Thursday came and as I got up and ready for work I told myself not to get my hopes up on seeing her today because if she’s sick I’m sure that she’d probably take 2 days off to try to recuperate.  I got to work and suffered thru the next few hours, but much to my amazement Amber came up to my machine moments before lunch.  She took her position at her station and looked up at me and right then and there I could tell that something was wrong because she looked sad and her eyes were red like as if she had been crying.  I silently mouthed to her and asked her if something was wrong and she said that it wasn’t anything to worry about and left to go to the trucks.  After lunch Amber didn’t come back to my machine and by the last break of the day she had neither written me an email or came back, so I was to assume that she had either gone home or was finished in our department.

 

Saturday rolled around which meant it was the last day of my workweek. The early morning sky was overcast and there was a slight mist in the air. The cold air that was blowing seemed to drive the moisture like needles against my skin as I walked into the building.  I’d not heard or seen Amber since Thursday and was starting to get the feeling that she was trying to ignore me.  Was the moment that we had shared a one-time thing? My heart sank at the mere thought of it, but I had to realize that she was a married woman after all.  I got off work and stopped to grab something to eat on the way home, all the while thinking that I wish I could see her again to apologize.  I got home and planted myself on the couch and started flipping channels. Around eight-thirty the phone rang, it was Amber.  We talked for a few moments and I asked her what had happened and much to my surprise she just asked if she could come over and talk for a little bit, so I said that that would be fine. 

 

She arrived at my door about forty-five minutes later, cold and wet from the rain.  I got her a towel and she dried off as best as she could, but from the torrential downpour outside it had soaked her clothes completely and she was shivering like a newborn puppy.

I told her that she needed to get warm and said that the best thing for her to do was to take a nice hot shower and put on some dry clothes.  With chattering teeth she said ok and made her way to the bathroom.

 I heard the water start up as I searched for her some clothes. I wasn’t too sure what size she wore, so I just grabbed her some sweat pants, a t-shirt and some socks hoping that I wouldn’t be criticized too much for my choice of clothes. 

 

I was getting ready to go back into the living room when I heard her call out to me asking if I could help her. A moment of fear raced thru me as I thought that maybe she had slipped in the shower, but yet if she had I would have heard a ‘THUD’ or something.

I knocked on the door before I entered. The bathroom was warm and misty from the shower; it was almost like stepping into an early morning fog.

 

“Are you ok?” I asked. She peeked out from behind the shower curtain and smiled.

 

“Yeah, I’m fine. I was just wondering if you could help me take a shower. I sure could use some help washing my back.”  Wow. I couldn’t believe what I’d just heard.  As much as I had thought about her, it had never crossed my mind that I would ever get the opportunity to take a shower with her. I quickly stepped out of my clothes, letting them fall to the floor, not worrying if they were going to get wet or not and within seconds I was opening the shower curtain and stepping inside. The water was warm and relaxing, and the light spray that hit my face and eyes made me back toward the end of the tub and rub my eyes.  She smiled at this and said that I looked like a little kid doing that. I smiled back at her and stuck my tongue out at her.

 

“Careful with that, I’ll have to bite it if you do it again.”

 

“Oh really?” I asked, and I stuck it out again to see what she would do.

 

Since I’m about 7 inches taller than she is, she had to tiptoe a little bit and grabbed my tongue with her teeth and gave it a little bite.  I looked down at her and gave her a wink as she pulled away and smiled. Neither one of us said anything. We looked into each other’s eyes forever it seems. Her eyes seemed to have something to say but held back for reasons unknown. I leaned forward to kiss her and our mouths met slowly and softly; it was the kind of kiss that could best be described as pure and clean.

 

I felt her arms wrap around me as I did the same and pulled her close to me.  The feeling of her body pressed against mine felt wonderful. Never before had I ever met anyone who felt so good in my arms; it was a moment in time that I would cherish forever.

 

She pulled away from me and gave me a light smack on the butt and asked me if I could wash her back for her, and she turned around facing away from me.  I grabbed the soap and moved her hair out of my way.  My eyes ran down her neck, over her well-rounded shoulders, across her smooth back and down to her lovely ass cheeks where I let them linger for a few seconds before lathering her up with the soap. I watched as the suds ran from her shoulders and down her back and across her butt. This had more of a reaction than I thought it would because by now my cock started getting hard.

 

 I reached down and gave her a small pat on the butt. Much to my surprise she leaned forward and planted her hands on the shower wall and stuck her butt up in the air.  I put the soap away and reached down between her legs. Although the water was running over her backside, I could still feel that she was wet in more ways than one. 

