wanted to stop, I start reducing the speed at which I'm pumping my hand up and down his shaft.

Mike (with a little more urgency): "Okay stop, Becca. I don't wanna cum right now."

I stop completely and now I'm just holding onto his penis without moving my hand.

Mike (kind of angry now): "I said stop!"

And as he says this, Mike forcefully pushes my hand away so I'm no longer touching him at all.

Me (taken aback and with my hands in the air): "I'm so sorry! I didn't know you wanted me to let go of you completely!"

Darn it! I screwed that up. I'm such an idiot.

Mike (calming down a little): "No, no, I'm sorry. I shouldn't have hit you like that."

I stand up, still feeling bad about not letting go of him sooner, but also very confused about the whole series of events.

Mike (reiterating): "Becca, I'm so sorry. I just really didn't wanna cum and I panicked."

Me (still so confused): "Isn't coming a good thing? Why don't you wanna have an orgasm?"

Mike doesn't answer me, but instead runs his fingers through my hair while leaning forward to give me a soft, loving kiss on the lips.

Mike (softly): "It's okay. It's all good now."

I'm glad he's not upset anymore, but seriously, what was that about?!?

Mike then gives me yet another kiss, and this one is a little bit longer, and has some tongue.

Mike (pulling back again): "I probably should shower... unless you wanted to shower first? I'm happy to wait my turn."

I guess we're just moving on? Okaaaaaaay... I definitely do need to shower, but so does Mike obviously. And considering he's already buck naked and I'm still fully dressed, it would be pretty ridiculous for me to make him wait.

Me: "No of course, you go ahead."

Mike (giving me yet another naked kiss): "Okay, thanks Sweetheart."

And with that, Mike picks up his shorts and underwear and heads into the bedroom. His naked butt looks so sexy and cute on the way out, and about a minute later I hear the shower turn on in the bathroom.

As thrilling as all of that just was, I'm left standing here trying to figure out exactly what happened. It seemed like he just really didn't want to have an orgasm? I guess it makes sense with all his other talk about wanting to deny himself pleasure, but this seems like the most extreme example yet!

I realize there's still so much I still don't understand about guys and sex, but on the plus side, I kind of liked how he called me 'Sweetheart' a minute ago. I could get used to that!

After only a few minutes, I hear the shower cut off, and not long after I see Mike come back out of the bathroom. Speaking of things I could get used to... when he comes out he's still 100% completely naked! And while he does have a towel, he's using it to dry his hair while he walks out, so it's not covering anything except his head. His penis is just bouncing around with each step, and while it's clearly not as hard and straight as it was a few minutes ago, it still looks pretty appealing and I'm already wishing I could play with it a little more.

Mike: "Bathroom's all yours!"

Me (kind of amazed at how surreal this all feels): "Thanks!"

I grab some underwear from my suitcase, so I'll have something to change into after I'm done showering, and I head into the bathroom myself. I already have some body wash and shampoo in my toiletries bag, so I should be good to go.

becca20S
becca20S
108 Followers