As Karen merged into the highway traffic, she put the car on cruise and threw the Unplugged/Clapton Chronicles into the CD player. Traffic on the road was very light, just perfect for getting her head together. Thinking back over the past year, she couldn't believe all that had happened.

Karen had married her high school sweetheart thirty-four years ago. Health issues left her husband with erectile dysfunction that medication was not able to help. They had not had sex for about ten years, and now at the age of fifty-four, they were living in the same house as friends - at best.

Although Karen thought that her own sensuality was long gone, lately she was feeling restless. To be blunt, she was feeling very horny. So much so, that she starting exploring the internet, looking for an outlet for these pent up emotions.

It was there that she found a site that not only fulfilled her love of reading, but introduced her to the genre of erotic literature. She didn't care what anyone thought; these were very talented people, writing about some things she had never even imagined.

Her family would be shocked if they knew that the good girl, the responsible one, the one everyone turned to for advice, was now reading porn. After a couple of months of reading, she found the author's list and if she found a story she liked, she could read more submissions by the same person. Karen ventured a little deeper into the site, registering as a member. She checked out the different forums, opening herself up a world she never knew existed.

There were actual people out there, playing games, commenting on current events, displaying their creativity through images, and yes, posting ads on a personals page. At first, Karen just simply read the goings on, becoming familiar with some of the higher profile players. It was fun. It was interesting, and absolutely nothing she had experienced before.

It wasn't until a member posed a question she felt strongly about, that Karen finally posted a reply. "If you knew you would never be caught, would you cheat?"

Frustrated with her life for the last few years, Karen sat at her keyboard and began to type. "If I knew I would never be caught, and could have just one night of passionate sex, then yes, I would".

Who would have thought that voicing her opinion would have brought forth such reactions? She never thought anyone would comment about what she had written, let alone send her messages to her site mailbox. Most of the messages she simply deleted, but there was one, just one that caught her eye.

It was obviously from a man; she clicked on his name to read his profile. "InsaneCoffee" was his name, late 40's, from New England; interested in boating, fishing, hiking, reading, and fun.

I.C. had said, "One should never judge another, and if I knew I would never get caught, I would cheat, too. Would like to talk to you sometime, if you want".

Karen smiled. Thank god, he wasn't another 20 year old boy, telling her what she needed. This guy was at least older, and definitely intelligent.

A couple days later, another private message popped up, again from I.C. "I saw you checked me out. I hope you liked what you saw." Blushing from her toes to her nose, Karen couldn't believe what she read. How did he know?

Gathering her courage, she put her fingers on the keyboard and began to type. "Dear InsaneCoffee, Yes, I did check you out. It was so pleasant to read intelligent comments from someone who is obviously also a sensitive person. I hope you don't mind. Signed, KAM." Taking a moment to read what she had written over and over again, Karen finally pushed the submit button.

The next evening as Karen logged in to the site, a pm notification popped up. "Dear KAM, I don't mind you checking me out at all. And I must say I like what I saw too. Do you ever chat on yahoo? Hoping to hear from you, IC".

That's all it took. Within days, InsaneCoffee (Matt) and Karen were chatting, about everything. Their jobs, the towns they lived in, their love of boating, walking, music, books. It was as if they had been friends for years. Karen was an open book; confiding her frustration about her marriage.

Matt, told her about his wife of 3 years, and the troubles they were having. They even exchanged pictures. It was all so nice, so innocent. He was the breath of fresh air that she needed in her life. No pressures, no innuendos, simply friendship.

This went on for a couple of months before losing touch with each other during the holidays. Around mid-February, Matt finally contacted Karen. "Hello friend," he wrote.

"How are you? I've missed you. What's going on?" she asked.

"Things have gone from bad to worse, during the holidays. The wife wants a divorce." he replied.

Karen felt so bad for him. "OMG, are you okay? I know it's stupid to ask, but is there anything I can do? Damn, I wish I were there just to give you a hug."

"Actually," Matt wrote "I'm fine. Probably better than I have been for a year. But if you want to take a ride and bring me a hug, I would love it. LOL. You know, just talking with you makes me feel so much better."

