and proceeded to 'chew' on the areola with my lips while repeatedly flicking her nipple with my tongue. Judging from the way she started rubbing her pelvis against me, I figured she was enjoying it, so I shifted my attention to the other breast, and moving my hands down to her ass, and caressing and squeezing and massaging it.
As I played with her ass, I kept switching back and forth between her breasts, sometimes pausing to give her a wide, flat lick with my tongue in the valley between them as I changed. Other times, I'd branch out a little, and give her entire breast a tongue-bath, or take part of it into my mouth and gently, rhythmically suck on it, or softly chew on it.
This went on for several minutes before she finally said something to me.
'Your pants!'
'What about them?'
'They're in the way! Take 'em OFF!'
That said, she raised up even more, turned herself around on me – giving me a clear view at her engorged inner lips and erect clitoris – so that she could undo my belt, then my pants, and pushing them down my legs.
When they were finally off, she turned back around – deja view all over again – and promptly placed her mons on my erection, holding it between my lower belly and her swollen and slick inner lips. Once settled, she leaned forward so I could go to work on her breasts again while she went on to start rubbing herself against my erection – spreading her lubrication along it's full length, and rocking along it's length, so that the opening to her vagina would be on the sensitive underside of the head, and 'rolling' her hips until her erect clitoris was pressing against the bottom of the base, and then back again. In only a few minutes, she had my penis thoroughly drenched, and her fluids starting to spread across my belly and testicles. As her liquids were spread along the length of me, her motions became more and more rapid, until finally, I could feel her tense up as her orgasm started: it hit her full strength when she was at the head of my penis, and I could feel the mouth of her vagina as it made a fluttery, sucking sensation on me. As her climax progressed, that sensation was enough to move me toward, and finally over the edge into my own climax. As I felt it start, I couldn't help but say, 'I'm going to shoot!' – which brought her out of the final stages of her orgasm. She quickly turned again, and just as I felt the first spasm, she managed to get my penis into her mouth, taking my first shot on her tongue. As she felt the next spasm start, she took even more of me into her mouth, and started sucking – almost pulling my jets of semen into her throat. As my climax lessened, she let a little of my penis slide out of her mouth, and swallowed all of the sperm that she'd caught, not letting a drop go to waste. When I finally started to soften, she released me, and proceeded to lick my penis, then my testicles, clean of semen, and her juices. As she did that, her pelvis rested on my chest, where her vagina continued to drool her secretions
I could smell them quite clearly, which increased the pleasure of my climax.
A few moments later, she turned back around, and discovered the liquid souvenir she'd left me. With an impish smile, she licked it up before lying on top of me with her head on my shoulder. We rested like that for several minutes with me caressing her back and gently hugging her. When she started getting feisty again, she started licking and biting my shoulder. When she started that, I decided to tease her a bit by taking my fingertips and running them over her ass with a feather-light touch – particularly when I ran them up and down the cleft between her cheeks.
Before long, she expanded her efforts to include kissing my chest, and licking and sucking on MY nipples, raising herself onto her hands and knees to do so. In response, I expanded my caresses to include her hips and sides; keeping a firm enough touch not to tickle, but soft enough to tease. Soon, I'd completely relocated my efforts to include her sides and breasts, which were hanging down quite delightfully: I'd trace a path from her hips, up her sides to just below her armpits, and down to the sides of her breasts. From there, I'd take different, and varying routes – spiraling around her breasts until I reached her nipples, or tracing curved zigzag patterns to the same target, or simply caressing her breasts by drawing little lines up to – but not including – her areolas and nipples. Other times, I'd design little 'patterns' on her sides and ribcage, avoiding her breasts entirely, or focusing my attention on her belly or between her breasts. A few minutes of this had her breathing rapidly, and prompted her to start biting at my chest.
Normally, I'm not into such things, but the situation – and technique she used – were enough to start my motor, so to speak: my penis started filling with blood, and went from flaccid to semi-erect much sooner than I had any right to expect at age 43.
