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Afternoons With Mary Rose - Exhibition, Masturbation, Oral

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I was sitting in my livingroom, enjoying a new porn video. I was naked, as I usually was when watching porn, even when my wife was at home. This day, she was not. She was missing one of her favorite sights: me stroking my erect penis. She always got a big kick out of that.

At any rate, I was sitting there stroking slowly, enjoying myself, when there was a knock on the door. Now, the front door is partly glass. Even though it's mostly frosted, there are small areas where you can peer in. When you do, you can see large potions of the livingroom, including where I was sitting. Anyone making the effort could see me and what I was doing. And someone was indeed looking in. And I recognized the face.

It was Mary Rose, one of my wife's best friends. She was an interesting person: very smart and addicted to dirty jokes and double entendres. She was a little bit flirty, in some situations, but had never, to my knowledge, taken it beyond that. I was very curious as to how she was going to handle this. As I thought all this, I was looking out of the corner of my eyes, towards the door. When I turned my head that way, Mary Rose's face jerked away. Smiling, I rose and went to the door. My mostly hard dick bounced and swayed as I walked.

Making no effort to hide myself, I opened the door and said a cheerful hello.

Blushing deeply, Mary Rose was trying hard to keep her eyes from looking down and mostly succeeding. But now and then, she just couldn't keep from glancing downwards. Then her eyes would shoot back up. She was clearly nervous, fidgeting and shifting her weight from foot to foot. I invited her in and, to my surprise, she came, easing past me cautiously, but still managing to just brush the tip of my penis with her arm. Since she's a rather short woman, I was able, as she moved past me, to see a considerable way down her neckline for a good view of the sides of her large, pale breasts. I watched her as she preceded me, once more fascinated by the way her very large and round ass slid and jiggled with each step. Her red pants were tight enough to clearly show a pantyline. Something an old fart like me still found exciting. What made my penis jerk was the briefness of that outline. Not quite a thong, but not an old lady's bloomers either! I'd always admired Mary Rose's breasts and ass and been very curious about them. My wife was aware of my interest and often teased me about staring at Mary Rose's front or back. My wife, Sara, knew it was never going to go beyond the staring stage. But now, here I was, naked and erect, alone with Mary Rose. I loved my wife, but I had no idea what this situation would lead to.

Mary Rose sat on one end of the couch and I took a chair opposite. She nervously adjusted and readjusted her blouse. I sat with my legs spread as wide as was comfortable, giving Mary Rose a good view of both my bobbing penis and my hairy balls. On the TV, the video was still running: amateur men and women going through all sorts of sexual antics. The sound was turned down low, but we could still hear their grunting and groaning and the orgasmic cries. Mary Rose kept being drawn to what was happening on the screen as we talked about this and that. She would lose her train of thought as she watched, say, a young blonde woman being fucked from behind by a skinny black man with an enormous dick. Then she would catch herself and her eyes would dart away, to some other part of the room. But when I said something, she would again focus on me and her eyes would inevitably slip down to my crotch, which she would stare at for several seconds before tearing her gaze away.

It was kinda funny to watch. And exciting, too. I'd always been something of an exhibitionist. I've never carried it to the extremes some of the people in the internet sites I frequent do, but I do enjoy it in small bites. I enjoy sitting out on our patio nude, knowing the neighbors on either side could possibly see me - though I've never caught them doing so. And I love being naked around the house. Sara often teases me about that, but I know she enjoys it. Often she'll join me and we'll both be naked. Quite often the situation leads to some very enjoyable sex.

I kept wondering just what this situation was going to lead to.

Mary Rose's blush just deepened and spread. she was clearly uncomfortable, but she didn't say anything about leaving. Finally, as enjoyable as this was, I decided to push it just a little.

"Do you and Ron ever watch any porn?"

Mary Rose almost choked, but she managed to shake her head.

"Never?" I asked, smiling conspiratorially.

She cleared her throat and shrugged. When she spoke, it was in a near whisper. "Ron might have, but I haven't. Umm, does Sara enjoy, uh, this stuff?"

"Yeah. Most of it. Some of it can get her hot enough to jackoff. Or jilloff, I suppose."

Mary Rose gave a small gasp at this bit of information. I was pretty sure it wasn't something she and Sara discussed over lunch.