And so it started once more. The chatting, the commiserating, the laughing, and yes, the flirting. The more they chatted, the more Karen realized just how much she looked forward to their nightly visits.

One night Matt said, "Karen, maybe I'm way off base, but I would really like to meet you. I think that you and I would get along just fine. You have needs and so do I."

Oh god, thought Karen. Slowly she typed, "Matt, it goes without saying that I am attracted to you. Probably more than I have any right to be. But you don't understand."

He replied, "What's to understand? You're not happy. You've told me that. You've been in a marriage that is a simply a friendship. You have no real relationship with him. When is it time for you to think about you?"

"Matt, do you understand that I don't know if I can be with anyone? I have only been with one man. We were each other's first and never became creative lovers", she thought for a moment. "After 10 years of not even kissing a man, I'm not sure that I am a woman, let alone know anything about what a man wants and needs." Karen's eyes welled with tears as she pushed send.

Immediately Matt responded. "What? Are you nuts? Trust me Karen, you are all woman. You are soft and gentle, and a very sensuous person. And as far as pleasing a man, don't you think you should expect to be pleased first?"

It was with that statement that Karen realized that this was exactly what she wanted. She liked Matt, trusted him, and wanted him more than she thought was possible. The more fears she presented to him, the more he shot them down.

"Look, I know you're nervous, but I promise you, we will not do anything more than you are ready for. If it takes all day, all night, all weekend for you to even get up the nerve to kiss me, I am fine with that. If this is just two friends meeting to enjoy each other's company, then it will be a great weekend. All I know is that I really want to spend time with my friend, a woman who just by asking me how my day was makes me feel more of a man then I have in a long time."

With that, the planning began. They would each drive 3 hours to meet in a neutral setting. They agreed to stay in the same hotel, but in separate rooms.

Getting away from her husband was not hard. It's not like he had any real interest in her life. She simply told him the girls at work were going away on a girl's weekend. Karen did leave her information with a very close friend, for safety's sake.

She prepared by buying new lingerie, the type that she thought a man would appreciate. Although not young, Karen did her best to stay in shape. The nice thing was that she was not expecting George Clooney and he was not expecting Angelina Jolie. Good thing; neither of those people was going to show up.

Before she knew it, Karen was turning her car into the parking lot of the Holiday Inn. She pulled up in front so that she could check in and be directed to her room. As she approached the registration desk, Karen couldn't help but notice the tall, dark haired man at the counter. She stepped into a shadowed corner to watch.

As she stood quietly off to the side, Karen heard him say, "A friend of mine will be checking in also. Is there any way you could arrange for our rooms to be near each other?"

She knew instantly that it was Matt. "Matt?" she asked as she stepped closer. When he turned around, Karen was greeted by the most amazing laughing, blue eyes and dimples to die for.

"You made it" was all he said. His hands reached out to take hers. He leaned forward and kissed her cheek, then stepped back and looked at her, smiling the sight before him.

Standing 5'5" tall, short blond hair and a warm smile, this was the woman that had captured his attention.

The two apparently didn't realize how long they stood looking at each other until the desk clerk cleared his throat and asked if they could finish registering.

As they left to park their cars and find their rooms, Matt said, "Let's go out and get some coffee. I want to spend the afternoon talking to you."

Karen smiled, knowing full well he was doing his best to put her at ease. "Give me 20 minutes, and I'll come over to your room."

They spent the afternoon at a nearby coffee shop. It was so comfortable. They talked, laughed, teased, and listened to what the other was saying.

Matt noticed it was after five o'clock, and suggested they go back and freshen up for dinner. "I did a little research and found a really great seafood place just down the road," he said.

As they walked back to the hotel, he reached for Karen's hand. She curled her fingers around his, as they walked in silence. Their rooms were next to each other; Matt waited for Karen to open her door and then placed his hand under her chin.

With her green eyes looking into his blue ones, he leaned forward and kissed her gently on the lips. "Thank you for a wonderful afternoon, and our first date. I'll see you a little later." He kissed her once more, this time lingering, but still only touching her under her chin.

He pulled away and Karen went into her room and closed the door. Feeling better than she had in years, she ran across the room and jumped on the bed. She was smiling, laughing, blushing, and so looking forward to that night.