 

She let out a slight moan and pushed down against my hand. Right then I knew that she was wanting more between her legs than just my fingers.  I withdrew my and reached down and grabbed my cock, which was by this time rock hard, and eased it between her legs. I’m not going to lie, but her pussy was hot, and by the time I was all the way in it felt like my dick was in a furnace.

 

“Oh God that feels so fucking good!” she almost screamed out and pushed back harder against me. I held it in for several seconds and then slowly started moving in and out of her. With each forward thrust she would let out a moan, and each time I’d back off I could feel her vaginal muscles grip at my cock, not wanting it to leave. I reached down and grabbed her by the hips and started to quicken my pace, and before long I was pounding my cock in her as hard as I could. Each time I’d thrust forward, the water that would collect between our bodies would shoot out on onto her back.  Oddly enough I found this extremely erotic, as it gave me the idea that I was shooting load after monstrous load of cum onto her back. I guess I got wound up in my own fantasy because I almost didn’t hear her as she started bucking against me and screaming that she was going to cum.

 

Now I’ve been with several women in my life and I like to think of myself as pretty decent in bed; I’ve never had many complaints considering that I’ve always tried to make sure that my woman was satisfied in bed, so it was nothing new to me to hear a woman scream that she was going to come. But tonight was different.  Moments after Amber announced that she was going to come, it seemed like as if the floodgates of Heaven had opened up and let loose. While my cock was still pounding away at her I suddenly felt her legs start to tremble and her vaginal muscles grip my cock like a vise and a gush of hot liquid splash against my balls and lower thighs. It was then that I realized that Amber was experiencing true female ejaculation.  I’d only ever met one other woman that could do that, and had read that it’s kind of rare, so with this newfound revelation it turned me on even more so, and I quickened my pace with renewed vigor. The harder and faster that I pounded, the more and more she seemed to cum. Eventually her legs started to give out and she started to slip down in the tub. My cock slipped out of her and slapped hard against my groin.

 

 I helped her off of the bathtub floor and turned the water off.  Her body was shaking and shivering almost as bad as when she’d first come out of the rain.  I told her to wait a few seconds and I came back with a towel and a bathrobe to wrap her up in.  She was still shaking when I laid her down on the bed and covered her up. I took a few moments to dry myself off before I crawled in bed and lay down beside her. Amber almost immediately snuggled up next to me, wrapping her right arm around me and laying her head on my chest.

 

 

We lay in silence like this for several minutes before Amber started to rub my chest.  She ran her fingers thru the hair on my chest and started to plant light kisses at the same time as she worked her way past my stomach and down to my cock. She started at the head and worked her way down the full length of my shaft, planting soft kisses along the way until she got down to my balls.

 

There she used her tongue and lightly flicked each one independently before taking them in her mouth to suck on. She did this for a few moments then started to lick her way back up my shaft all the way to my head where she circled her tongue around it before taking it into her mouth.  Her soft, full lips gradually worked their way nearly down to the base of my cock, and then came back up to the head to repeat the process while at the same time stroking me up and down. This was pure Heaven. I reached down and stroked her cheek, moving her hair away from her mouth.  I watched her work magic on my cock and I could feel my balls start to draw up.  She really started getting into it and increased her rhythm as I moved my to meet her hungry mouth.  Before long I was bucking like crazy, literally slamming my cock in and out of her mouth.  It wasn’t too long before I felt an immense orgasm welling up inside of me. Amber sensed that I was getting ready to cum and deep-throated me just as I let loose and shot load after load of cum down her throat. I don’t think she was expecting me to have cum so much because a couple of times she gagged and had to suck up some of it that had seeped out around her mouth. I didn’t think that I was ever going to stop as my body was wracked time and time again by one immense orgasm after another.

 

Finally after what seemed like eternity my body fell limp, but this didn’t stop Amber from finishing up what she had started and cleaning up afterwards by licking and making sure that she hadn’t let a single drop escape. When she got finished she came up and put her head back on my chest and softly ran her fingers thru my hair. I reached over and stroked her hair.

 

“I love you Amber,” I said.

 

She stopped rubbing my chest hair. I could see that her hand had gone from open-handed to a white knuckled closed fist. I could sense that her breathing had changed, and seconds later she got up and headed to the bathroom.  I got up and followed after her, but she closed the bathroom door before I could get to her.

 

“Babe, are you ok?” I asked. I tried the door handle but she had locked it behind her. “Sweetheart, I’m sorry. Please come out.” I could hear her crying behind the door. I wasn’t sure what to do so I sank down to the floor and laid my head against the door and listened to her cry and sniffle. 

