I guy wants to get into the pants of his pretty aerobics instructor

The time, six months ago. The scene, the local YMCA.

There I was, a 6 foot, 265 pound blob of 40 year old
insecurity and bruised ego, struggling to keep up with
the rest of the aerobics class. Sweat stung my eyes and
pain radiated from my bad knee — neither sensation was
particularly noticeable compared to the pounding of my
heart and the gasping sounds of my labored breathing.
Pride was the only thing which kept me on my feet and

I could tell that the instructor was watching me,
waiting for me to collapse — or perhaps trying to
figure out what I was doing in her class. It wasn’t an
advanced aerobics class, but it was more than what a
beginner like me should have been in. I signed up
knowing only that I needed some structured exercise —
no one told me what I was getting into, or, more
probably, I wasn’t paying attention. Now, I was too
proud to admit that I was in a little over my head.
Yes, the instructor, a rather nicely put together
brunette who appeared to be about 19 or 20, was
definitely looking at me.

Locking down my newly discovered determination
(developed after months of intense therapy — more on
that later if it becomes relevant), I compromised
slightly by not doing quite as much as my classmates
and eventually made it through the session without a
myocardial infarction.

After we finished, the instructor, Lisa, walked right
up to me as I was headed for the showers.

“You’re John, aren’t you?” she asked.

“That’s me all right.” What a clever response, I
thought. “I suppose you’re wondering what a blimp like
me is doing in your class, eh?”

“No, not at all. I know perfectly well what you’re
doing in my class. And I want to talk to you about
that. Are you busy right now?”

“No, as a matter of fact. After my shower I was just
planning to go home and collapse,” I said, laughing.

She laughed too. “Well, if you could put off collapsing
for a little bit, I was going to suggest a cup of
coffee at Perkins ™.”

“Do you have coffee with all of your overweight and out
of shape students?”

“No, not usually, but something tells me I should have
a cup with you.”

I nearly said no. Since I am telling this story, I can
stop right here and explain that. For those waiting for
the juicy sex scene, wait a little while and I will try
to make it worth it for you to keep reading.

If you’ll recall, I said at the top that I was 40. An
18 year marriage collapsed under me a year earlier. My
fault —

I never dealt with my father’s alcoholism and its
effects on me. Denial was a way of life. I became more
and more distant to my wife and my two kids. Alcohol is
only one escape from life. There are many others. Food
was one of mine. My divorce was a real wake up call. I
nearly lost my job and everything else in my life
without dealing with my problems, but when I lost my
family, well, that was something that really got to me.

I got into therapy and began to deal with all the
things going on inside my head. But I still wasn’t into
relationships. Too many wounds, many self inflicted,
had left my heart encased in some pretty tough scar
tissue. That’s why I hesitated a little before saying
yes to Lisa’s invitation.

“Sure. Sounds great. I’ll meet you in the lobby in 15

Cut to a Perkins. Any Perkins. They all look pretty
much the same. A freshly showered couple sits in a
booth at the back of the restaurant. Small talk ensues.

“You said you knew why I took your class,” I said, by
way of transition to the real reason we were here,
“What did you mean by that?”

“You’re trying to prove something to yourself. Recover
your lost manhood. Go back to the time when you were
young and in shape. You felt better then. You want to
recapture that.”

“I’ve lost my manhood, eh? What makes you think so?”

“I know who you are. My sister took a college course
from you once, which may explain why you said I look
familiar to you, though you couldn’t place me. I know a
little bit about what’s been going on in your life.
Your divorce, for instance.”

“I’d be careful with that if I were you. It’s still a
touchy subject for me.” I gave her a moment to digest
that. “So I want to recapture my youth. I didn’t think
40 was all that old, compared let’s say, to 80. Let’s
assume for the moment that you are right. So what.”

“It’s the wrong reason for you to be in the class. You
don’t belong in this group anyway – – I checked at the
desk and they put you in this class by mistake — you
should be doing lower impact aerobics until you work
yourself back into some sort of shape.”

“So, what would you consider a good reason for me to
take your class?”

“Because you want to sleep with the instructor.”

