I planned a trip out to Denver for business and to see some friends so I called John and told him I was going to be in town. My wife and I have known John and Betty for over 20 years. They live in Denver and are in their mid to late 50’s, no children and are always on the go. Betty is 5’-6”, around 115 lbs., has short auburn hair, blue eyes and a great sense of humor. Betty and her neighbor Sally are best of friends. They walk 2 miles every night in their neighborhood and Betty goes to the gym 2-3 times a week. For a 56 year old woman, Betty looks good, 36-C chest, flat stomach and shapely hips, the hour glass figure. John works hard and enjoys a beer or 3 at the drop of a hat. According to Betty, her and John have always been faithful to each other and have never stepped outside in their 33 years of marriage. As always John insisted, that I stay at their house, which I always do anyway. Traveling to Colorado in February is always a bit touchy because of the weather. So I made my travel plans and off to Denver I went with the best kind of flight, uneventful.

I’m Bill, my wife Hanna and I live in southeast part of the country. Hanna is still attractive but just doesn’t have any interest or desire in sex anymore. She has nice breasts, 36-D with succulent nipples and a couple of extra pounds but still has a good figure. We used to have the best sex life ever, but that has changed over time. She would rather play grandmother and is not the sensual sexy fun wife she used to be. Myself, I am 6’-250 lbs. and enjoy life as much as I can and love to laugh. I have always been faithful to my wife Hanna and her to me, as far as I know.

Knowing Betty and for over 20 years we have developed a close friendship. We email regularly and use each other as a sounding board to complain about our spouses and our sexless marriages always wondering what happened to change our spouses. And try to give the other ideas on how to spice things up at home. We both love our spouses, but there just isn’t hardly any intimacy anymore in our lives. She has sex more than I do but according to her, it is too quick to really enjoy when it does happen. So we email back and forth and vent our frustrations. Neither of us has ever stepped out on your spouses nor did we plan to. Though we both said it would be nice to find someone to at least relieve some of that sexual frustration that we both have.

I always found Betty to be a very pretty woman in the girl next door kind of way. We would joke about having an affair with each other, but we didn’t want to damage our friendship. And since the 4 of us are close, we didn’t want to make things difficult when we were all together with our spouses. So when we were all together we would joke, laugh and tease each other and Betty and I would give knowing glances and grins between the two of us from time to time when we were all together.

When I got off the plane I head to the baggage claim area where I always meet up with John. I was surprised when I got there and seen Betty and not John waiting for me. John always picks me up and has some nice cold beers waiting in the truck for the hour ride to their place. Betty and I hugged and she started filling me in that John had to travel because of work, it was a sudden thing that he found out about only this morning. So it was going to be her and me for a day since he should be back tomorrow afternoon.

As we waited for my bag, I commented that she looked good and maybe lost a pound or two? As I looked at her nice butt in her tight jeans and the flannel shirt she was wearing was showing some nice cleavage. She has nice cleavage too. She grabbed my arm and gave me a hug, smiling big she called me a schmoozer and we both chuckled. I got my bag from the carousel and we headed to the truck. As we were leaving the parking garage she told me to reach into the back seat and grab us a couple of cold beers. This is going to be a nice drive to the house…

Being February snow was blowing in the air as we made our way home. Betty and I talked about life in general and our spouses during the drive home. We talked about John and his loss of interest in sex, and as always, Betty said the same comment as she says all the time, “Oh well, what can you do about it?” The conversation and a couple of beers which made the hour drive pass quickly. We discussed plans for dinner and decided to settle on Mexican.