 

I’m not sure how long she was in there, but when she opened the door I almost fell into the bathroom and onto the floor. She walked past me and towards her wet clothes that were lying on the floor. I got up and walked to her.

 

 

“What are you doing?” I asked her.

 

“I have to go.”

 

“Look babe, I’m sorry.”

 

“Sorry for what?”

 

“I’m sorry for hurting you.” I said and tried to put a consoling hand on her shoulder, but she pulled away.

 

“No, you have nothing to be sorry about. This is all my fault.”

 

“What do you mean?”

 

“Isn’t it obvious? I’m a married woman who is sneaking around and sleeping with a guy that I work with. I shouldn’t have done this.”

 

“I’m sorry, but you know we’ve been talking for a while and I told you before that I could fall in love with you. I can’t help it.” She turned around and stared me straight in the eyes. Tears were streaming down her cheeks and her eyes red and puffy.

 

“You knew that I was married and I told you how I felt about this. You knew that I would feel guilty. We should have stopped this before it went too far.”

 

“Why?” I asked now almost lost in the moment

 

“Because Dan, have you ever stopped to think that I was afraid?”

 

“Of what?”

 

“Of falling in love with you.” An awkward silence took hold of the moment.

 

“Do you love me?” She turned back around and continued getting dressed. “Do you?” I asked again.

 

“Does it matter?”

 

“I’d like to think that it does because I fell in love with you the moment I first laid eyes on you.”

 

“Well you know Dan, that’s the problem; You fell in love with a married woman, knowing that we could never have what you wanted.”

 

“You didn’t want this?”

 

“Dan look, I do love you. You make me feel better than my own husband does and that’s what I’m so afraid of. I’m afraid of getting emotionally attached to you and falling too far in love with you for my own good.” I could see the tears again start to stream from her eyes. “Maybe if I was single it would be different, but I have a family that I have obligations to….” She trailed off and hung her head as emotions took over and the tears started to flow freely.

 

I came up behind her and gently placed a hand upon her shoulder, not sure what to do next. She slowly turned around and buried her face in my chest.  I wrapped my arms around her and held her close to me and whispered to her that everything would be ok.

 

The next few weeks at work were rough for everyone.  Amber found out that her husband was not only seeing her best friend, Brenda, but he was also going out on dates on Saturday nights with other women instead of going to play Poker like he had been telling her. Amanda filed separation papers after he openly admitted that he was merely staying with her so that she could support not only his gambling habit, but also provide him with money to go out on dates.

 

Brenda eventually admitted that she had made a move on Amber's husband shortly after they were introduced and that a lot of times she would ask him to come by her house at night when he got off of work.

 

As for me, I still live alone.  Amber and I have started seeing each other more often and she has admitted that what we have is what she has always wanted and needed for a long time. She comes over to my apartment almost every day and I have to admit that I have never seen her happier in the entire that I’ve known her. I fell for this woman from the moment I first met her and will always do my best to make sure that she is happy.

                           __________________________

 

 

Over the years we would occasionally run into each other and have the usual short, meaningless conversations that go on in the work place, because everyone knows that if you say the wrong thing at work you could be charged with sexual harassment even if it wasn’t intentional.  I eventually transferred to a different department and saw less and less of her; this didn’t bother me, but the new position that I took required the QA people to be over there more often and there were a few of the quality auditors that were worse than what I assumed that she was. 

 

The machine that I worked on got moved around several times and once that it was in a permanent place that’s when the QA people started to come around more on a regular basis.  Amber usually came up to the machine either in the mornings or later in the afternoons to do her audits, and it was only then that I got a closer look at her and noticed how beautifully brown her eyes were, so taking a chance I started a conversation with her, and as time went by that’s how we really got to know each other.  I learned a lot about her like the fact that she had 2 kids that she adored and a husband that she loved and would never leave, even though he had tendencies of treating her like shit a lot of the times.

 

The more I talked to her, the more that I saw how good of a person she was. Sometimes when we would talk, our conversations would get a little sexual and personal, but by this time we had developed a sense of trust in each other and knew how far we could go. She told me that we had to keep what we talked about between just us because she was scared that someone would find out and let it get back to her husband, so we had to be really careful. 

 

Winter had come and Spring was rapidly approaching and it was during this time that I noticed that she was becoming more and more depressed.  I would email her and talk to her to see if I could help, and eventually she opened up and told me that her husband was putting them in a financial bind and that she thought that he was having an affair on her with her best friend.  I consoled her as best as I could and told her that if she ever needed to get away from the house for a while that she could come to my place and stay the night if she wanted, and I gave her my phone number in case she needed to get in contact with me.