She said it with a straight face. I’m sure my chin
dropped all the way to my chest before I recovered my
composure. I started to laugh, thinking that she was
joking, and was cut off in mid guffaw by the serious
look on her face.

“You’re kidding, right?”

“No, I’m not. There’s only one way you’re going to get
through this class, John, and I’m telling you what it
is. You’re going to have to believe that when it’s all
over, there’s going to be a reward.”

“I’m a little confused.” Wow, what a master of

She smiled. I’m sure that I was red as a beet. I was
embarrassed and very close to getting angry with her.
If this was some sort of elaborate tease, it was a
cruel one for sure.

“That’s true enough. Most men are. Tell me, how long
has it been since you felt attractive?”

Well. That certainly caught me by surprise. To be
honest, I don’t know if I’ve ever felt attractive. Not
physically anyway. Growing up I had some real
conflicting needs – – the need for attention, yet
wanting to blend in to the background. I wanted people
to be close to, but I wouldn’t let them in. That’s
probably why my marriage failed – – my wife could never
get inside of my head because I wouldn’t let her. Some
sort of trust thing. Well, anyway, I had to come up
with some sort of answer…

“A while.” Wow, another pithy comment.

“I thought so. Did you know that when you were my
sister’s teacher in college that she had the hots for
you something fierce?”

“No way!” I remember my ex-wife warning me about all
the coeds who would get the hots for me and try to
‘make the grade’ so to speak. I used to laugh, point at
myself, and say, “Yeah, right. Just look at me, Joe

“She did. She used to tell me about it all the time.
The only reasons she didn’t hit on you then were that
you were married at the time and she knew what kind of
negative effect teacher-student relationships can have
on faculty members. But she used to tell me her
fantasies, and believe me, she was hot for you. By the
way, if you ever tell her I told you this, I’ll k**l

“That’s incredible. But what’s the point?”

“The point, John, is that you are trying to make
yourself physically appealing because that’s what you
think all women want. And the reason you think that way
is that that’s what men look for in a woman. Admit it.
If I were 40 pounds overweight you and I would not be
having this conversation would we?”

“If you were 40 pounds overweight, you wouldn’t be an
aerobics instructor, either, but yes, I guess you’re
right. So?”

“Some women are turned on by a man’s personality,
believe it or not, and can even overlook some pretty
major physical flaws. Ever wonder why Christie Brinkley
married Billy Joel?”

“So, are you trying to tell me that I turn you on,
somehow, right now even though I look more like Dom
Deluise than Burt Reynolds?”

“Not quite. But my sister and I are a lot alike. I
think that if I spent some time with you, I could
become very attracted to you. One thing you should
realize is that a lot of those blow dried body building
types are so stuck on themselves that they make lousy
lovers. Other kinds of guys, more like you, are more
attentive to their partner’s needs and can actually be
more satisfying sexually.”

I was flattered to say the least. My self esteem was
growing by leaps and bounds. But I was waiting for the
other shoe to drop. No, sir. This wasn’t going to be
happening the way it looked. No beautiful female like
the one sitting across the table was going to get the
hots for me all of a sudden. And even if she did, I was
sure that it would be a short relationship,
particularly when she got a load of my lack of staying
power — though if she liked getting head, it might
make up for it — I’m very good at that.

“But, (here it comes, I thought) there’s a catch.”

“I knew it.”

“You do need to get into shape, and not just so you’ll
be some sexy middle aged stud either,” she laughed,
taking the sting out of the jibe, “but for your health.
And, by the way, being in shape will make you a better
lover to boot. So, here’s what I’m proposing. You
attend my class regularly — but don’t try to keep up
with everyone, just go your own pace — and do
something about your food intake, and I think you’ll
start to see some results.

“It might help to do nautilus along with the aerobics
to shape your body a little as you take the weight off.
Now, the good part. I am confident that if you work at
it, you can get to where you want to be, physically, in
about six months. Between now and then, we’ll keep
meeting for coffee and getting to know one another a
little better. If you’ve been faithful to the physical
regime for six months and make your goal weight (I had
told her it was 200 lbs even) you and I will spend a
weekend at a cabin I inherited from my grandparents.
It’s in a very secluded location on a beautiful lake
not far from here.”