After a short pause, during which she tugged vigorously at her blouse, Mary Rose finally said, "Do you, uh, masturbate while you watch this?"

"You know I do. You saw me. I know you did. I saw you."

Mary Rose ducked her head and seemed to shiver. Then she said, again in that soft, unnatural voice, "You seemed to be enjoying yourself. I'm sorry I interrupted you."

"It's no big deal. Really."

She looked straight at me, frowning. "Does it turn you on to have me see you? Is that why you're still, umm, uh, erect?"

"Yeah, it is. Does that bother you? Does it bother you seeing my penis?"

She thought about that for several moments, then said, "No. It doesn't bother me. Maybe it should, but it doesn't." And then she looked directly at my penis with no attempt to hide it. "You really do have a very, uh, nice looking penis. Is it a big one?"

"You can't tell?"

She looked pained. "No, I can't. I really haven't seen all that many." She gestured at the TV. screen. "Those men don't seem much bigger than you "How many?"

"What? Oh. Aside from Ron's? And erect? One."

"Really!? Whose was the other?"

I thought she wasn't going to answer, but she finally did.

"An old boyfriend of mine, back in high school. He loved to show me his penis. I don't know why, because it seemed rather small. But he apparently thought a lot of it." She laughed and so did I. When she went on, she said, "His was definitely smaller than yours. "

"Well, the truth is, my dick's not particularly big. It's just a tad more than average in length and a bit more than that in circumference."

She leaned forward a bit. "So you've measured it?"

"Sure. I'd bet every guy has at one time or another. Mostly, like me, often. If they say they haven't, they're probably lying."

Mary Rose actually laughed. It made her breasts shake deliciously. And my penis give a small lurch.

"What's funny?" I asked.

"Oh, just Ron. He's always told me that he's never measured his penis. I always wondered about that. I actually haven't seen his erect more than a few times in our marriage. He prefers sex with the lights off and, well, so do I." She was looking down at her lap where her hands were tightly folded. Then she looked up at me and shrugged. "I guess I'm pretty pitiful. aren't I?"

I was taken aback. "No, I don't think so. Probably pretty normal. Whatever that is. Most people seem to be pretty embarrassed about their sexlives. And everybody has something sexual they just won't tell anybody about."

"You think so?"

"Sure. But I'm not gonna tell you either." I said it with a straight face, then immediately grinned at her.

She giggled. Then she looked over at the TV. Three men, all of very average physique and size, and very pale, were doing everything they could think of to a middleaged woman with obviously dyed red hair. Obviously, because her pubic hair was very black. Her breasts were large and floppy with enormous nipples and aureolae as big a saucers, but not as round. There was a large scar across, just below her belly and her heavy legs were creased by cellulite. She seemed to be having a good time, even when one of the guys pushed his dick up her ass. Mary Rose grimaced as she watched it.

"I've never understood how some women could enjoy a man doing that to them," she said.

I decided to keep my mouth shut about that.

Mary rose looked over at me, right at my penis. "Don't you need to do something about that? It seems to be leaking."

I looked down at my penis and saw that it was leaking precum.

"Yeah, I guess I do." I looked at Mary Rose speculatively, thinking this might be just the opening i needed. "Would you, uh, mind if I, uh, 'took care of it' right here? While you watched?"

Mary Rose looked startled, but not repulsed. Definitely possible, I thought.

"You want me to watch you?"

I acknowledged that I did.

Mary Rose looked thoughtful.

Then, "Wouldn't that be kind of like cheating?"

My turn to be thoughtful.

"I don't think so," I finally said. "I guess it depends on how you define cheating. You and i wouldn't be doing anything together. I'd be doing the sex and you'd just watch. How's that cheating?" That sounded a little facile to me and I waited to see what Mary Rose thought about it. I really wanted her to watch me jackoff. I doubted Sara would mind; she might even find it amusing. As for Ron, I didn't know him well enough to even guess. It was gonna be up to Mary Rose.

When she finally looked up, she was smiling.

"I've got to admit that I really want to. I don't think I'd have admitted that when I walked in here, but I think it was true even then. Yeah, I'd like to watch you, uh, masturbate. I'd love to."