 

The weekend came and so that meant that I would be sitting at home watching senseless sitcoms on TV and hoping that sleep would come fast, when unexpectedly my phone rang. It was Amber.  She said that she was a little down and needed to get out for a while and asked if she could come to my place for a couple of hours. I told her that that would be fine and I gave her directions on how to get to my apartment.

 

She arrived at my door at a little bit past 8:30pm wearing a white t-shirt and blue jeans.  Even though she said that she was going to come over, I thought that she would probably change her mind about it, so I was thoroughly surprised when she actually showed up at my door.  She came in and had a seat on one end of my couch and I sat on the opposite end. 

 

We talked about a lot of things, most of which didn’t involve work, after all with as much time as we spend there we didn’t see much point in bringing it home to talk about as well.  It was during this time that I noticed that she kept looking around and when I asked her about it she said that she was just nervous. I told her to relax, and I turned the radio on for a little back-ground noise in hopes of easing her nerves a little bit.  She mentioned that she had always liked the way that my hair had looked, so I told her that if she wanted to she could run her fingers thru it, and then I moved closer to her.  Her touch was a little bit shaky at first, but after a few moments it became more even and before long I felt the muscles in her body become more relaxed and her breathing became a little more calm.

 

This went on for a while as we talked and at some point she gave me a small kiss on my forehead. I looked up at her and smiled and gave her a small kiss on the lips in return.  We looked into each others eyes forever it seemed and our lips moved closer and closer. Before either of us could say anything, we found ourselves locked in a lovers embrace kissing with reckless abandon. I don’t ever remember enjoying kissing someone as much as when we kissed, and I didn’t ever want it to end, but eventually she pulled away from me and apologized.  I told her that there was no need to be sorry, and for some unknown reason I placed her hand on my chest. She said that she was always curious to know whether or not I had a hairy chest, so I raised up my shirt and showed her. Ambers’ eyes lit up and she gingerly placed her hand back on my exposed chest and ran her fingers thru my hair.  She closed her eyes as she did this and a few minutes later she stopped and stood up.  I thought that I had done something wrong and that she was going to leave, but much to my surprise she walked to the light switch and turned off the lights, leaving the only light in the room coming from the keyboard of my computer, which cast an almost eerie, yet stimulating blue light. She then moved around to stand in front of me and proceeded to straddle my legs. 

 

I was already turned on by her gentle touch on my chest, but her straddling me like this didn’t help, so I tried my best to hide my erection from her but the sweat pants that I was wearing weren’t helping any.  She looked down at me and smiled and gave me a deep passionate kiss that was unlike anything I’d ever experienced, all the while running her hands through my hair.  My shirt was still pulled up some, so I figured I’d take it off because by now I was starting to get a little warm in more than one way.

 

Admittingly, I had always wondered if she was a good kisser or not, and tonight I was getting the answer to that question in spades!  She withdrew her lips from mine and kissed me all over my face, then started on the right side of my neck, then my throat and eventually ended up on the left side of my neck.  I was in sheer heaven and was equally speechless, but had a desire to do something, so I started to kiss her on her neck. I’d gotten a few kisses and nibbles in before I did something that really broke the ice, and that was kiss and nibble on her ear.  It sounds odd, but it really seemed to light her fireworks because she was moaning and grinding her pelvis to mine as if she were trying to tell me something.  Eventually she started to kiss her way down to my chest and nibble here and there; I’m not too sure whom this was turning on more, her, or me but I didn’t want her to stop.  Amber kissed her way down my chest and across my stomach, and by this time she was on her knees in front of me tugging at the string of my sweat pants.

 

“Can you untie this for me, please?” she asked.

 

You could have knocked me over with a feather when she asked me this, so I reached down and within seconds the string was untied and she was reaching down for my already hard and swollen cock. Never before had I ever known a woman to have such a gentle touch before tonight, and as she stroked me I could tell that there was no saying ‘No’ to her even if I wanted to.  She pulled upward on my cock, squeezing forth as much precum as she could, and as gentle as her touch was, she slid her tongue over the head of my swollen member and licked off the small pool of precum that had gathered at the top. After she had licked away my juices she lowered her mouth and slowly started to suck on the blood-engorged head of my dick.  I didn’t know whether to scream in pleasure or what, but when she deep-throated me seconds later I knew then that after tonight there would be no one else that could ever compare to her. 

 

She sucked a few minutes more and it was then that I realized something was amiss.

 

“Hey, how come I’m the only one that’s half naked here?” I asked.