Incentive? This had to be it. I agreed to her terms.
Hell, even if I didn’t end up making love to her, I
would be in somewhat better shape then I was right now.
But it was going to be a long six months.


That conversation happened six months ago. Through some
changes in my nutritional habits and the physical
effort required by my aerobics class and daily walks of
about 5 miles or so (along with some nautilus sessions
two or three times per week), I have achieved my goal
weight and I am in the best shape of my adult life.

Believe it or not, after the first few sessions, I
began to enjoy the aerobics workouts for their own
sake, rather than just because I thought I might get
into the instructor’s pants. Over the three month
period we occasionally went out for coffee after a
workout session, but the subject of her cabin in the
woods and what we might do there did not come up for
further discussion.

That’s why I was kind of surprised when I opened my
mail today. There was a card with a note inside and a
map. The note said “Every Good Boy Deserves A Favor”
(which also happens to be the title of my favorite
‘Moody Blues’ album) and it was signed “Your Breathless
With Anticipation Aerobics Instructor”. The map showed
the route to a lake near the city where I live.

There were written instructions on the back of the map.

I laughed. She hadn’t been kidding. I threw some things
into a duffle bag and headed for the lake.

It was a beautiful drive. Early June in our part of the
world can either be great or horrible. This had been a
great June so far and it promised to be a great weekend
to be at the lake. I couldn’t have cared less about the
weather, though, since I planned on spending most of my
time indoors.

I was a little nervous. I hadn’t been intimate with a
woman other than my wife since 1973 and she was the
only one with whom I had ever had sexual intercourse. I
may not have been very relatable, but I was definitely
monogamous. So, I didn’t know how things were going to
go, and I really wanted to please Lisa.

Following the instructions on the back of the map, I
soon found my way up the long winding drive to the top
of the hill overlooking the lake where Lisa’s “cabin”
was. Some cabin. Three bedrooms, including a master
suite with a Jacuzzi on a deck overlooking the lake.
Big living room with a field stone fire place. Lots of
comfortable looking furniture and hardwood floors. Lots
of glass facing the lake. Large boathouse with what
appears to be living quarters above. Space for two or
three boats. One, a large inboard is tied up to the

Lisa came out to meet me when I pulled up to the car
port. She looked great in a pair of shorts and a halter
top. A five foot nine inch vision of firm, healthy
flesh topped with that beautiful brown hair (you can
have your blondes — I’ll take brunettes every time).

“You made it! I wasn’t sure you’d come.”

She ran over to my side of the car and grabbed me in a
big hug as soon as I got out.

“Who could resist an invitation like that? Of course I

“I’m glad. This has been a long six months for me.”

“Oh? Why?”

“While you’ve been dieting and exercising, I’ve been
completely celibate. I haven’t even masturbated.”

I was a little startled by this admission, masturbation
not usually being a subject I discuss with women.

“What about you?”

“Lisa, if you’re serious about going through with this
reward thing, you’ll be the second woman to whom I’ve
made love in my lifetime, and since I outgrew
masturbation about the same time my voice changed for
good, I’d say that I’m in about the same shape as you.”

“Good. Now, give me that bag and I’ll show you inside.”

She gave me a quick tour of the place, ending back in
the living room. The mid afternoon sun was shining
through the pine trees making dancing patterns on the
living room floor. Lisa was holding both of my hands in
hers and we were facing each other in front of the fire
place. By mutual consent and without words we moved
together. My arms went around her waist and hers went
around mine. Our mouths met in a light kiss — just lip
contact. Her perfume, light and sweet but not
overpowering, came up to greet me.

“You smell delicious,” I murmured into her ear.

“You smell like a man. A man that I very much want to
make love to right now.”

Our mouths met again and this time we held the kiss,
our tongues beginning to dance with one another,
probing, piercing, licking. Our bodies pressed
together. I could feel her breasts pressing against me.
I know she had to be able to feel my erect member
pressing against her.