When Matt arrived at Karen's room, he smiled appreciatively at the woman who stood before him. She knew that his favorite picture of her was the one in a red top. She chose to wear it tonight, just for him.

Matt knew what was under that red top. Karen had once confided that she bought a sexy, red bra that no one would ever see. Matt knew that tonight he would see it; he would see all of her. Karen smiled when she saw the look in Matt's eyes. Although she had been nervous, that look immediately calmed her.

To Karen, dinner was a blur. She didn't remember eating or drinking anything. All she could do was look into Matt's eyes, and think about the night ahead of them.

The hotel was a short distance from the restaurant, and they together in the brisk evening air. As they entered the hotel and headed toward the elevator, Matt whispered, "You know, we could go and have a drink. We don't have to go up yet."

Karen entered the elevator and held her hand out to Matt. "No. We do have to go up now." As the doors closed, Karen moved into Matt's arms. His lips covered hers and her body melted against his.

At that moment, no one else mattered. A kiss that started out soft and gentle was growing more heated as the bell sounded; they had arrived at their floor.

Reluctantly separating, the couple walked silently down the hall to their rooms. Matt looked at Karen with a questioning look in his eyes. She turned to unlock her door and then looking over her shoulder asked, "Are you coming in?"

Matt followed her in, not wanting touch her for fear of frightening her. Karen set her purse down on a small table, and proceeded to light some candles she had placed around her room. Matt knew how much she liked candles, he had also brought some, had they have ended up in his room.

Karen turned to Matt, her eyes shining, smiling her beautiful smile. He stepped towards her cupping her face in his hands and kissing her deeply.

Her arms made their way around his waist as she drew him close. Her mouth opened slightly as she moaned and Matt took full advantage by pushing his tongue in to meet hers. Karen's hands worked their way up Matt's back, and his dropped down to reach behind her; the soon-to-be lovers stood locked in the most perfect kiss.

As if he needed to come up for air, Matt broke the kiss and buried his head in Karen's neck. He whispered, "This is exactly the way I dreamed it, Karen. If this goes no farther, I will leave a happy man."

Karen turned her head into his neck, kissing her way up to his ear, to gently nibble on his lobe. "If you don't mind, I'd like to freshen up a bit. Why don't you take off your jacket and relax. I'll be right back." She pulled away and walked towards the bathroom, kicking her shoes into the corner.

She turned and smiled once more and said, "Get as comfortable as you like", before walking into the bathroom.

Karen knew she wanted to this to be perfect. She stripped off her skirt and top, leaving her in her red bra and matching panties. She grabbed her black silk robe. "Damn", she thought "Not all the walking or exercising in the world would ever turn the clock back on this fifty-four year old body."

She applied some more lotion to her legs and a sprayed a little more perfume. Turning out the light, she went to meet Matt.

She entered to find him in her bed, blankets to his waist. He gasped in wonder as she walked towards him, her robe open to reveal her bra and panties. He watched closely as she walked around to sit on the bed next to him. He sat up straighter and slipped the robe from her shoulders to reveal her magnificent breasts; still encased in a bra cut so low they almost spilled out at him. He leaned forward and tenderly kissed the top of her cleavage - and kept kissing her slowly up her throat to her lips.

He pulled her close, kissing her with a passion he had not known in a long time. As he kissed her, Karen gently placed her hand on the blankets over Matt's lap. She felt him grow and stiffen underneath her touch. He a radiated heat she could feel through the coverings.

Breaking their kiss, Karen stood and dropped her robe. She bent low, tempting him with her quivering breasts, as she slid the blankets down. Matt's cock stood proudly, eagerly greeting her. Karen opened his legs and knelt between them. Matt lay back on the pillows as she bent toward him, looking in his eyes and smiling as she approached his cock to taste him for the first time.

His eyes half closed, he watched her as she slowly began to lick his swollen shaft up and down. Covering him with her wet tongue, she traced every vein and crease of his manhood. She continued to tease all around the head of his cock with her busy tongue, for long moments before she took him into her mouth.