When we got to the house, we decided to go on and head out to get dinner since there was light snow falling. So, I took my bag up to my room and freshened up a bit from the flight out. Betty loaded the fireplace with some more firewood and then went up to her room to freshen up also. When we got to the restaurant I noticed that when Betty took off her coat I could plainly see her heavy breasts sway when she moved and her nipples poking against her flannel shirt. The way they moved and the heaviness against her shirt, she had to be braless, she had one on earlier when she picked me up at the airport. She must have removed it when she freshened up before we left for dinner. I had a hard time keeping my eyes off her. As we were seated the waitress asked us what we wanted to drink. Betty smiled big and asked me if I wanted a pitcher of Margaritas, she does love her margaritas. I smiled and agreed while I looked over the menu to order my dinner. The first pitcher went down way to easy so we ordered a second just before our food arrived. The food was good, the margaritas were good and every time Betty leaned over to quietly say something to me, I got a great view down the front of her shirt at her hanging breasts, so the view was great too. By the time the second pitcher was empty we were done eating and it was time to head back to the house, both of us had a good buzz going from the margaritas. As we got in the truck Betty smiled at me and said, “Here, let me open this other button so you don’t have to try strain your eyes so hard to look down the front of my shirt.”

Laughing I said, “Well thank you that would be nice, since you now have your coat on and we are in a dark truck. If you unbutton all of them I still couldn’t see anything.” We both laughed as she started the truck. I told you, we were close and could talk or say anything to the other.

As we left the restaurant it was snowing harder than earlier when we left the house, there was an inch or so of fresh snow on the ground. Betty commented that John had driven and hoped that the weather wasn’t going to make it difficult for him to get home tomorrow.

When we got home, smiling, Betty asked, “Ready for more, I am!” She began fixing a blender full of margaritas as I put more wood on the fire.

“Of course!” I really do enjoy a good margarita and hers are the best. “You pour any more tequila in there and I won’t be responsible for my actions and it will be entirely your fault.”

Betty smiled wide and then poured a splash more tequila in the blender before turning it on… I knew down deep that nothing good was going to come out of this. As the blender screamed to life crushing the ice and blending everything together, Betty bent over to get the margarita glasses out of the bottom cabinet of the breakfast bar. Sitting on the other side, as she leaned forward, I had a direct view down the front of the shirt, friends or not, I was getting aroused. Her nice round breasts and perky nipples hung down freely, swaying as she moved around getting the glasses and salt for the rim of the glasses. As she rose back up I could plainly see her hardening nipples sticking out against the fabric of her shirt.

With filled glasses on the counter smiling she shocked me, “Did you see what you wanted to okay now?”

With a shit eating grin on my face for being busted I responded, “Not really, not enough buttons are open for an old blind man to see all I want to.”

We laughed, cheered and tasted our drinks, damn there strong. We walked into the family room where the only light was from the flames through the glass fireplace insert in the fireplace and the light coming in from the kitchen behind us. We sat on the sofa to sip our margaritas and to catch up on each others world and everything that is going on with mutual friends and family. We talked and finally ended up on the topic of our miserable sexless married lives, how time was passing by and that we weren’t getting any younger to enjoy our dreams and passion. How we both missed the intimacy and pleasures of sex. How we missed doing crazy things and enjoying ourselves sexually and how frustrating it was not to have a partner that wanted the same things. We discussed the fears in having an affair with someone, the STD’s and how common they are now. And the dangers today aren’t like when we were younger, you could get a shot to clear them up, but today they either kill you or you have them forever. Not to mention all the crazies and stalkers that are out there and on the internet. We both agreed that it was pretty scary to have an affair.

And again, Betty says, “Oh well, what can ya do?”

As time passed, we emptied the pitcher and we were both feeling pretty good from the tequila. Betty got up from the sofa and headed to the kitchen. I yelled at her that I was done, and I didn’t need anymore. So she got out 2 shot glasses which were doubles, a lime and some salt, filled the glasses and carried them over to the coffee table.

Something was up, so I ask her, “Are you trying to get me drunk to take advantage of me?”

Smiling she said, “I don’t need to get you drunk to do that mister!”

“That’s true.”

We both laughed as she handed me a shot glass and picked up the other and we both thru back our shots and sucked the lime and the salt. It may not have been in the right order but by now, we really didn’t care. As it slid down my throat, I looked at the funny face Betty was making from the tequila. Still standing in front of me with her shot glass in her hand she got a serious look on her face. She took my glass and put our glasses on the coffee table and gently pushed it to the side away from the sofa. Standing back in front of me she kneeled on the sofa straddling my legs. With a knee on each side of my thighs sitting on my lap facing me she was looking me in the eyes, she ask, “If we have sex, will it ruin up our friendship?” As she placed both arms on my shoulders and her hands on the back of my head her breathing was becoming faster.