Apparently, what I was doing was having it's effect, as well: looking down, I could see that her areolas and nipples were as hard as I'd ever seen them, and I thought that I even saw her pubic hair glistening with little dewdrops of her essence.
It didn't take long before we were both ready to move things along: 'Trouble, I think we're running out of room.'
She gasped her reply 'What do you mean?'
'How about we move this down to the floor, so we have some more space?'
'Great! I'll get a blanket, and meet you there!'
She slowly pried us apart, and eventually got focused enough to get up and get a blanket, while I moved a coffee table over a bit so we'd have plenty of room. It was only a minute before she was back; together we spread a blanket, and then laid down on it, side by side.
I started things up again by giving her a butterfly-light kiss on the forehead, and then progressively more substantial kisses all over her face before settling in on her lips. She welcomed my attentions by opening her mouth and sucking on my tongue while she reached up and started caressing my testicles and giving my nearly erect penis several series of squeezes. I returned the favor by reaching down and softly trailing my fingers along the insides of her thighs, from her knees to her mons – but never quite touching it; always tracing the outline of her pubic hair to the other side, and back down to the other knee. Other times, I'd content to gently brush the backs of her thighs; or barely brush her pubic hair, so that she could feel my almost-touch.
Several minutes of this had me fully erect, and her hunching her pelvis up toward my hand, trying to get more pressure from my touch. I denied her that contact; instead, blazing a trail of kisses, little love bites, small suctions, and lip-nibbles across her upper chest, from shoulder to shoulder, gradually expanding the range until I finally reached her breasts. Once there, I gave her right nipple a solid lick with my tongue, and then softly blew on it, creating a cold sensation that crinkled her areolas and nipple very nicely. That done, I switched to the other breast, repeating my actions before taking her hard nubbin into my mouth and rhythmically sucking on it while I repeatedly flicked the very end of the nipple with my tongue. A few moments later, I switched breasts and did it again. Back and forth I went, doing something to one breast, then repeating it on the other before adding some other action, and changing breasts again – each time, ratcheting up the amount of activity and attention I lavished on her. After a few minutes, I was taking her nipple between my teeth and pulling it away from her breast before letting it 'snap' back, and tongue-washing her entire breast before softly blowing air on it, causing her to feel a cold sensation. By this time, her pelvic actions were almost frantic, and I finally allowed her to 'capture' my hand: I laid my finger along the length of her inner lips, and slowly curled it, so that the end of my finger slid between them and across the entrance to her vagina on the way up to give her clitoris a little rub before laying my finger flat against her again. Several repeats of this had her softly moaning, her breasts tight and hard, with her areolas puckered and her nipples fully extended.
About that time, she managed to gasp 'I want you in my mouth!' – a request I was happy to oblige.
Deciding to reverse the traditional 69 position, I carefully swung my leg over her, so that my throbbing penis was over her mouth – though pointing toward her feet! – and lowered my head to partake of her sweet, young perfume before placing my mouth on her mons.
No sooner had my lips touched her soft fur than she had grasped my erect member and angled it down before raising her head to take it's full length, if only briefly. That done, she lowered her head again, caught her breath, and began 'walking' her lips up and down it's length while applying a pulsating suction. In return for the exquisite sensation, I placed my mouth over as much of her mound as I could – my lips bracketing her clitoris and vaginal opening. Once set, I set my tongue to work fluttering across her clitoris while I applied a soft suction to the rest of her, pulling her inner lips – and sweet, yet tangy lubrication – into my mouth. We continued like that for a few minutes before, as though by mutual agreement, releasing our 'captive members' to catch our breath.
Since age and treachery are usually enough to beat out youth and vigor, I was first to reapply myself: lowering my head again, I started by taking one of her labia in my mouth and sucking on it while 'chewing' on it with my lips. After only a few moments, she joined in as well, taking the end of my member into her mouth, and licking and