Matt groaned with pleasure, to feel her warm, wet mouth on him. Karen bobbed her head up and down a few times before pausing to lick him again. Base to tip, and back again, and then down to his balls, she continued. She licked his taut balls and then gently took them into her mouth, swirling them around and around, rolling them and gently sucking them. As she let them slip from her mouth, she blew on them with her hot breath, then licked her way back up his shaft and took the bare, sensitive head of his cock into her mouth -- and then deep into her throat.

Karen sucked like a child nursing from its mother's breast, working her tongue on him, sucking eagerly. Her hand went to Matt's balls to fondle them while her mouth paid homage to his cock. Up and down, faster and harder, she sucked insistently, while gently squeezing his balls. She felt his body tense before his balls drew up tight, and knew he was close. She showed him no mercy; she looked in his eyes and quietly hummed, knowing exactly what that would do to him. She smiled around his shaft as he groaned and shivered at the sensation.

The vibrations sent him over the edge. Matt's balls tightened even more, and he grasped the blankets in his fists. His cock jerked as he released his hot seed down her throat. Karen savored the slick, salty spurts, reveling in the intimate feel of her lover orgasming in her mouth; she swallowed every drop, all the while looking at him -- and he stared back at her through slitted eyes as he watched her eat his cum.

As he finished, she made sure she had cleaned him thoroughly, gently licking and kissing away the stray drops with her warm tongue. As she came up on her hands and knees, Matt pulled her up to him, kissing her and tasting himself on her soft, moist lips. Never had a woman watched him, watching her as she made love to his cock.

He rolled Karen on to her back, looking in her eyes. "Never. Never doubt for one minute that you can't please a man."

Karen rose to kiss his lips, proceeding to kiss along his jaw line, making her way down his throat. "No", he said. Matt pulled back and looked deeply into Karen's eyes. "Stop. Just lay back. It's my turn."

Matt leaned in once more and kissed Karen, long and deeply, pushing his tongue into her mouth. Tasting himself refueled his desire for her. Breaking away from her soft, sweet mouth, he began to cover her face with light, tender kisses. Her eyes, her cheeks, her nose and chin - Matt began his sensuous journey downward.

He felt her pulse on his lips as he slid down her throat. Karen moaned, feeling an electric current course through her body as he and began to caress her side. He stroked her neck, along her rounded shoulder and down her arm. Karen raised her arm over her head. Matt lightly moved his fingers to its soft underside, as his lips traveled to her armpit. Goosebumps rose on Karen's skin, and her breathing quickened. Matt kissed and licked her in a spot never touched by a man.

From her arm, Matt trailed kisses along her collarbone, across her chest. He felt her large breasts rise and he met them with his lips. He reached underneath her to unclasp her bra - then sat up, gazing into her eyes. He lowered her straps one at a time, and pulled her bra away.

Her heavy, soft, white breasts fell slightly under their own weight. Karen's large, pink aureoles and eraser-sized nipples hardened as he took in their splendor. His left hand moved up her ribs to gently cup her right breast. He lowered his warm mouth to the sensitive underside and began kissing and nibbling. Karen's back arched and she lifted her breasts higher towards him. Her hand went to the back of his head, running through his hair. Matt continued licking all around her areola, flicking her hard nipple with his tongue. Karen gasped as his mouth covered her nipple and he began to nurse. Kneading her flesh and sucking her breast, he heard her exhale, "Oh god..." Slowly, he made his way to the other side, to cherish her other breast, not letting go of the first.

Whether she knew it or not, Karen opened her legs and began moving her hips rhythmically. Matt inhaled her scent as it wafted up to him. As much as he was enjoying his ministrations, he knew he was far from his goal. Kissing the underside of her breast again, he began to move his lips down her ribs, to her rounded belly. Her red lace panties rested below her hips, leaving her navel exposed. He pushed his tongue into it, as he moved over her body.

Matt sat up, his hands on either side of her waist. Karen raised her hips as he slid the panties down her legs. He eased them off, bringing them to his nose, inhaling her womanly scent. Tossing them aside, he looked at a real woman's body. Voluptuous curves in all the right places - and her most intimate valley, bare and soft as a baby's bottom.

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byejls© 18 comments/ 13486 views/ 2 favorites

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