With that I grabbed my penis and began stroking it. Mostly I watched the TV., but now and then I'd look over at Mary Rose. On her part, Mary Rose's attention was divided between the scenes on the TV. and what i was doing right in front of her. The whole thing was delightful. I could hardly believe that this was happening Besides Sara (and now Mary Rose), I'd done this with only a few other women. One of them was a woman I've known for years, but who doesn't know Sara. She's a couple of years younger than Sara, which makes her about five years younger than me. She's a bright, funny woman who has two kids of her own and teaches. She's a true redhead, with small tits and a nice round butt. She and I have been getting together every month or so for years. All we do is masturbate. Sometimes together, sometimes separately while the other watches, sometimes only I do. However it goes, I always enjoy it immensely. Especially when I get to look at her lovely, soft carroty red pubic hair. Sometimes she'll bend over for me, showing me her big, white ass and plump pussy. Always gets me hard, no matter how many times I've cum already.

Sara knows all about these meetings. And the others. I don't like the idea of keeping secrets and she doesn't either. So I also know all about her occasional get togethers with men, some of whom I actually know, for her own fun and games. Now and then we'll turn each other on with descriptions of what occurred recently and slide into some pretty wild sex for two old farts like us. We don't think of it as 'keeping our marriage fresh'; for us it's more about the freedom to have some fun apart as well as together.

There are other incidents, but they've all been impulsive, usually with virtual strangers and no return engagements. But this time, I wasn't sure what was going to happen. This didn't fit.

But, going back to the story, I was thoroughly enjoying myself and Mary Rose seemed to be having a good time, too. I wasn't thinking too much about later or before. Right now was too much fun.

Mary Rose had crossed her legs and was swinging the top one back and forth. As I pumped my penis harder, she began to ignore the TV. in favor of me. That leg was going faster and faster and her blush had deepened and spread down into the depths of her blouse. I really wanted to see those breasts, but I was a little afraid to ask. Finally i got up my nerve.

"Um, Mary Rose, I need to ask you a big favor." My voice sounded strained to me.

Mary Rose cleared her throat and asked me what it was.

"Well, it's not necessary or anything, but I would, uh, umm. really love t'see your tits. Just for a few moments."

Mary Rose looked a little confused. "My breasts? Why?"

"Well, t'be honest, I've always been fascinated by them. And they'd really make things so much more interesting."

"Interesting?" She giggled and her leg paused for a moment. Then she shrugged. "Why not?"

And she quickly unbuttoned her blouse and pulled it off. She was wearing a bright red, lacy bra that seemed to just barely contain her breasts. The bra was a front hook, so she bent her head as she worked the hooks loose. When she was done, she straightened up and flung the halves of the bra wide. her breasts tumbled out, big, pale pillows of flesh. quivering and bouncing, with pink nipples the size of fingers (little fingers), pointing more or less towards the ground. Mature breasts - not pert, or firm, or defying the gravity of kids and time, but still delicious looking. They made me wish, just for a moment, that neither of us was attached. But only for a moment.

As I stared, Mary Rose sat back, smiling like the Mona Lisa. Her boobs slipped to the sides, but it didn't matter to me. Like a demented adolescent, I was again pounding at my dick and she was swinging that leg. Both of us were gasping and moaning. And then I came! Shaking and shivering, the cum squirted from my penis and splattered across my chest. The second and third shots splashed on my belly and the rest reached only my thick bush of pubic hair and some oozed down onto my balls. Across from me, Mary Rose was shaking too, her eyes squeezed shut, her big tits rising and falling fast and heavy. She was clearly cumming too! As I milked out the last globs of cum, her eyes opened and she grinned at me.

"That was fun," she said a bit shakily. "Wish I'd done this a long time ago." She was still deeply flushed and taking deep shuddering breaths. "Maybe," she went on, "Maybe we could do it again sometime."

There was just a faint questioning tone in her voice. She was looking right at me. The idea of doing this again, of seeing those breasts, of watching her cum as she watched me, was terrifically exciting. In fact, it made my drooping dick, sit back up and pulse a bit.

Mary rose's grin widened. "I'll take that for a yes."

I could only laugh.

