Looking Back (M/F so far...)


	My wife Alice has always been a very sound sleeper.  That's
fortunate, since I tend to be pretty restless at night, like tonight,
when I find that I can't get to sleep. She is breathing softly,
steadily, as I look at her in the dim red glow of the bedside clock. Her
short brown hair is hardly mussed on the pillow, quite a change from the
way her impressive mane of hair would tangle all over her pillow in the
first years we were together.  She says she never liked all that hair,
it was way too much trouble to maintain, so I didn't complain when she
cut it all off 5 years ago.  I was sorry to see it go, but I probably
shouldn't complain.  At 42 years old, after 17 years of marriage and
three kids she truly looks a hell of a lot better than a lot of her
friends the same age.
	Now, I won't lie and say that she could pass for a 25 year old.
Despite what you read in stories on the Internet and in Penthouse, time
does take a toll, especially for those of us who don't have the
disposable income for plastic surgery.  Her butt has gotten a bit wider,
there's more cellulite on her thighs than she would like, and her
breasts have developed some noticeable sag. Don't get me wrong, though.
I'm not complaining.  She is still a very attractive woman, and her
breasts, well, C-cup breasts don't really stay firm and perky into your
forties.  Not like they were 17 years ago.  In fact, they were the first
thing I noticed about her.
#   #   #
	I was sitting at my desk, trying to concentrate on some new
budget figures when a flash of white caught my attention from the corner
of my eye.  With a distracted glance I looked over and saw a fantastic
pair of breasts bobbing gently under snug sweater, coming right toward
the open door of my office.  I snapped my eyes back to my work, trying
not to stare.  In a moment, without looking, I could feel that someone
was right next to me.
	"Jim," my boss's voice said, "this is Alice."
	I looked up, my gaze passing over her delightful chest up to her
equally delightful face, framed by her long, dark brown hair.  She was
smiling, looking a little nervous.
	"She'll be working in payroll, this is her first day," my boss
continued. "I'm taking her around, introducing her to everyone."
	I shook her hand and said something about being welcome in the
company, I honestly don't remember what, and then they headed off to the
next office.  Like it was yesterday, I can still remember watching her
ass lightly shake as she walked away, wondering if her legs looked as
great in a mini-skirt as they did in that calf length business skirt she
was wearing.  They did.
	After a couple of weeks of small talk and flirting as I turned
in my timecards, I asked her out.  She opened up the door for that first
date and when I told her she looked great it was truly and
understatement. She was wearing a stylish blue dress that clung in all
the right places with just a hint of tempting cleavage.  The hemline
dropped just about to her knees, with a six inch slit on one side that
gave a teasing peek at her lovely thighs.  She gave me a friendly kiss
on the cheek, gathered her purse, and we headed out.
	I am sure she could tell you where we went, and probably what we
both ordered, too, but all I can say is that we went to dinner and then
dancing at a local club.  I remember feeling a little nervous and
awkward when we left the club and I asked if she would like to come to
my place for one last drink.  She said yes, but we never had the drink.
	I had just finished showing her around the apartment, and
standing in the living room I kissed her for the first time.  It had
just seemed like the right time, and I guess it was.  She kissed me
right back, and the kiss was passionate from the start.  Our tongues
were in contact from the start, and although I was truly enjoying her
kissing I had other things on my mind. I slowly slid my right had up
along her side and onto her breast.  She didn't hesitate for a moment in
her kissing, so I took that as my cue.  I squeezed her full tit, finding
it as firm and wonderful as I had hoped, even through her dress and bra.
 My other hand went the other direction, and grabbed her tight ass
cheek.  I could feel my cock straining against my pants and I pulled her
tighter against me and ground my hips into hers.
	As I started to knead her breast in my hand she let out a soft
moan.  I pulled her toward the couch, and barely breaking our kiss, I
eased onto it, pulling her on top of me. She was straddling me with one
leg on the sofa and one on the floor.   My right had was pinned between
us on her breast, causing neither one of us to complain as I continued
to massage it, feeling the hint of her nipple against my hand.  I
desperately wanted to remove the barriers between it and me!
	My left hand slid down her leg and then back up, bunching her
dress up to her waist so that I could spend some time exploring her
smooth, bare thighs and silk covered ass.  After a couple of minutes of
this fun, I went for her zipper.  My hand slid up under her thick hair
and found it at the back of her neck.  With one quick motion I brought
it down to the bottom, at her waist.