 

She stopped and looked up at me as if she too had just come to that realization. When she stood up I could see her silhouetted against the blue light of the keyboard and watched her as she took off her t-shirt and bra. I instantly feel in love. At work I would always look at her breasts, but when she took her bra off it wasn’t until then that I realized that they were bigger than I had hoped.  The outline of her body was a sight to behold as she went even farther and took her pants and underwear off.  My heart must have skipped a beat or two, because I had never seen anyone with a more shapely body and firm breasts as hers. As if in a dream, I reached out and touched her left breast.

 

“Damn, babe, are these for real?” I asked her.

 

“Of course they are, I told you that everything on me was natural.”

 

Never before had I seen such wonderfully shaped and firm breasts; and the fact that they were real excited me even more. I figured that since she was now nude that I would join her and I took my sweat pants off.  I thought that she was going to suck on me some more, but she surprised me and straddled me again, this time reaching down and grabbing my cock and lowering herself onto me.  I could feel her wetness as I penetrated her pussy lips and when I was in as far as I could go she started to ride my cock. Each time she would go down, I would meet her with upward thrusts of my own, and I could feel the head of my cock slamming hard against her cervix causing her to moan out in pleasure. I could feel her vaginal muscles gripping my cock with each thrust that I delivered.  I couldn’t believe that I was having sex with this beautiful woman the I had fantasized about so often at work. 

 

She soon started to grind and buck more wildly as her first orgasm of the evening took hold of her. I could tell that she was enjoying this more than I thought she would, and when she caught her breath I once more start sliding my cock in and out of her, slowly at first and once again she started impaling herself on my cock and before long she exploded again in wave after wave of intense orgasms.

 

I looked up at her and saw a small wince of pain go across her face. I asked her if she was ok, and she replied that her knees were hurting a little bit, so I suggested that we move to the floor.  Amber moved toward the floor and I moved the coffee table out of the way to give us a little bit more room.  She lay on the floor and I quickly took my place between her legs and slid myself back into her warm and extremely wet pussy.  I bent down and kissed her, alternating between her lips and her nipples. Leaning back and putting weight on the pads of my feet and my knees, I grabbed her by her ankles and thrust quicker and harder into her. She screamed out as another intense orgasm rocked her body, and again I slowed down my pace to let her gather her breath.  Once again I leaned down and we kissed and I continued pumping my cock in and out of her. 

 

By this time my balls were screaming for release, but I tried my best to ignore their silent cries. I’m not too sure how long we had been going at it at this point, but both of us were sweating like crazy.  It was at this time I screamed out that I was going to cum and I shoved my cock into her as hard and as deep as I could as I felt unbelievable amounts of semen come rocketing forth from my cock and deposit itself deep inside the depths of her pussy. She really must have enjoyed this feeling as she once again cried out in the wake of an extremely powerful orgasm.

 

We both lay limp for several moments and looked at each other in the eyes and smiled.  I know at that point I could have told her that I loved her, but I wasn’t sure that I should or not, but whether we had had sex or not, I knew that I have more than just strong feeling for this woman.  I leaned down again and gave her another kiss and told her that I was going to go hop in the shower and get cleaned up.

 

I returned from the shower about 5 minutes later and found her in the kitchen making herself something to drink.  I came up behind her and started stroking her hair and then wrapped my arms around her and hugged her and kissed her lightly on the neck.  We went back into the living and she sit her drink down and went to the bathroom to clean up as well. Amber came back and sit down on the couch beside me again and started to drink on her cup of cocoa. I couldn’t help myself, but I just couldn’t stop looking at her and wishing to myself that I could just come out and tell her how I felt about her. 

 

We talked for about 10 more minutes and it was about this time that she started stroking me and without failure, my cock rose to the occasion and was begging for some more of her attention.  She leaned down and started to suck on me some more, and after a few minutes she crawled off the couch and got on her knees laying her upper part of her body on the coffee table. I took this as a sign that she would like it doggy-style, so I got off the couch and came up behind her.  Her pussy was still hot and wet, so my cock didn’t have any problem sliding back into where it belonged.   She loved this and moaned each time I would pull out almost all the way and then enter her until I could go no farther.  She soon started pushing her body against mine, but this time I didn’t hold back and I buried my cock in her as deep as I could and shot load after load of cum deep inside of her.

 

I pulled out of her and sit back down on the couch, throwing my head back, worn out and exhausted.  She sat on the floor for a while and we talked about everything, but yet nothing in particular.  Amber looked at the time and mentioned that she had to hurry back and get home.  I agreed, since I had to get up early the next morning and go to work.  We both took our turns and went to the bathroom to get cleaned up and got dressed in the living room.  I told her that if ever she needed me that I would always be here for her in any way that I could.   She came up to me and faced me, wrapping her arms around me and looked me in the eyes.  For an instant it looked like she was going to say something, but the words seemed to pass from her lips, so she gave me a kiss and wished me a good night.

