Party Replanned

She ran a hand down over the back of my hair. I saw her swallow.

"A surgery when I was forty two. Had to have a few things taken out." She softly brushed her fingers in through my hair. "I can't promise you a rose garden down there if you keep kissing. I really wasn't planning on having a man.... do... anything to me tonight. Hell, maybe ever again. I..."

My eyes dropped back down as I slid her panties even further down. I looked with a slight smile at the thick patch of curly gray hair that came into view then. Leaning in, I placed a kiss into the thick curls. There was a scent there but it was not at all unpleasant. Simply a mixture of her body's normal scents blended with a growing smell of sexual need. I placed kiss after kiss in the wiry hair. my lips going further and further down till I felt the puffy outer lips almost kissing me back.

"Carl... why... why don't you come back up here?" she said then. "I think I would rather you did that sometime when I was right out the shower."

Looking up at her, I gave her a grin, and leaning into her again I placed a kiss where her thigh met the side of her hip and belly. That soft little valley that I find so utterly irresistible.

And almost universally ticklish!

Giggling and trying to get away from me, she proved to be no exception. Sally tried to step to the right a bit, found her movement hampered by her panties, hit her legs against the sided of the bed, and found herself suddenly tumbling into the soft folds of my bedding. The sheets were cool under my hands when I followed her. I again took hold of her panties and peeled them the rest of the way down her legs. Dropping them to the floor I stood up and looked down on her... totally naked laying in a bit of a sprawl on the bed. She was sexy as hell looking.

"My god, you are beautiful," I said after a moment of just enjoyment at the sight.

She blushed a bit, then smiled. I saw the start of her arm moving to cover her breasts, then she stopped.

"Thank you." She bit her bottom lip, then gave it a lick. "I ... I want to see you now."

Stepping back a bit, I caught the buckle of my belt and gave it a tug to loosen it. The snapping sound of my jeans was hidden under the growing strains of the 'Doors' The stereo ran on uncaring that the party had ended for all but her and me.

My jeans dropped to the floor in a puddle of black denim. When I stepped out of them I saw she had raised herself up onto her elbows and was watching me with an appreciative smile.

"I've spent most of my life seeing men in tidy whitey underwear. I never knew just how hot a guy could look in something else." She looked at me with a grin. "Very nice, Carl."

I scoffed. "I'm hardly a Calvin Klein model."

She gave her head a shake.

"Would you please let me be the judge of that for the rest of the night?" She gave me back my own words.

I nodded and reached down to hook the sides of my underwear. I paused for a half second to find the courage then pushed them down past my hard as hell cock and off my legs. When I stood back up I stuck out lewdly, my cock pointing at her.

Her eyes were on it, just looking. She leaned back and opened her legs when I moved forwards. I slid up between them feeling the soft warm skin of her inner thigh run up my sides till I bumped against her. Her hand slid down my chest between us and I inhaled sharply when I felt her fingers tighten around me.

Then the head of my cock was sitting in a pool of warm liquid.

She squirmed under me a bit and I slipped into her an inch or so.

"I don't think I've been this wet in a long time. Oh... oh my."

I felt another inch or so slide forward, then a bit more. Then a slow thrust slid the rest of me home.

When I started to give a thrust, I felt her hands push against my chest.

"Softly...please. It's been awhile since I felt a man inside me. I want to enjoy it for as long as I can."

I gave a nod, my brain too focused on the warmth of her encasing me to form words. At least for that moment. I pulled out of her inch by slow inch then went back inside at the same pace. She pulled me down till I was resting on my elbows and forearms. Her body was a soft cushion under me. Her legs slid up and down my thighs and calves in a silky caress as I slowly moved in and out of her.

"Carl."

Focusing on her face under me. I smiled. "Yes Sally?"

"You can go a little faster now. Oh my... oh my god!" She dug her nails into my shoulders.

I didn't so much as go faster as I pumped in a bit harder.

Leaning in, I must have placed a thousand kisses against the side of her neck as I thrust those few inches that brought me closer to heaven by miles.

Her hands were on the back of my neck, holding me close. Her breath was hot by my ear. Soft pants, with my name an almost prayer-like whisper being said under each breath. After a few minutes I noticed a soft almost humming coming from her. I realized after a moment that she was softly humming along to the song now playing. I smiled when I heard it was 'Nights in White Satin'. One that my mom and I both have on our files.

She opened her eyes and saw me looking down at her. I had slowed the pace to a gentle rocking thrust. Hardly even moving within her but enjoying every twitch of her along me. She smiled, seeing the look on my face. It must have been pure lust and need.

"I remember when I last made love with a man to this song." She gave me a slight grin. "I was so stoned, but god it was wonderful."

I chuckled at the thought of this sexy lady being a young woman having sex to the Moody blues while stoned!

"When was that?" I asked, holding myself up a bit more and sliding further out, then back into the slick warmth.

"Summer of 71. That's what, ten years before you were born?" she asked with a chuckle.

"More like five. I was born March of 76." I chuckled a bit when I see her roll her eyes up a bit and shake her head.

"I am so cradle robbing right now," she said after a moment.

I had to laugh at that. I pulled back and gave her a harder thrust that took her breath for a second.

"Feels good though, doesn't it?"