	She broke off her kiss and, panting, said, "This is too fast.
I'm not sure..."
	As she leaned away from me I said, softly, eagerly, "You're so
beautiful. I want you. We don't need to stop."
	I am sure she really wasn't all that eager to stop, because I
know those lines shouldn't have been so smooth they convinced her that
easily.  But she just looked at me with slightly apprehensive eyes as I
put my hands on her shoulders and eased her dress off.  As it dropped to
her waist between us I know my eyes must have popped wide open. I just
stared for a moment at her perfect round breasts nestled in a lacy white
bra. I didn't just stare for long though.  I put both hand on her tits
and gently squeezed. I could see her nipples straining against the bra.
 I couldn't wait. I had to see them, to feel them. I pulled the straps
of her bra off her shoulders and tugged the whole bra down on her chest,
revealing her creamy white tits, contrasting against her lightly tanned
skin. Dark pink nipples capped each one, stiffly erect.
	 I started playing with her tits, getting more and more
aggressive.  I pinched and pulled her nipples, gently at first, then
with increasingly more pressure.  I am sure she could feel my hard cock
against her and she ground her crotch against mine, panting and moaning.

	I couldn't take it any more. I managed to roll her on over onto
her back and slid her dress down off of her.
	I told her, "I want you so much!" And all she replied was a
breathy, "Yes!"
	I didn't hesitate. I pulled off her panties and spread her legs
apart. Her dark pubic hair was trimmed short and shaved to a narrow
strip, perfect to fit into the narrow bikini her tanline indicated. I
gently pushed my finger against her opening and found her already wet
enough for me to slide it in. She groaned her approval as I slid the
digit all the way to the last knuckle in her tight cunt.  To be a
gentleman, I probably should have taken a bit more time with that
treatment, but I wasn't feeling real gentlemanly at that point.
Kneeling, I unfastened my pants and hurriedly lowered them and my boxers
to my knees. I put my hand on her hips and slid her towards the edge of
the sofa and pushed my rock hard cock into her, sliding slowly into her
tight hole until I was in to the hilt. She moaned gently as I drew
myself back, almost pulling all the way out of her.
 	I plunged back in again, a bit more forcefully.  As I started
pumping into her in a steady rhythm she hooked one leg around my back
and braced her other foot on the floor.  With this leverage she thrust
against me on each stroke. My hands went to her breasts, squeezing them
and pinching her nipples.
"Oh yeah, give it to me!" she panted behind a lusty smile.  "Oooh, that
feels so good, yeah, just like that. Oh harder, yeah fuck me harder!"
I was not about to refuse her and started pounding my cock into her
harder and faster.  I moved one hand to her pussy and began rubbing her
clit. She bucked harder against me, giving me a real wild ride. We were
both getting close to cumming and I decided to add a little variety and
change positions.
There was and audible, wet "plop" as I pulled out of her soaking pussy.
She looked disappointed, but only for a minute as I pulled her up and
turned her around.  I had her straddle the arm of the sofa, one foot
flat on the floor, the knee of her other leg on the sofa.  I slid into
her velvety cunt from behind and started pumping. In only a couple of
strokes she was grinding herself into the arm of that furniture. I
pulled out all the stops and was ramming my cock into her for all I was
worth as I reached around grabbing her firm tits.
It was only a minute and then, "Oh God.  OH GOD! OH GOD!
OHGOD!OHGOD!OHGOD!OHGOD!OHGOD! OOOOOOHHH!!"
With her head thrown back and her nails digging into the fabric of the
sofa, she came. Her vaginal muscles seized tightly around my cock and I
knew I was almost to the limit, too.  A couple more strokes and I
exploded deep inside her.
# # #
	Without even thinking about it, my hand has found it's way to my
dick.  All this reminiscing has given the ol' boy a pretty impressive
hard on. I slide my hand along Alice's leg, but she doesn't even stir. I
know it would be overly optimistic to think I could entice her into some
carnal activity at 2:30 in the morning.  But just the same, I find
myself glad she sleeps in the nude as I run my hand over her ass giving
it a firm squeeze. She barely moves, even at that. I guess that just
leaves me to my hand and my memories.