Later, after I'd cleaned up, I got us both something to drink - sodas. We sat there, her with her breasts hanging out and me still completely naked - though now my penis was beginning to seriously droop. We talked for awhile as we sipped our drinks, then Mary Rose slowly closed her bra. Watching her tuck those magnificent jugs back in, got my heart beating a bit fast. Then she buttoned her bra and her breasts were just a very warm memory. I walked her to the door, still naked. As we stood at the door, she looked down at my deflated penis and smiled. Then she looked up at me, leaned over and, standing on her tiptoes, gave me a little kiss on my cheek.

And then she was gone.

I was left wondering when the next time would be and just what I should tell Sara. Would she be amused. It is a fact that, no matter how well you know your wife, she's still capable of surprising you. And sometimes that surprise can be painful.

I sighed and went to turn off the TV, extract the video and get ready for dinner - which I was cooking, as I did most nights. My penis occasionally throbbed a bit as I sliced chicken breasts into the skillet and began to stirfry.

Sara walked in a little later, just as I getting our plates ready. We ate in front of the TV. - again, as we did most nights. We talked about our days, but I left out the part with Mary Rose. Instead, I told Sara after we'd gone to bed. She wanted details. Pretty soon she was assaulting me and my penis was again rising. We both had a very good night.

As it happens, Mary Rose came over again when Sara wasn't home. This time i happened to be dressed as I'd just gotten home myself. She looked disappointed when she saw I was dressed. But, as soon as I got the front door closed, I unzipped my jeans and pulled out my penis. She laughed softly as I began pulling on it. Her eyes were glued to what I was doing. When I was hard, we went on into the livingroom.

Once Mary Rose sat down, I quickly undressed. Naked, I again sat in the chair facing her. I made my stiff penis bounce a few times for her. She was delighted.

She was wearing a satiny black dress with red roses on the skirt and a low cut neckline that showed off her considerable cleavage. And looked pretty good against her pale skin. When she sat down, she leaned forward just a bit more than necessary and gave me a glimpse of her lacy black bra that seemed about to be overcome by her breasts. The breasts themselves quivered just a bit. The flared skirt came to just above her knees as she sat.

We talked for awhile, about this and that. The whole time I continued to play with my penis, not really jacking, but keeping it good and hard. Finally I got up and walked over to her. I stopped with the tip of my dick about a foot from her face. Mary Rose stared and licked her lips. I had no idea what she would do, or if she'd do anything. I really wanted her to touch it, to stroke it. And for a few moments, it looked like she would. I thought I could see it in her eyes. But nothing happened.

A bit disappointed, but not defeated, I went over to the TV., turned it on and slipped a video into the VCR. It was one of my amateur porn videos. I stood next to the TV and watched it for awhile, stroking my penis and giving Mary Rose a good view of it. Now and then I'd play with my balls. When I looked over at Mary Rose, she was squirming a bit on the couch. I told her, if she needed to take care of anything, to just go right ahead. She pretended she didn't know what I was talking about.

"Well, for instance, if your pussy is tingling or something, maybe you should rub it. Or something. I sure wouldn't be offended." I grinned at her. "But you know me: it's hard to offend me."

Mary Rose seemed to think about all that. "Do you want to see my boobs again?" she asked.

"You know I'd love to. But that wasn't what I was talking about. You were doing that thing with your leg last time, swinging it back and forth, and I know you were getting off."

Mary Rose was already blushing a bit, but that made her blush deepen several shades.

She didn't say anything for a few moments. Then, "Well, you seem to be up on all the tricks..."

"I just read a lot. That's all."

Mary rose laughed. "Right. At any rate, I guess I have something to show you then."

She stood up and raised her skirt and slip. I was almost shocked to see that she wasn't wearing any panties. Her pussy hair was thick and reddish. And it was definitely damp.

She sat back down, but kept her skirt raised, tucking it into it's own waistband and spread her pale, plump thighs wide. She began rubbing her pussy up and down with one hand. I got glimpses of pink and purple as she pressed harder. Finally she pushed three fingers inside and began to fingerfuck herself. It was fantastic to watch. She used the fingers of her other hand on her clit. It was surprisingly big - almost as big as a baby's penis. She jacked it with thumb and forefinger. Almost as soon as she started working her clit, Mary Rose began to tremble and then shake. Soft moans became louder. Then she gave a shuddering cry and arched up from the couch, her whole body vibrating. After a few seconds, she slumped back, still fingering her pussy and clit. Moments later, it all happened again. It was inspiring to see. I could probably have cum right then, but I took my hand off my penis, wanting to save it for awhile. I'm not sure why. Maybe hoping for something more: I'm not sure.