 

After she had left I sit on the couch for a while basking in the glow of the feelings that she made me feel. Sure she made me feel great sexually, but she touched an emotional side of me that I don’t think anyone ever has.  I wanted to tell her how I felt about her, because it was something that I’d wanted to say for a long time, but I didn’t.  I can only hope that she comes back over again because if there is a ‘next time’ I will be sure to share myself with her both physically and emotionally.

After walking for about 30 minutes I saw the headlight of a vehicle approaching from behind me, I hoped that they would stop and give me a lift, but with it raining and quickly approaching midnight, I didn't figure on my luck being that good, but much to my surprise they pulled over about 30 feet in front of me and parked. I ran up to the passenger window of the mini van as the window was rolling down.

"Need a lift?" I heard a womans voice from inside call

"Sure do." I replied, and opened the door to get in. Once inside, the overhead light revealed aa attractive woman of about 34 with long dark hair and brown eyes and thin frame had come to my rescue; she had the typical "soccer mom" look about her, but I wasn't going to look a gift horse in the face, better to get a ride with a soccer mom than to walk for who knows how long in the rain. I explained to her my situation, that I had had a flat and didn't have a working spare tire and that I needed a phone that I could call a friend of mine and see if he could come and pick me up or bring a tire with him. She apologized that she didn't have a cell phone but that she had one at her house that I could use if that was alright, because the only gas station around here didn't have a pay phone. I told her that that would be nice, and off we headed to her house.

On the ride to her house she had told me that her name was Barbara and that she was just coming back from work at the Waffle House back in Danville. Danville. The mention of that name seems to associate nothing but bad luck. When we got to her house she handed me a cordless phone and then went into the bathroom and got me a towel so that I could dry off. I called Rickys house, but to no avail. I tried Dougs house and finally got an answer, my hope rose to new height. Lady Luck? More like Lady Bad Luck, Doug had mentioned that he had been drinking and was in no way capable of driving to pick me up or anything.

I hung up the phone and my heart sank.

"Any luck?" Barbara asked coming out of the kitchen

"Yeah, all bad", and I explained to her that I was pretty much screwed by not being able to find someone to come and get me

"Well, you're more than welcome to stay the night here, and I could take you to get your tire fixed tomorrow morning"

"I couldn't impose on you Barbara"

"It's no problem," she said, "we have plenty of room." She said the word "we" and immediately I knew that I would have to find someone to come and get me, because I didn't want her husband coming home and finding me laying on the couch

"Oh no, I couldn't. I mean your husband might night not like the idea of finding me here" And then she started laughing.

"Hahahaha. No, I'm not married, it's just me and my daughter Janice that live here." A wave of relief washed over me, after all, there's nothing worse than having another man finding you in his house with his wife.

We went to the kitchen and sit down and she explained how her husband had ran off about five years earlier and that it's just been her and her 10 year old daughter Janice. We talked for about an hour until she said that she was going to start heading to bed and that she would see me tomorrow morning at some time since she didn't have to work. After showing me to the spare bedroom she wished me good night and then went into her bedroom and closed the door behind her. She'd given me a pair of shorts and a tshirt that used to belong to her exhusband, and said that i could keep them, so with that I made my way to the bathroom for a desperately needed shower.

The hot water was a much welcome relief as opposed to the cold rain that I had felt earlier out on the road. I wrapped the towel around my shoulders and grabbed the tshirt and shorts and started making my way to the bedroom, naked not worrying about anyone catching me because everyone was already asleep. The bedroom was quaint and bare. There was a twin bed, small dresser with a mirror at the foot of the bed and a small oak chest in the far corner of the room. I pulled back the sheets and laid down and enjoyed the nice cool air from the ceiling fan as it blew down on me, and within minutes I was fast asleep.

I don't know what woke me up first, the coldness or the hand, but when I opened my eyes I could barely make out the shape of someone standing by my bed running their fingertips along the length of my cock. Once my eyes adjusted to the darkness I could see that it was a young girl whom I was to assume that it was Barbaras daughter, Janice even though it was really hard to distinguish many facial features. I was at a total loss as to what to do, because if she was asleep I had once been told that it was bad to try to awaken someone while they were sleep walking; but if she was awake, then I must surely be dreaming. I tried to look to see if her eyes were open, and they were......which didn't tell me much of anything because I didn't know if your eyes were supposed to be open or closed when you walked in your sleep, so I left her to do what she wanted.

