Because I'm Not Pretty Ch. 02

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Such a delicious change.
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4.5
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Part 2 of the 2 part series

Updated 10/24/2022
Created 04/25/2010
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magmaman
magmaman
2,692 Followers

"That was your Mother." Dan told Kathleen as he reached for his pants.

She sat up on the bed, the covers snuggled up tightly around her neck. Dan noticed that now she was once again demonstrating the bashfulness that stuck out like the proverbial sore thumb before.

For some reason that made him conscious of his own nudity, he walked over and sat on the edge of the bed as he tugged his jeans up over his legs.

Kathleen sure as hell had not been bashful a few hours earlier, she had thrown herself at him with determination.

Women just do not do that, at least not in any experience Dan had ever known. His mind slipped back to a few months earlier as he had sat on his porch with her Mother Melanie, they had become fast friends.

In his own mind the thought of bedding Melanie had not even crossed his thoughts. In the first place, he was just a few months short of 64, she was barely 38, and had just since turned 39.

Of course May and December romances are normally just in fantasy land, unless one of those involved has large assets. Dan certainly did not have assets that would matter to any young woman. The plain and simple truth to that is that older men typically want younger women, and younger women want usually prefer younger men, not a fast balding gray haired old guy with wrinkles, a pot belly and a dick that requires extra attention to make it work.

Women, even the mature ones seem to prefer the young solid muscled stud with an erection that gets rock hard and stays that way.

Dan felt sure of that, around six months or so after prematurely losing his wife he had noticed a lady at a party that looked interesting. He had guessed her to be in her late thirties or early forties, just right.

She was cute, in shape, just what he thought he might be looking for.

He did his level best with his completely out of practice approach, getting sweet smiles from her. Hell, he was thinking to himself that he was making progress, she looked to be someone he might find interesting, fun. She tipped her head and laughed at his attempts at wisecracks, casting him what appeared to be interested sidelong glances.

In the process of developing signs of still having a bit of lead in the old pencil, Dan missed that she was just being polite.

Later he overheard her talking to another woman, laughing.

"That old coot was actually making a pass at me!" They both snickered at that. A few minutes later he saw her talking to a good looking young fellow, doing the tiny little brushing touches on his arms, flipping her hair and leaning in to speak to him bit.

Dan made his excuses and left the party not long after, feeling humiliated.

He looked at himself in the mirror when he was getting ready for bed. There was no hiding the round tummy, the sparse gray hairs on his chest, the large expanse of forehead, or his now nearly white hair. Even the regular regimen of exercise he did at home was becoming a losing battle. His arms that had once been firm and strong now showed a trace of softness no amount of effort could overcome.

He leaned in to look closely at his face, realizing he now had slight jowls, heavy eyelids and wrinkles.

No hiding that, Dan knew he looked every bit of his 64 years.

What the hell, Dan knew he did look better than most but time was being relentless.

That was the day he decided the relationship portion of his life was over, it was time to go live out his life, tend his Roses, take care of the yard. Do some fishing.

Solo sexuality was all that was left.

Then he met his new neighbor Melanie. She had a bubbly personality, she was fun to chat with. A big gal, he soon realized that wasn't fat, she was almost solid muscle. That he learned quickly when they were listening to a band at a nightclub and she wanted to dance.

Some men have two left feet, Dan really wasn't quite that good at dancing but he tried. The instant she slid into his arms and his hand touched her waist gently he knew. She showed little if any shyness, pressing right in close making him completely aware of her soft breasts.

Melanie was not the least bit fat, she was just a big solid woman. She drifted across the dance floor with him like they had been doing it for decades, she felt like a feather in his arms.

Dan decided he liked to dance with Melanie.

Her daughter was also a big gal, close to being a carbon copy of her Mother.

Kathleen made things worse for herself by trying to hide the fact that she was big underneath the most horrible clothing combination possible. She wore shapeless everything, that made her look fat, even to Dan who now suspected that she might not be.

It was tough to be sure because the only parts of her skin he ever saw other than her face were her ankles and wrists, even the heavy sweaters she nearly always wore were buttoned up clear to the top.