Mary Rose came three more times, before she let her hands slip away from her pussy. She kinda sprawled there breathing hard, her eyes closed, while I stared at her sopping wet cunt. When she finally opened her eyes, she looked at me, at my hard penis. She grinned and motioned for me to come closer. When I was within reach, Mary Rose grasped my penis and began to pump it. No preliminaries - just right to the last act. I didn't really mind - I was more than ready to cum and I loved the feel of her soft hand. She used an overhand grip - fingers on top, thumb on the bottom, pointing towards the tip, where it bumped over the frenum at every stroke. It was perfect.

"Um-m-m-m-m," she said, "Your pecker is so hard and smooth! I can't believe how wonderful it feels! I want to see you cum! Will you? Will you cum for me?"

Like I could NOT cum in these circumstances!

It didn't take long. Pretty soon I was shaking and spewing cum on her thighs and pussy, as she directed my penis. She was grinning as she watched the show. When she'd milked the last few drops, Mary Rose let go of my dick, looking well satisfied. On trembling legs, I stumbled over to the chair and practically fell into it.

"You okay?" she asked, still grinning.

"Just fine. Wonderful, in fact. You do that well."

"Thanks. I've had some practice."

"On whom?"

She giggled. "I don't think I should tell you."

"Why not? Think it'd shock me?"

"No. Not at all. It's just not something I'm not willing to share. Okay?"

I shrugged. "Okay." I looked at her pussy, swollen and red under the wet, matted hair.

Mary Rose noticed where I was looking. She ran her hands along the insides of her thighs - first outward, then back in. She squeezed her pussy between her hands, shivering. Then she used her thumbs to spread it. It opened like an overripe fruit, revealing the dark, dark red folds, meaty and glistening with her juices. Almost immediately I could smell that musky sweet scent again. It wafted from Mary Rose's cunt like an invisible mist. As I stared and breathed in the odor, my penis stirred and began to swell again. To my surprise (I'm in my forties - well into - afterall.). Mary Rose and I both watched my penis slowly rise to a fall erection. Not one to waste an opportunity, I took hold of my penis and began to stroke it. It wasn't as firm as usual, but it would certainly do.

Watching me, Mary Rose began to stroke her clit. For several minutes we were both silent as we watched one another masturbate. Mary Rose came well before I did, shaking and moaning softly, her hips rising from the couch, her body arching up until it rested only on her shoulders and toes. Then she slowly sank back down, before again rising and shaking in another orgasm. She came once more before i felt my own orgasm approaching. As it did, I stood and walked a bit unsteadily, over to the couch. I stood in front of Mary Rose, pumping frantically on my penis. She watched intently, her hands just resting on her thighs. When I came, I couldn't help groaning. It was nearly as intense as the first one, but the amount of cum was less. Still, I managed to spray Mary Rose pretty well.

This time I was really done. All I could do was sink to the floor with another groan. I sat there, panting, shivering from the after shocks of my orgasm. Finally I lay back until I was stretched out at Mary Rose's feet, naked, sweaty and feeling pretty damn good. My penis was still swollen, but soft and flopped over onto my thigh, oozing cum.

Mary Rose looked down at me.

"That's pretty good for such an "elderly" guy. You actually looked kind of surprised when you came."

I nodded. "I was surprised. Twice in half an hour! I haven't done that in a long fucking time!"

Mary Rose laughed. "You should be proud!"

"Sorry. I'm just amazed."

In a little while, holding her skirt up, Mary Rose got up and headed for the bathroom. She was gone for a few minutes, during which, I heard the toilet flush. When she came back, she brought a small towel, which she used to clean me. Which mainly meant my penis, which she handled both expertly and gently. When she'd milked the last drops from my shrinking (and a bit sore) penis, I sat up and gingerly climbed to my feet. I stood there a bit unsteadily, shaking my head.

"Wow! That was really something!"

Mary Rose laughed. "It was, wasn't it! I haven't had that much fun in a long time. Thank you!"