The kiss finally broke. She disengaged herself from my
embrace and began to walk out of the room. I followed.
Within moments we were in the master suite, standing by
the king size bed, embracing once more.

I found the tie at the back of her halter top and
untied it. She backed away and allowed it to fall to
the floor in front of her, barring her breasts to me
for the first time. I moaned with lust at their beauty.
This was no frustrated anorexic exercise freak. This
was a healthy adult woman who respected her body enough
to take care of it and who also had a great body to
begin with.

Her breasts were perfect. They projected straight out
from her chest without any hint of sag. While obviously
well supported by underlying muscle, they were not the
breasts of a body builder. Her light brown areola were
capped with nipples which stood out from the
surrounding flesh like the tips of small fingers.

She allowed my inspection to continue for a few
moments, and then, “My turn,” she said, pulling my t-
shirt out of my jeans and over my head. We embraced
once more, each gasping as our flesh met skin to skin
for the first time. Her nipples, hardened with arousal,
dug into my flesh like two points of flame. We kissed
again and my hands were all over her back, stroking,
kneading, caressing.

I worked my hands down under the waistband of her
shorts and discovered that she was wearing no panties.
I cupped her ass cheeks, enjoying the firm, yet
feminine texture. Her ass muscles clenched and
unclenched as she ground herself against my erection
which was almost painfully trapped inside my jeans.

Pulling my mouth away from hers, I began to kiss her
face lightly and then her neck, gradually moving down
to her upper chest just to the point where her breasts
began to slope outward. She moaned with anticipation.
My hands also moved lower, taking her shorts down with
them — but slowly, teasingly.

I began to kiss the upper portion of her breasts,
alternating between each one, careful to avoid her
nipples which looked like they might burst at any
second. Meanwhile, my hands had pushed Lisa’s shorts
below her knees and they fell to the floor. She quickly
stepped out of them.

My hands, now free to roam where they would began to
lightly explore everything within reach while my mouth
continued to teasingly caress Lisa’s lovely tits. Her
own hands came up and cupped her swollen globes from
underneath, offering the erect tips for my oral
inspection. Not wanting to frustrate her more than was
necessary, I accepted her offer.

Mouth, tongue, light nips with the incisors, gentle
squeezing from my hands, I worked on her breasts for
several minutes until I felt Lisa take my head in her
hands and pull me back up.

“Enough,” she gasped, her voice husky with her passion,
“I don’t think I can stand up for much longer.”

Stepping backward, she sat on the edge of the bed,
pulling me with her by the front of my jeans. She
quickly undid the belt and then the buttons. Her hands
were shaking and she had some trouble with them, but I
decided to let her do it on her own. She pushed the
jeans to my ankles. I stepped out of them. My erection,
barely contained by my shorts, was now right in front
of her face.

Lisa looked up at me and smiled as she worked her
fingers inside the waistband of my jockeys. In another
moment they joined my jeans by the side of the bed. Her
hands flew to my cock, grasping it firmly, squeezing
and pumping — seemingly measuring its length and
thickness, testing the firmness of my maleness.

Precum was oozing from the tip of my cock and she
slowly moved her face toward it. Her tongue came out.
She began to lick the glistening discharge, obviously
relishing its salty taste and slimy texture.

“Beautiful,” she whispered.

Without another word she slipped the head of my cock
into her warm, wet mouth, her tongue busily scrubbing
the sensitive flesh on the underside of my cockhead,
then moving all around to provide a slick coat of

Still holding the base in one hand, Lisa removed my
cock from her mouth and began licking it all over. Her
right hand squeezed my shaft firmly and rhythmically
while her left hand gently caressed my secret sack.

The combination of her lips, tongue, mouth, and hands
soon had me breathing hard, but I knew that there was
no danger of me ejaculating any time soon just from
this, pleasant though it was. I felt that it was time
to move on to other things. She could suck me off later
if she wanted, but first, I wanted a taste of what was
hidden within her jade gate.

I placed my hands on her head and pulled her face up
for a kiss. Her sweet mouth was now flavored by my pre-
cum and the musk which naturally occurs on and near the
male genitalia. We were both breathing rather hard.