After a few minutes of her finger stroking my cock, she pulled her long hair over to one side and then lowered her mouth to my raging hard cock. I didn't know whether to be turned on by this or what, but here was a 10 year old girl sucking on my cock in the middle of the night. I decided to play like I was asleep and just lay there, hoping that she was asleep and just leave, but she didn't. I played possum and pretened to be asleep and rolled over onto my side hoping that this would deter her, but it didn't work; she walked around to the bed and knelt beside the bed and began to play with my cock some more, it was pretty obvious that she was not going to give up that easily. So I let her stroke me for a few minutes and then just as suddenly as she had started, she got up and walked out of the room.

"Well," I said, "she must have been asleep." and I rolled over onto my back with a raging hardon and the image of her small childish hands wrapped around my cock.

It wasn't long before I started to doze off again, and I was almost asleep when I heard the sound of a door opening and when I turned my head to look out the bedroom door, I could make out the outline of Barbara headed towards the bathroom. From what I could tell, she was wearing a sheer, knee-length nightgown, her firm breasts outllined against the dim light that shone through. She was only in there for a couple of minutes and when she came out she must have run into her daughter, because I could hear the sound of conversation being made. They talked for several minutes and then the next thing I knew Barbara was headed into my room. I squinted my eyes as best I could without having them closed, so that way it would appear that I was asleep but yet still see what was going on.

She walked to the left side of the bed and started like she was going to pull the blanket over my nudity, but instead, she looked up at the doorway and motioned for Janice to come closer to the bed.

"See," she whispered, "I told you that there was a man in here."

Janice came around to stand beside Barbara. She was wearing a large oversized t-shirt that said 'Property of UK' on the front of it. "Wow mom, his thing is big."

Barbara half snickered and replied "Yes, it sure is. You wanna touch it and see what it feels like?"

"I don't know, what if he wakes up?"

"Well dear, that's why you have to be very careful. See, touch it like this." And then Barbara reached down and ran her index finger along the length of my cock; from head to base. I'm not going to lie, but that felt so good I almost had to catch my breath, but luckily I was able to keep my breathing at a "sleepers pace" to let them continue thinking that I was still asleep. "See, I told you that he wouldn't wake up. Now you try." I could sense that Janice was slowly approaching closer to my body, the anticipation I was experiencing was almost too much to bear. I watched as she reached out with her index finger and slowly laid it near the head. It involuntarily jumped and she let out a slight shriek, and instead of backing off, she tried again. She ran her finger along the side of it and then went over the head and then down the other side. Barbara came over and took my cock in her hand, and lowered her mouth to the head of my cock. Her tongue slowly parted her lips and descended to my cock, gathering the precum that had accumilated. "Here you go honey," she said to Janice who came over and sucked the precum off of her mothers tongue. Barbara reached back and pulled Janices' head towards her and embraced her in a deep kiss.

"There's more where that came from." I said, both of them nearly jumped out of their skin. The both watched me sitting up in bed as if they were looking at a dead person sitting up in the casket.

"Oh, I'm so sorry" Barbara said, trying to hide the embarassment in her voice, but failing to do so. "I-I thought you were asleep"

"Well, I was, but I think I like what I've waken up to. You know, you don't have to stop on my account"

"We shouldn't" she said and looked at my still raging hard cock. A look crossed her face like that of a person who had gone too long without a good solid meal. Before she could say a single word I reached out and grabbed her hand and laid it back on my cock. A deep sigh of relief escaped her mouth, and she started to stroke my cock nice and slowly. Without saying a word, Janice walked to the other side of the bed and reached out and started to rub my nuts, her small hand barely able to hold both at the same time. After a few minutes, Barbara stopped stroking and then started to take her nitie off, Janice continued to rub my nuts and seeing her mothers hand absent, she started to emulate her mothers actions on my cock. By this time Barbara had already taken her nightie off and was climbing on the bed, a look of hungry desperation on her face. Janice saw what her mom was going to do and she stopped stroking and stepped aside. Barbara moved up and grabbed my cock in her hand and pointed it upwards towards her pussy then she lowered herself onto my rigid shaft, sighing as the head of my dick started to part her moistened lips. It must have been a while since she had been with a man because never before had I ever met a woman who was as wet as she was. When my dick was all the way in, she started to up and down, and the feeling of my cock sliding in and out of her just seem to get her juices flowing more and more.

"Oh shit, that feels good. "she said, "it's been so fucking long.......I need this so bad!!" She was at this time almost bouncing up and down on my dick, each time coming down to impale herself, and within minutes I felt her vaginal muscles begin to tighten around my cock and I knew that she was on the verge of a very intense orgasm. "OOHH GOD, I'M CUMMING!!!!" she screamed and proceeded to fuck my cock at an almost unbelieveable pace. She was riding and bucking like crazy and I could tell by the look on her face that wave after wave orgasm was washing over her body.