Taking a moment I thought how I should answer. “Is this why we have been drinking margaritas all night?” I slowly started to unbutton the remaining buttons on her flannel shirt as we talked. Betty’s breath became deeper. With each button I opened, more and more of her beautiful round breasts and body became visible to me. The yellow light flickering over her soft skin and her face seemed to glow.

“Yes, I have wanted too for a long time, but I needed the margaritas to give me the courage to ask you, I have always wanted to have sex with you.” Smiling she said, “Do you like what you see?” As I slowly opened her shirt to reveal her full breasts resting on her chest, her nipples hard poking straight out begging to be sucked.

“Yes, I love what I am looking at. And I think we will be just fine with our friendship, don’t you?” I slowly reached up and gently rolled her hard nipple between my thumb and finger.

I watched as seen lust starting to build in her eyes and a soft moaning reply, “Me too.” She leaned forward and we kissed passionately. Her lips pressed hard against mine as her tongue probed into my mouth, I felt the heat radiating from her body as she held my lips to hers as she moaned into my mouth. She started to grind her hips against me. My hand continued to massage her left breast as my left hand was sliding down her back to grab her firm ass as more moans escaped from her.

Betty broke our kiss and leaned back and looked me in the eyes breathing heavier than before. “I have been with the same man for the past 35 years and he isn’t very creative. Tell me what and how you want me to do and I will do it. I am yours to do with what ever you want me to, just please be patient with me?”

Looking her in the eyes, “We will only do what ever you want to do, okay?”

“NO! I am tired of having vanilla unfulfilling sex, I want fucked and fucked good. We may never have an opportunity like this again, I want it all, anything you can imagine, I want to feel fucked and used, is that clear?”

I reached up to her breasts and massaged them as I rolled her stiff nipples between my finger and thumb. A moan escaped her lips as she whispered, “I want to do everything and anything you ever imagined or done. I want new and exciting and every way we can, I am yours to have and will do anything that you want.” As she kissed me again I continued massaging her breasts and pulled and roll her nipple between my thumb and finger. Her breathing was fast as she was humping my lap and rubbing herself on my stiffening cock in my pants.

Holding her in my arms I looked into her eyes. I seen the lust in her eyes, as I looked at her, I told her, “Okay, your ass is mine.”

Smiling she said, “My fantasy is to be forced to do everything imaginable and treated like a total slut. Never in my life had I ever done anything like that. So until Bill comes home, I am yours to use to do anything you want to me. Is that clear?”

Looking at the seriousness in her eyes, I wanted to make sure she knew what she was asking me to do. “Anything I want when ever I want it and you will do it! Correct?”

“Yes, I am yours, I have dreamed of being taken and forced to do things ever since ever since I can remember.”

“Okay!” I pulled her tightly into my arms kissing her as our passion grew, our tongues battling in the others mouth. Her breathing increased as a moan escaped from her throat into my mouth. Her hands held my head so our mouths were together kissing deeply. I continued to knead her firm left breast with my hand, squeezing and pulling it as my thumb and finger continued the assault on her nipple. She humped against my hard cock as she continued to moan into my mouth. She broke our kiss and leaned back panting heavily, her eyes closed as I leaned in and started to suck on her hard nipples, going from one to the other. Her moans changed to screams as her hands pulled my mouth tighter to her chest as I bit and sucked hard on nipples. The words started flowing out of her, OH God yes!!!! OHHH… God Yesss…. Yessss…. Hardddeeeerrrr…… YESSSSSSS… as she bounced on my lap as her first orgasm started through her ….