Visits with them became the high point of his life, he looked forward to seeing Melanie coming across the back yard to their fence line, he loved the evenings sitting and talking about everything under the Sun.

One mildly warm and quiet night, out of the clear blue sky Melanie asked him with some hesitation if he would like to make love with her.

Now just how many men on this planet can raise their hands and say that a woman has asked them for sex?

That was enough for Dan to feel the glimmerings of a reaction, it was just so nice, so unexpected, so...forward?

It really didn't take Dan much effort to agree to that.

And it was good! Like he now knew, Melanie was not fat at all and she was an eager lover. She poked and probed and inspected him, using some tricks she had obviously learned somewhere, likely in her first marriage, to get Dan to respond far beyond his own expectations.

After that first night it crossed his mind that her former husband was a fucking idiot. This woman was bright, fun to be around, she cooked like no one he had ever known and kept a perfect home. Melanie had mentioned that her ex had found some young "skinny little bimbo", her exact words.

"I am so happy I met you, you are a wonderful lover!" She told him, which went a long ways to perk up his own self esteem.

And she was perfectly happy with his dick in her mouth as deeply as she could get it.

For quite awhile there things became mayhem, it was sex almost every single night. Dan even used his backup, those little blue pills. He had gotten a prescription, one of those just in case things, although he had only tried it one time with his late wife. They certainly did work, but his wife had run out of steam long before he did so he never tried them again.

He did worry about the pills being old, and perhaps not working but they did. He was leaving the back door unlocked, Melanie would wait until Kathleen was asleep, then slip out her own back door and into his.

Like that did any good, Kathleen had to know perfectly well what was going on but they kept up the pretense.

Dan loved her body, the way it felt and tasted, the way she could damn near throw him off the bed when she got a bit too energetic with her hips.

He learned quickly to reach down and grab her big buttery behind and hang on. He also loved to suck on her nice big titties, feeling her nipples tighten up until they became itsy bitty little buttons. Then when she reached her peak, they would soften and flatten out, the skin on her breasts would flush bright red.

When he slid his index finger inside her and softly stroked the firm upper ridges, while sliding his tongue across the swollen flesh of her loins Melanie would go nearly nuts. Her big hips would begin to thrash, then she would slow down, letting out tiny little involuntary sounds.

That sounded like she was saying "I..I..I..I!" over and over in rapid succession.

Dan loved that, and he soon knew he loved her too.

The next logical thing was to ask her to marry him, so he did exactly that.

She told him no.

She explained that she loved the sex, loved him and their relationship, but she had been married once and had no plans at all to do that ever again.

Dan tried to protest that their relationship was just between them anyway, so why not?

"That's up to you, sweetie. If you do want to ever...you know...maybe be with someone else, I won't get upset. All I ask is that you don't bring any surprises back here, we are both clean and I want to keep it that way."

"I am curious, how did you know for sure I was clean that first time, we didn't use...anything?"

"I watched you for months, you never went out, you didn't date, you didn't even make a pass at me or anything so I was pretty sure." Melanie told him.

"You are serious, aren't you? If I ran into someone and wanted to...you wouldn't get mad?"

"No, honey. Of course not. Sex is a part of life."

"What about you?" Dan asked her, suddenly feeling a flash of jealousy.

"Got nobody at all in mind, Hon. Even if I ever do decide to...date? I will just tell you, we don't need any secrets. Secrets are what fucked up my marriage!"" She grinned at him.

Then she somehow managed to get both of his balls into her mouth while using her free hand to jack him off. Hell, she even started humming but that got them both to giggling so hard she had to stop.

Dan was happy, what the hell. If she wanted to keep things just like they were, fine with him!

Then Kathleen came over one day while her Mom was at work, she was getting over some of the silly shyness around him. Not by much, but a little bit. At least now she would talk to him.

She mentioned that she felt she was not pretty and no boys ever paid any attention to her. She looked so miserable about that, Dan volunteered to help her.

It is amazing what a makeover by someone who knows what they are doing can do. Even Dan was surprised.

The fat and dumpy, painfully plain young woman turned almost instantly into a bit on the large side but pretty thing.