Finally after she could take it no longer, she collapsed on my chest, her breathing was quick and heavy. I could feel the warmth of her juices covering my cock and flowing over my nuts. By now I was good and worked up.

"Are you ok mom?" Janice asked

"I'm...I'm fine baby." she said, "Just fine. Wooh!" she started to climb off my cock and off the bed when she noticed that I was still rock hard. "Damn, that was a good ride." She looked over at Janice who had copied her mothers actions again and was now sitting in the chair completely stark naked, her small breasts sporting hard nipples, whether it was from the ceiling fan blowing on her or from the sex, I couldn't tell.

"Are you going to have all the fun?" I looked at Barbara and asked, motioning towards Janice

"HHmmm, you don't mind?"

"I'm willing to try" I told her.

"Go ahead baby" Barbara said to Janice. Jancice got up, walked over to the bed, wrapped her hand around my cock and began to stroke it. It slid easily back and forth in her hands, her mothers juices making sure of that. She lowered her head to try to suck my cock, her small mouth barely able to accept the head. I threw my head back in amazement, here I was laying here in bed letting a 10 year old girl suck on my cock while her mother watches on; I thought I was dreaming. She was having a little trouble and Barbara spotted this right away and came over to assist.

"Honey, if you're going to do it let me show you a better way. Now climb up on the bed, now turn around..........yes, like that........perfect. That should help" Barbara had helped Janice up onto the bed and put her in the classic 69 position and from this position she had no problem trying to take as much of me in her mouth as she could, and at the same time here was a nice virginal pussy in front of me. I buried my face eagerly between her legs, and I could tell that she definitely took after her mother, because her young pussy was dripping with juices. I let my tongue play around and licked at her underdeveloped clit, each time it made her jump a little and moan. I licked around a little bit and then slowly started to stick my tongue up her hole. She let out a small, muffled moan as it parted her lips and this seemed to encourage her as she started to suck on my cock more feverishly. I worked my tongue in and out of her pussy slowly at first, tasting her young juices as they flowed like sweet nectar onto my tongue and lips.

I heard Barbara in the background moan, obviously she was taking care of some renewed business on her end.

Surprisingly, I was enjoying the hell out this and didn't want to stop, but without warning Janice let loose of my cock and started to move away from me. I thought that maybe I had hurt her or something, but what she did next really surprised me. She moved herself down and, like her mother, began to straddle my cock. No one said anything as me and Barbara both watched in amazement as Janice lowered herself onto my cock. I could feel her tight pussy lips wrap around me and relax enough to allow me passage into her virgin love canal. She managed to take about half of my cock before she stopped, then she took a deep breath and then continued to lower herself down until my dick was completely engulfed.

She started to move up and down like Barbara had done earlier, but with shorter strokes, each time I could feel her muscles contract around me. I reached out and put my hands on her waist, changing her rhythm in order to meet my thrusts. I looked over at Barbara who was now sittin in the chair by the bed frantically finger fucking herself. Janices' pace quickened and within minutes her muscles clenched around my cock and she screamed out in orgasmic bliss "OOOHHHHhhhh.............". I could feel her juices starting to flow out and this drove me over the edge as well as I felt an impending orgasm start to over-take me.

"Oh shit, I'm cumming" I said, and before I knew it a tidal wave of hot cum came bursting out of my cock, filling Janice up. She started slamming herself down harder on my cock to meet more of my frantic upward thrusts as she again reached orgasm. I don't remember ever having cum so much or so hard in my entire life, but it seemed that I was never going to stop. I could hear Barbara beside me almost moaning in unison with me as she reached orgasm herself.

I nearly passed out from cumming so hard, and I don't remember Janice crawling off of me, but I do know that the next thing I saw when I looked down was both of them down by my cock lick and sucking the menagerie of juices off of my cock and nuts. This felt incredibly good, almost too good, because a few minutes later I was already hard again. They both continued to lick and suck, occasionally kissing eachother with the head of my cock in between them, each one had a hand on my cock stroking it up and down in unison. Stroking, licking, sucking, kissing, tongueing.

"I'm cumming again1" I said and watched as a hot jet of cum came shooting out of the head of my cock, splattering both of them on the face. At this point their tongues seemed to be fighting over which one was going to get most of the cum. One would quickly lower their mouth onto my cock to get some and then come up and then the other would do the same. I started to feel slightly lightheaded and the room started to spin....I looked down at them again and that was the last thing i saw.

~~~~~~====={To be continued???}====~~~~~