Her body was wet with perspiration, she through her arms around my shoulders and hugged me, resting trying to catch her breath. She gently pushed away from me as she looked me in the eyes smiling.. “Oh God yes, that was fantastic.. I haven’t felt anything like that in years!” Then she leaned into me and kissed me hard on the lips.. She rose up on her knees with her body higher than mine as I reached down and started to loosen her belt and the snap on her jeans. To follow was her zipper as I started to push her jeans down. Betty rolled off of me to sit on the couch beside me. She quickly stood up and pushed her jeans, panties and socks off, she shrugged her shoulders and her shirt fell to the floor with her other clothes.

There she stood in all of her glory as naked as the day she was born. As I looked over her hour glass figure from miles of walking and spending time at the gym I smiled. Her breasts were perfect, nice and full with just a little bit of sag. Her nipples were hard and protruding, just the right size for sucking. Her flat stomach with just a little bit of a pooch to her flaring hips. She was clean shaven except for a trimmed 1” landing strip of short hair above her clit. I looked back up to her face and I could see wonderment in her eyes wondering if I liked what I seen. I continued to smile and could only mutter one thing, “Absolutely beautiful.”

With a smile on her face, she placed her hands on my thighs and dropped to her knees between my legs, reached up and loosened my belt and unsnapped on my jeans. With the belt loose, the snap undone the zipper down she pulled my shoes and socks off she started to pull my pants and underwear off, I raised my hips to help.

As my hard-on sprang free, she smiled and placed her mouth over it and started to suck on it. It felt so good. She stopped and pulled my pants and underwear off, through them to the side and smiled as she placed her forearms on my thighs again. She leaned forward and sucked my cock in her mouth. She started to stroke my shaft up and down with one hand while she sucked on the head of my cock. The feeling was fantastic. Moaning as she kept sucking and sliding her mouth and hand up and down my shaft. She continued to work my cock deeper into her mouth. My balls and cock were getting wetter by the moment with her saliva. The loud wet sloppy sounds from her sucking my cock was all that I could hear besides the crackle of the fire until I started to moan, it felt soooo good.. The more I moaned the harder she sucked, swirling her tongue around my cock and then plunging it back in her mouth. I could feel my cock hitting the back of her mouth as she would gag a little every now and then.

I told her to take her other hand and play with her pussy. Her hand dropped from my thigh and she moaned. “Rub your clit and push your middle two fingers deep inside and fuck yourself with them.”

She started to moan and her head and hand started to stroke faster up and down my cock. I placed my hands on top of her head and stopped her movement up and down. Her eyes looked up at me and I started to gently push her down and told her, “Swallow, swallow me baby.” She was a trooper, she tried and then she gagged and pulled off. She was staring into my eyes and I told her to try again, just keep swallowing and breath through your nose. She tried again and she started to take me deeper in her mouth and she started to gag again but she continued to take me deeper as her throat started to accept me. I could feel my cock start to go down her throat as I felt her throat contract around my cock as she continued to swallow me deeper down her throat. Her eyes were watering but she continued to swallow me until her nose was against my stomach. It felt totally wonderful. I could see her shoulder moving rapidly as her hand stroked pussy. I am not sure if her moaning was from taking me in her throat or her playing with her herself. Once she took me deep she slowly pulled off and then went right back down again. She wrapped her hand around me again and started jacking me as she continued to finger her pussy. She was totally into it, moving her head up and down and rapidly finger fucking herself. She was moaning load around my dick as I started to press her head down on my dick all the way.

“Oh yes, that’s it.. Yesss…. suck me yesssss.. God it feels so good.” The more I encouraged her the more she responded, her eyes were watering, my balls were soaked from her saliva and the faster her hand went. The moans vibrating from her throat just added to my pleasure as I felt my ball begin to tighten. I knew I wasn’t going to last long as she would pull me almost out of her mouth then slide it all the way until her nose was against my stomach, taking all 8” of me into her mouth and throat. I haven’t face fucked my wife in over 5 years, it felt so amazing. I felt my cum begin to boil up and out of my balls, I screamed, “I am coming, swallow baby, swallow.” I was panting and thrusting my hips off the sofa as I pushed her head down I began to shoot my cum down her throat, her swallowing increased as she swallowed every drop of my cum from each burst from my balls.. She continued to moan and a muffled scream escaped from her, with my cock stuffed in her mouth. I let go of her, she pulled off my cock and fell on her back on the floor panting, moaning and coughing as her body squirmed rolling side to side on the floor trying to catch her breath.