"No. Thank you. Really."

"You know, I've seen you naked more than I've ever seen my own husband."

"You ever seen him cum?"

She sighed. "Only once."

"Really? When?"

"When we were staying in a little cabin in Oregon a few years ago. But that's too long a story for right now. I've got to be going. Truly."

"Will you tell me about it sometime?"

"Yes. I will." Then she suddenly raised up on her toes and gave me a quick kiss on my bearded cheek. Without a pause, she turned in a swirl of skirts and headed for the door. In a moment, she was gone and I was left standing in the middle of the livingroom floor, the empty house all around me. Funny how you notice things like that at times like that..

As I carried my clothes into the bedroom, I thought about all the things I wanted to know about Mary Rose. She was such an interesting mix of shyness and boldness. Quite a bit like my wife, Sara. Which might be one reason she had always attracted me.

I showered quickly and then did some cleanup in the livingroom, spraying air freshener around generously. I hoped that would disguise that delightful muskiness. Then I removed the tape from the VCR and put it away.

Another afternoon well spent.

The next week Sara and I had dinner with Mary Rose and Ron. A very nice time. All through dinner Sara kept reaching over and giving my penis a squeeze. Consequently I had a hardon most of the time. When we finally stood up to leave, Mary Rose cast a look at my crotch and grinned. But she didn't say anything.

On the way home, Sara, as she drove, kept reaching over and squeezing my penis. Finally she told me to unzip my jeans and pull out my dick. Horny as hell, I did as I was told and we spent the rest of the trip with Sara fondling my hard penis as I rubbed her pussy through her panties. I was exuding a lot of precum and Sara used it to lubricate her strokes. Made me shiver! When we got home, I bent Sara over the hood of the car, pulled down her panties and pushed my penis into her sopping wet cunt. I fucked her hard. I don't know how many times she came, but it was certainly more than a couple of times. As she came, her pussy would squeeze my penis convulsively. When I finally exploded in her, we both cried out. It was one of the most powerful orgasms I'd had in a long time.

Right after we'd finished and were just standing there, savoring, our next door neighbor's porchlight suddenly came on. My penis was still inside Sara's pussy and my jeans were around my ankles, while Sara was still bent over the car hood with her legs widespread and her skirt pushed up exposing her very white ass. Before we could do anything, their front door opened and the wife came out. She had a trash bag in her hand. She made her way down their walkway and then the driveway to the street, where she put the bag in the blue garbage can that was set out for pickup the next day. All without looking our way. We stood stockstill as she retraced her steps. She was almost at the porch steps when she seemed to realize something. She stopped, turned and looked right at us. From her angle, I know she could see both out butts. For several seconds she just stared. Then she grinned, shook her head, gave us a wave and went on into the house. Just before she closed the door, I could hear her chuckling. Sara and I quickly got ourselves together and hustled inside. Where we promptly got naked and fucked again on the livingroom floor. At a more leisurely pace this time.

I asked Sara later where all this had come from. She said that she had been talking to Mary Rose earlier in the day about our sex life and had just gotten turned on and stayed that way. I was curious about what she'd told Mary Rose, but Sara said she couldn't remember exactly.

Whatever the reason, it had resulted in something pretty wonderful. My wife can still excite the hell outa me!

A few days later I got a call from Mary Rose. She wanted me to come over to her house. She said that Ron was away on business for the airline he worked for. When I asked why she wanted me to come over, she just said that I'd see. Which, naturally, gave me a pretty good idea. I had a hardon all the way over.

When I got there, I rang the doorbell. From inside, I heard Mary Rose's voice calling for me to come on in. So, I did.

Standing in the hallway, I heard Mary Rose tell me to come into the livingroom. When I entered the livingroom, I saw Mary Rose sitting on the couch, stark naked. Her legs were spread and one hand was busy with her pussy, while the other was mauling one of her breasts. She turned her head and grinned at me.

"Turnabout's fair play," she said and giggled. "Sorry I don't have any porn videos."

"No problem. You're better than any damn video."

She laughed. "What a load of bullshit. I'm a middleaged woman who's seen better days. And you know it."

"We've all seen better days. And you DO look pretty damn good t'me."

"Well, if that's true, take out that thing I see trying to escape from your pants and let me get a good look at it."