“Lisa, you have given me so much in the past few
months, and now here we are, right where you promised
we would be. I want to give you something special.
Please lie back on the bed and relax. And don’t be
afraid to tell me what you want.”

“All right, John,” she smiled as she followed my
instructions, displaying herself provocatively on the
large bed. I took a moment to drink in the sight. She
looked so beautiful laying there, anticipating what I
might do next. She had obviously been getting a little
sun, and she must not have had much for a bikini,
judging from the tan lines and the nearly complete lack
of hair at the junction of her thighs. My heart was in
my throat as I crawled up on the bed next to her.

Performance anxiety? I’ll say. I wanted so much for
this scene to be perfect for her that I almost blew it.
Luckily, I remembered the mental exercises which I had
learned in therapy and quickly regained control of
myself, all the while lightly caressing Lisa’s flawless
skin in a seemingly random way. Her body trembled
slightly at my touch and a small moan escaped her lips
as my hands reached the swell of her breasts and
lingered there a moment lightly teasing the swollen
buds which crowned them.

She was moving her legs restlessly, pressing her thighs
together. I caught a whiff of her excitement, the
unmistakable odor of a female in heat. Like the smell
of a hot meal to a starving man the scent drew me, but
I resisted. It would be too easy to just spread her
legs and dive in, satisfying my craving for pussy
juice, and probably giving her a good climax as well,
but I wanted this to be more than a few licks and a
quick cum for both of us. This beautiful, intelligent,
sexy woman had given me back my self respect and I
wanted to make this special for her.

I leaned over her, a hand on the bed on either side of
her shoulders, and then I kissed her. The kiss started
out as a very gentle oral caress of her lips, my tongue
darting, teasing, and probing. Gradually it deepened
and I felt her arms encircle my back, her hands pulling
me down until I was laying half on the bed and half on
top of her. It was a long, deep, wet kiss — the kind
Kevin Costner talked about in “Bull Durham” — and it
lasted until we both had to come up for air.

But I didn’t stop kissing her, I just quit kissing her
mouth. My lips and tongue were busy all over her face,
giving her little, quick, light kisses and then moving
on to kiss and lick the soft skin of her lovely neck. I
could feel her pulse throbbing just beneath her skin
and I imagined for a moment that I was a vampire, about
to dine on the rich life giving b***d surging through
her veins.

I raised up then and gently rolled her over, moving her
hair aside to allow me to attack the soft skin there.
Her breathing and the low cooing and occasional gasps
told me I was on the right track. I’ve never known a
woman for which the back of the neck is not a major
league erogenous zone, and kissing or licking this area
has never failed as a foreplay technique, for me
anyway, your mileage may vary.

My hands, which were not idle, blazed a trail across
her perfect skin which my lips and tongue then
followed, leaving their own shining evidence of passage
behind them. I rubbed, kissed, licked, and caressed
every square inch of her back and down her sides, even
to those portions of her breasts which were exposed in
this position.

As I approached her buttocks, I saw her spread her legs
slightly, as if in anticipation, but I was still not
ready to quit teasing and so I lightly glided over
those splendid mounds and concentrated on completely
covering first one and then the other leg with kisses
from thigh to toe and back again, spending a
particularly long, and for her excruciating, time on
the sensitive skin at the backs of her knees. She had
begun to hump the bed, attempting to obtain some
release by grinding her pubic mound into the mattress.

Her musk was a rich perfume which saturated the
atmosphere of the room and it seemed to draw me to its
source. I moved my mouth northward, back up the backs
of her thighs and the closer I came to their junction,
the wider Lisa spread her legs, and the more of her
powerful scent was released. This made it difficult to
resist simply crawling up between her legs and shoving
my trembling cock deep into her sopping slit. I was
intent, however, on tasting her first, and so I locked
down my control and continued working my lips and
tongue up the inside of first one thigh and then the
other, until I had placed wet, sloppy kisses in the
crease on either side of her hot, pulsating mound.