Betty’s knees were in the air and spread wide, her feet flat on the floor I stared at her beautiful pussy. Clean shaven clean except for that 1” wide landing strip at the top. Her pussy was smeared with her own juices, her lips were engorged and flared open from the fingering she had given herself. Her juices were still flowing down her crack over her pretty brown rosebud. She must have had orgasm too when I shot my load down her throat. The fingers that were once buried deep in her love cannel giving her such pleasure were soaking wet. Her pussy was so beautiful and looked good enough to eat. She lay on her back, panting catching her breath now as her body glisten in perspiration. With the light of the fire dancing across her body she looked absolutely beautiful and I was the luckiest guy in the world right then.

“Oh my God Betty, that was the best blow job I have ever had.” I was still lying back against the couch, catching my breath and staring at the lovely mature woman lying on the floor in front of me.

With a large grin she replied, “Thank you, I am glad you liked it, I have never deep throated anyone before.”

Surprised, “It sure felt like you knew what you were doing. That was fantastic. Oh God, you did it like a pro, you really did.”

Smiling she said, “I wanted to learn how to do it, so I started practicing using my dildos until I got used to it. I am glad you liked it…”

“I loved it!”

I slide down off the couch between her spread legs onto the floor. Smiling I went right down and started licking her engorged clit. I kept sucking it between my lips, in and out gently pulling on it and sucking on it more and more. She moaned and placed her hands on my head guiding me and pulling me tighter against her pussy as I continued to suck and lick her clit and lips with my tongue. Her moans and her breathing told me I was doing it the way she liked it. I continued to tease it and gently nibbling on it, then sucking it and sliding my teeth over it. Her breathing was heavy as her hips started to move back and forth as she pushed against my face. I slid my arms under her knees and picked them up over my shoulders as I licked from her clit down between her swollen lips tasting her sweet flowing juices and back up. Sucking on her pussy lips and gently nibbling on them. I worked my way back up to her clit as I slide my 2 middle fingers into her wet sloppy wet pussy. I could feel the walls of her slick love channel trying to suck my hand deeper into her. I rolled up my fingers finding her G-Spot and started stroking it.

The pitch of her moans changed and her mouth would open wide with a hint of a scream coming out. I started sliding my thumb around and over her clit as I stroked her G-Spot with my 2 fingers. Her hips were now thrusting off the floor. Her eyes closed and her mouth open, screams and moans started to flow out of her mouth, OH God…. OH God….Yesss….. was flowing out of her mouth as her hips bounced up and down from the floor… her hands grabbed her breasts squeezing them hard and pulling on her nipples as I stroked harder on her G-Spot.. I watched her orgasm again, as her hips shot up against my hand, I felt the contractions of her soft love channel spasm on my fingers while her juices were running down my hand and wrist.

I slowly pulled out my fingers as her body went limp on the floor as she was panting to regain her breath. I looked at her face, the glow of contentment and satisfaction was on her face and in her eyes. As she mouthed the words, “Thank you that was fantastic.”

I slowly slide up her body and gently kissed her on the lips, as a slight moan escaped her lips. Leaning back, I placed my dripping fingers gently on her lips and coated them with her sweet juices. Her tongue snaked about and she tasted herself for the first time. With a surprised look on her face and a smile she whispered,” Not bad.”

Smiling back I responded, “Damn good!”

I placed my fingers against her lips again as she started to lick my fingers, smiling and savoring the taste of her own juices. I laid on the floor beside her and gently pulled her towards me hugging her as our lips touched in a kiss.

When our kiss broke I smiled and asked her, “We still friends?”

Lying there looking so sexy and content, she smiled back at me, “Oh yes! I am so ready for more sir.”

To be continued….

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