It affected her mannerisms, too. She became much more outgoing and confident. That happened right in front of his eyes, first there was the brief glance of her in just a red bra and matching pantie as she changed from one outfit to another.

Then Marcus, the extremely gay guy from the hair salon had his hands all over her body as he tugged at the clothing she had on. When he reached down and unbuttoned her blouse to the point where the edge of her bra showed, she jumped, startled, then shot a sidelong glance at Dan.

She even giggled when Marcus reached down with both hands and bounced her tits up and down, raving about how gorgeous they were.

Sure, if Marcus had been any more outgoing about being gay he would be an entirely new species, but still he was male and she let him poke and probe her tits, which Dan doubted had ever seen the light of day in her entire life.

Even her walk changed as she proudly went down the street with him, she was bouncing, flaunting her new look. She reached out and tucked her hand in the crook of his arm, blushing furiously but delighted when some guy driving by in a truck leaned out and gave her a wolf whistle.

Dan was quite pleased with himself, the six hundred bucks it had cost him was worth every single penny. He would just have to live on the constant flow of pastry the two women seemed to always have around until his next Social Security check arrived.

After that, whenever Dan happened to be over at their house, Kathleen didn't run off to her room and hide any more. Instead, she joined right in the conversations, she was even animated about it.

Plus she now showed off way more of her legs, and a couple of times she wore a blouse with the front dangerously unbuttoned.

"I think you turned my daughter into a bit of a sexpot!" Melanie told him one night as they lay in each others arms.

"I would bet that was always under there, we just made it show. Now maybe she can find a nice boyfriend, find out about life."

"There is that." She said. That sounded odd, for a moment Melanie almost seemed sad.

Dan understood it though. Little girls tend to grow up to be women, and Mom's get to worry about it. Just the way life was.

Things were going along so well, perfect in fact when Melanie dropped the shocker on him.

She had a date! Dan hid his almost instant jealous reaction, pretended that this was OK, just fine. After all, they really had no commitments to each other. Very likely he did a poor job of not allowing his upset at that show.

He did peek out the window to check the guy out when he arrived. The man was tall and slender, and much younger, of course. Melanie looked great, her hair all fixed up and a pretty dress on. They walked out to the car, Dan saw the man politely open the door for her, she slid into the seat. He let the curtain fall closed.

Of course. A much younger man, handsome, better looking than himself. What was there to say? It was just life, the way things were.

No reason to be jealous.

It popped into his mind that she might really like the man. What would be next? Would she bring him home, to her bed? He took a moment to calm himself after that thought, the idea pissed him off.

Dan decided to have a few beers and then hit the bed, nothing he could do about it. If Melanie wanted to date other people, that was just the way it was.

He didn't even make it to the kitchen when there was a knock on his door.

Kathleen stood there, holding a small platter of pastries.

In short order, for the second time in his entire life Dan was asked bluntly for sex. He squirmed and protested, trying to convince Kathleen that she should wait and save herself for the "right" man.

Kathleen was having none of that, she got a stubborn look on her face and off came her blouse.

Dan really began to squirm at that, he could just imagine the scene if Melanie came home and found her boyfriend fucking her daughter.

"Don't tell me you don't want me either? Even now?" Kathleen got a look on her face that Dan could not deal with. If he rejected her, he would break her heart. If he didn't, oh God were there possible complications.

He looked her up and down, let a smile cross his lips. The thoughts of Melanie being out on a date with some other guy vanished, his own body began to take charge.

She stood there naked to the waist, her shoulders slightly back with her arms down at her sides, her big mounds jutting towards him, letting him see her. Her face did betray her, she looked like she wanted to cover up, run, but the stubbornness was also there.

Her breasts were magnificent! Beyond belief, she was easily the equal of any movie star or model he had ever seen.

Dan lost any control he had and reached for her, in very short order they were both naked. After what really was a brief period of foreplay, he slid his finger inside her overly taught vagina, did that little soft stroking technique that he knew drove the few women he had been with in his life completely silly. He leaned down and slid his wet tongue up and over her, and her body exploded, just like that.

For a moment he thought the contractions were going to break his finger.