Each time my mouth contacted her warm, smooth skin, she
let out a little gasp or made a sharp intake of breath.
I found these little sounds incredibly arousing —
maybe it was a power thing, or maybe it was just
knowing that she was taking pleasure from something I
had done, but it was a powerful aphrodisiac none the

Her woman scent was strong, and my mouth watered in
anticipation as I held it over the slowly opening lips
of her pussy. My breath washed over her sex as I let it
out slowly — I then inhaled deeply through my nose,
soaking up her powerful feminine odor, letting it fill
my head and draw me in to her molten center. Her cunt
was an opening flower, her clitoris hard and erect,
poking cleanly from its sheath at the apex of her slit.
Both her inner and outer lips were swollen, her juices
glistening on the crenellated surface of her inner
lips, and creating a slick, shiny trail down her crease
and coating the surface of her crinkled brown asshole.

At last, I could resist no longer, and my tongue began
to tenderly probe the delicate folds of her sex. She
moaned loudly at the contact, and I moaned too, at the
heat and taste of her. I was going to make a gourmet
meal of this beautiful woman’s pussy, displayed so
marvelously before me. But I did have some table
manners, and so I did not just dive in and begin
devouring her like some barbarian savage — though my
lust crazed brain was urging just such a course. The
time for devouring would come, but for now, I was
treating this lovely cunny as if it were a delicate
flower, needing special, loving, care.

My tongue lingered on each surface it touched,
carefully tracing the edges of her turgid inner labia,
swabbing gently, yet insistently, on the smooth skin
between the major and minor folds. She tasted
wonderful, like no woman I had ever had before. I
carefully avoided her clitoris for the time being,
concentrating on exploring all of the other interesting
areas of her slit first.

She obviously enjoyed what I was doing, and displayed
this enjoyment through the little gasping and yipping
sounds she made as I found a new hot spot with my
tongue and lips. She wanted more, and she reached down
and grabbed the backs of her knees, pulling them up to
her chest and then spreading them wide, opening herself
completely to my hungry gaze.

My tongue shot to the bottom of her slit, right up into
her juicy hole gathering her nectar and lapping it into
my waiting mouth. All subtlety was forgotten now as I
gorged myself on Lisa’s beautiful pussy. My hands were
under her buttocks now, pulling her up to my face, not
that she wasn’t thrusting there anyhow, but this way, I
was able to control her movements and maintain contact.
My mouth was everywhere in her crotch. Sucking her
large outer lips between my own and lashing them with
my tongue, flicking the tip of my tongue across her now
distended clit, working over the top of her mound with
my mouth.

I established no pattern in my attack, and so she did
not achieve the rhythm necessary for an orgasm. This
was all a little bit of a tease on my part, but I knew
that she would quickly climax once I really set out to
produce one for her, and so I kept up my onslaught.
Looking up, through the V of her slit, I saw Lisa
grasping her tits, squeezing the nipples until I
thought they’d pop right off her chest. She was moaning
and thrashing in my grip.

“Make me cum…please… make me cum, baby… I need it
soooo bad…” she moaned.

Who could ignore a plea like that? I placed the tip of
my tongue directly on her clitoris and began to shake
my head from side to side, just like a dog working on a
bone only much faster. I knew that I couldn’t keep this
up too long without getting extremely dizzy, but I also
knew it was just about guaranteed to produce an
explosive orgasm for Lisa. And I was right on both

I was dizzy very quickly, and I heard Lisa’s low moan
turn into a scream as she crashed over the edge of the
orgasmic abyss. Her thighs locked around my head and
her hands pulled my face even tighter to her pussy. She
acted like she wanted to pull my whole head inside of
her. I kept my tongue moving on Lisa’s clit as much as
I could and she continued to climax for a number of

Finally, she pushed me away.

“Enough,” she gasped, “I can’t take any more.”

I crawled up between her legs, my face right in front
of hers, and kissed her right on the mouth. It was a
test of sorts. Some women don’t mind if you go down on
them, as long as you don’t try to kiss them afterwards
(unless you wash your face and brush your teeth).
Lisa’s was not like this, and her lips opened under
mine, her tongue searching for her own unique flavor on
my mouth. She cleaned my face of her spend, and smiled
weakly up at me, her breath still coming in little,
gasping, sobs.