I had no problem with that. Her forty-plus year old body looked delicious: pale and soft, sprawled so openly and wantonly. I unzipped my jeans and pulled out my erect penis. I walked over to the couch and presented it to Rose, just inches from her face. She grinned at it and opened her mouth, welcoming my engorged penis. She sucked me hungrily, leaning forward to engulf me, her nose bumping my hairy belly, and then easing back until just the head of my penis was still in her mouth, before pushing forward again, all the while continuing to stroke and rub her pussy. With her free hand, she reached into my jeans and began squeezing my balls. Then she somehow managed to unbutton my jeans and pull them down past my knees. I needed to move, so I began to gently thrust my hips, my thrusts meeting her's. Her sucking was making wet, slurping sounds and she was moaning. I could feel her spit slipping down my balls. I reached down and started squeezing her free breast. The nipple was hard and the aureole was nubbly. I pinched her nipple and pulled on it, making her moan louder. Her fingers were squishing around in her cunt. The aroma was thick and made me a bit lightheaded.

I was getting closer and closer to cumming. Mary Rose seemed to sense it. She began practically attacking me, swallowing and releasing me at a furious rate. She grabbed both cheeks of my ass and began pushing and pulling me. Just as I began to cum, she yanked me hard against her and held me there. I was aware of her breasts mashed against my thighs. I shot my cum deep into her mouth, shuddering and shaking with each jolt. I could feel Mary Rose swallowing. It was another very powerful orgasm.

When she released me, she went back to her pussy, thrusting two fingers in and out as fast as she could, as she rubbed her clit frantically with the other hand. I stepped back at first, but then I leaned down and began sucking and biting at one of her nipples. It was delicious. I was also stroking my semihard penis, using my cum as lube. Mary Rose began humping up and down on the couch, whimpering and moaning, throwing her head back and then forward. Then she came. She arched way up, her fingers a blur on her clit, the other fingers buried deep in her pussy. I had to release her nipple and step back. I stood there stroking my dick, which had softened, but was now recovering, watching. She trembled there for a long moment, before she collapsed with a huge groan. There was more. Several more orgasms surged and then ebbed, only to surge again. I'm not sure how many there were. Counting was the last thing on my mind.

At last she collapsed completely, gasping. She looked up at me, then down at my now almost erect penis.

"For an old guy, you sure can get it up! Is this normal for you?"

"Not really. I guess I'm inspired. What I just saw was definitely inspiring. Big time!"

Mary Rose chuckled. "I was inspired too." She sat up a little. "Bring that big dick over here and let me look at it."

Sporting a big grin, I did as I was told again. My penis needed some attention anyway. Mary Rose grabbed it and began stroking it with one hand, playing with my balls with the other. It didn't take long to get fully erect. Then she straightened up as tall as she could. She guided my cock between her big boobs, then squeezed them together around it and told me to fuck them. I didn't hesitate. Pretty soon I was oozing precum onto her chest. Everytime my penis head popped up, Mary Rose would stick her tongue out and lap the tip. (Sara pulled that trick now and then and I always loved it.) Her warm, soft breasts, lubricated by spit and precum and her hard nipples brushing against my skin, had me on the brink of cumming again in just a few minutes. When I did, I spewed semen on Mary Rose's neck and face and tits. Mary Rose licked up everything she could reach and got most of the rest with her fingers.

I stood there with my jeans around my ankles and my penis oozing cum. I was breathing hard. So was Mary Rose. Finally I bent down and pulled my pants up. But I left my penis hanging out. I went into the kitchen and got us both something cold to drink.

When I came back, Mary Rose was still naked on the couch. As I handed her the drink, she looked at my cock and giggled. I asked her what was funny.

"Not funny. I was just thinking how much I love seeing your dick. Hard or soft. And how great it is that you seem to love showing it to me." She shook her head. "Have you told Sara about this?"

"Yeah. I have."

"Really? What'd she say?"

"Not much. She was too busy stuffing my penis into her mouth."

Mary Rose and I both laughed.

Right now I don't know whether or not Mary Rose and I will be doing anymore of this. We're both concerned that it could be leading places we don't want it to go. I guess we'll see. Even if we don't, it's sure as hell been fun!

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