Then after a period of great effort, he was inside her unfamiliar body and Kathleen was a virgin no more.

She went from a slight wince of pain to wildly energetic in about 30 seconds, she was tight, so snug that he had no way to hold back at all.

The situation was wild, so completely erotic that he was right back up and ready to go again in minutes, and he hadn't even taken one of those blue pills. It did briefly cross his mind that it was a good thing that Melanie had not been over all day. Otherwise he might be dealing with a rather limp noodle here, but having a warm and soft virginal 20 year old on his bed was intoxicatingly erotic.

The second time lasted much longer, Dan had no idea at all how long, the sensations built in slow motion as the room around them faded. There was only the two of them, the sensations of their joining. That second time they experienced one of those completely mutual orgasms that are so rare in life.

Then that was all there was, they collapsed, both of their bodies completely soaked in sweat. Dan felt himself soften and slip out, Kathleen pressed up tightly to him, one arm draped over his side.

Exhausted, he lightly dozed.

The phone ringing brought him alert with a start.

"That was your Mother." He told Kathleen, as he hung up the phone and reached for his pants.

Kathleen sat there staring at him, Dan suddenly felt even more naked which at that moment was impossible.

She tittered as she looked at his penis with a smile and then glanced away, the covers of his bed drawn up snugly over her.

She looked to be a bit shy again, although she sure as hell had not been earlier.

"Your Mom is on her way over." Dan told her, fastening his jeans. Kathleen just giggled.

Dan felt mildly uncomfortable, Kathleen had told him that Melanie had planned this, wanting her daughter's first time to be wonderful. It seems her own first time had been on the terrible side, and it took her months to realize that there were many different kinds of men in the world.

Melanie had told Dan some of that, how the boy she thought she loved and would be with for life had finally broken through her defenses, and once done with that he was done with her.

So Kathleen had said that her Mother did not want it to be that way for her.

Still, here was her own lover in bed with her daughter? Dan was braced for the reactions, unsure of what to say or do.

Just as that was going though his mind, the door opened and Melanie walked in.

"So what did you think, honey?" She asked her daughter without a single bit of fanfare, giving Dan a grin and then walking right by him to sit down on the edge of the bed.

"That was fun, Mom! I didn't even know it could happen like that." She looked at Dan slyly.

"I thought so honey. I am glad, our guy here is great in the sack!"

"Yea, Danny even..." She giggled. "Used his tongue on me.." She looked at Dan and shyly looked away, a mild blush crossing her face.

"That's one of our guy's best assets, he does know how to lick, doesn't he?" They both giggled.

Dan looked back and forth between the two of them, his mouth opened and closed a couple of times.

"Our guy" she had said?

"Why are you dressed?" She asked him.

"I..I was..I just...I didn't think you....?"

"Danny, I just put up with four hours of listening to a co-worker talk to me about how bad his students are at math! Will you please get undressed?" She grinned at him, stood up and reached for the buttons on her dress.

"I'm going to take a quick shower!" Kathleen slid her legs out of the bed and stood up. Once again Dan was confronted with that pair of marvelous breasts.

"I don't think I can...I doubt if I could possibly..." He said, as Kathleen walked by him, her big titties jiggling. She grinned as his gaze swept over her. Her bare loins were messy with his dried sperm, she looked crazily erotic like that.

Lord.

"We will see about that!" Melanie told him, letting her skirt drop to the floor. He heard the shower start up as Melanie stepped up to him and undid his jeans.

"How was she honey? OK I hope?"

"She was...well, young and inexperienced but she got into it and I think she enjoyed it." Dan felt himself blush at saying that.

"I bet her pussy is even tighter than mine, huh?" Melanie giggled.

"Jesus, Melanie!"

"Oh, relax, babe. I just let you fuck my daughter and it was with my blessing, I wanted it to be fun for her and now I want to make sure it was." She leaned forward and sucked on his nipple, reaching up to roll the other one gently with her fingertips.

That was something that always made his head swim.

"Well, was it?" She asked, tipping her head back.

"Why don't we ask her?" He said as he heard the shower shut off.

magmaman
magmaman
2,692 Followers
12