“God, John. No one’s ever done that to me before. Not
like that, anyway.”

I smiled at Lisa. Cunnilingus is my specialty. I like
it better than any other part of sex. Well, almost.

“You’re welcome, Lisa. It was my very great pleasure to
give you that experience.”

I rolled over on my side and Lisa rolled with me so
that we were facing one another. Lisa threw a leg over
mine and pressed her still soaking crotch up against my
still hard (and dripping) cock.

“Hmmmm. What have we here,” she said, grinning at me
and reaching between us to grasp my stiff shaft. “I
think he’s lonely, and needs someplace warm and wet to
play in, don’t you?”

She rolled us over the rest of the way so that she was
on top of me. I felt her hands between us again as she
positioned the head of my cock at the entrance to her
womanhood. She gave a little push downward with her
hips and the head slipped inside. Then it was one long
slide down until she had it all.

I moaned as I felt myself enveloped in that hot, wet,
grip. The interior of her sex was like a strong hand
which squeezed every square inch of the surface of my
cock. She held me there, her eyes closed as she too was
affected by the sensations of my dick hilted in her
moist interior. She pulled her knees up under her and
began a rocking, fucking motion atop my pulsing penis,
grinding her clit into my pubic bone on every down

She was in no hurry, having just completed a massive
series of orgasms, and neither was I, lost as I was in
the wonderful feeling of being sheathed inside of
Lisa’s beautiful body.

From this position it was a simple matter for me to
reach up and stroke her breasts, which I did, much to
her delight. My hands busied themselves with her
mammaries, toying with the nipples, squeezing the
fleshy globes, finally drawing her down so that I could
reach these graciously formed melons with my worshiping

With her tits in my face, my hands were free to reach
down and grasp the cheeks of her tight little ass. I
just couldn’t believe that such a beautiful woman was
riding my cock. I felt like all the Christmas mornings
I could remember all rolled into one. I gripped her ass
and started lifting her up and down on my cock, forcing
the pace of our fuck, driving my hips up off the bed to
meet her as she slammed down into me. We were both
grunting like animals in the rut. My fingers sought the
crack of her ass and one pressed inward on the wrinkled
rosebud of her back door. She instantly relaxed the
powerful sphincter and my finger sunk inside to the
second knuckle.

“Yessss,” she gasped, “play with my ass, baby.”

Her urgings made me hotter than ever and I began to
stroke my finger in and out of her ass in time to the
thrusts of my cock up into her pussy. I could feel my
semen boiling in my balls, moving up and threatening to
erupt as my orgasm approached.

Hers hit first, and I felt her pussy and ass clamp down
around my cock and finger like powerful fists as the
first of her spasms hit her. My own climax was not far
behind, and I yelled out loud as I felt the tip of my
cock explode, sending a torrent of my hot cum into the
deepest reaches of her cunt. We both rode out the rest
of the storm of sensations and at last she rested
herself on me and we kissed, again, sharing our passion
and the gratitude we felt toward each other for the
wonderful sex we had just shared.

We must have dozed off in that position, because I woke
up a while later with her still perched on top of me.
My now shrunken cock had slipped out of her. My crotch
was covered with the sticky combination of my cum,
which had leaked from her, and her own sweet juices. A
shower was in order, and I smiled at the thought of
sharing a shower with Lisa.

I kissed her lightly on the lips, which caused her to
come awake, her eyes slowly adjusting to the sight of
me laying underneath her. She smiled, dreamily, and
kissed me back.

“Have a nice nap?” I enquired.

“Mmmm, yes,” she purred.

She rolled off of me and stretched out on the bed. That
sight was almost enough to bring my cock back to full
attention. She looked down at the mess at my crotch and
she began to laugh.

“What a mess you are. Let’s get into the shower and
clean up a little. Then, it’s time to eat… I think
we’ll need the food to keep our energy up, don’t you?”

Her grin conveyed the clear message that it wouldn’t be
very long before we were back in her bedroom again,
doing our impression of mink in heat.

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