"Oh my, yes." She rocked herself under me a bit driving me further into her. Her fingers tightened and held me still as far in as I could push. I felt her wiggle herself under me ina way I've never felt a woman do before. She gave a giggle at the look of surprise and wonder on my face. "Feels good?"

I let a breath out I didn't notice I was holding.

"Oh, yes."

She grinned then I felt a sudden tightening along the length of me. A contraction that rippled down the length of me, then back.

"How are you doing that?" I asked, just holding still and enjoying it.

"I'll never tell. I give away a secret like that and what would happen? You would go find you some hot little teenybopper and train her how to do it. With that tight little body and this trick she would soon have you as her sugar daddy. Before you knew it, she would be spending you into a dept you would never get out of and then dump you for a richer guy. I can't let that happen to you."

I joined in laughing with her.

"Well, thank you for looking out for my well-being," I said after a moment.

She stopped laughing and looked up at me. A slow smile took ten years off her looks.

"No, thank you."

""For what?" I asked, sinking back down till our lips were just inches apart.

"Making an old lady feel young again."

She ran her hands down my side, her nails lightly scratching. Her hands cupped my ass and hips and she pulled me forward. I eased into her till I was all the way in. I felt her breath hot against my face. Our eyes were so close it looked like she had only one in the middle. Tilting my head a little I placed a soft kiss on her lips. Her tongue came out to meet mine and with her pulling me forward, I started to rock again.

After more than a few minutes I had to break the kiss to get more air than I could catch through my nose. Her hands left my hips then and came to the back of my head. She pulled me down fiercely, kissing me with an almost angry aggression. I felt her rocking up to meet my thrusts now, driving herself up the length of me as I pushed down. Unable to take it, I pulled away from her mouth and buried my head beside her ear. She held me tight to her as I sucked in air.

"Are you close, Carl?" she asked them "Oh, please cum for me... please."

"I'm close, Sally. I'm so very close. It just feels too good. I can't seem to get..." I said panting.

"I know, Carl...I'm there too. Oh my god, harder. Oh please... oh please."

Pushing up a bit, I started to drive myself into her with all that I had. I felt the whole length of my cock nearly come, out then I hammered it back it her. Her hips curled up to smack into me with every thrust.

Opening my eyes, I looked down into her sweaty flushed face and saw her shivering. I watched her tilt her head back and a low deep moan started to come out of her parted lips.

Seeing her begin to cum took me that last step. I felt it start like a hot surge, a tight gripping at the base, a clenching even further down, then an animalistic sound ripped its way out my throat. I had no control over how hard or fast I was pumping, the rhythms of need and nature were driving us both.

I knew that I would at some point in my life catch a breath again, but at that moment I wouldn't have put money on it. I felt shudders of pleasure making my body twitch as I poured cum into her. I felt surge after surge leave me. A warm wet feeling covered me as I continued to thrust into her. The slick feel of her along me now was almost painful but I couldn't make myself stop.

She pulled me to her and held me with an incredible strength as she shook and shivered under me. Her legs twitched on either side of me and her fingers dug into my back, I knew leaving deep scratches.

Panting, I did my best to hold my weight off her but I'm not sure how she was able to stand it.

Then her hands were softly caressing the back of my neck through the sweaty hair. I lifted up and looked down into her eyes. A gentle smile was on her lips. Leaning in I placed a soft kiss upon that smile. Her hands brushed the hair out my face, then I saw that she was trying just as hard as myself to catch a breath.

"Not bad for a thirty something year old man," she said after a moment.

I chuckled

"Well, for a fifty something year old woman you're incredible."

She laughed then.

Even growing softer, the feeling of her laughter was amazing along the length of me.

"Carl, I'm sixty one! I told you I was cradle robbing."

Her laughter sent tight caresses along me that had me nearly halfway hard again. I give a half thrust that popped her eyes open wide in surprise.

"Well, I hope you're up to robbing it again," I told her with what I knew was a wicked little boy grin.

She pushed up against my chest a little and looked down the length of us to where my cock felt like it was getting harder with every half thrust.

"Oh dear lord, what have I started?" she asked after a second.

I eased back down onto her a little more feeling the slick warmth of her breasts against my chest.

"Hopefully something that will last a long time," I said after a second.

I caught a half look then, a moment of sadness, and then it was gone. It was gone from her face but I heard it moments latter in her words. "So do I Carl."

Sally moved herself up to meet me, clutching herself to me. I felt her lips next to my ear. Her words were now a whisper of air that I just hear. "...so do I."

Settling into a slow easy rhythm I moved into her and felt the deep warmth of her against me. We moved with a familiar motion now the awkwardness of the first time fading as we learned what each liked and how the other's body differed from past lovers.

I heard a soft moan under me, then a sound that was almost exasperated. I opened my eyes and looked down at her.

"Carl? I hate to ask you to stop but I have to go pee."

Chuckling, I eased myself out of her and sat up on my knees. I caught her leg as it lifted up to clear me and I placed a soft kiss followed by a lick on the backside of her knee. I heard a purring from her.

"Umm... stop that, I've got to go."

I turned her loose and watched her get up. I could have watched her just walking naked all night. The way her hips swayed and the little dimples that winked at me from her ass with every step.

The room went dark as she closed the bathroom door.

I slipped out the bed and went to my desk. In the dark I found the lighter there and ignited it with a click. I lit several candles moving around the room. I stopped by a bowl of sand and lit the four sticks of incense stuck in it. I paused and looked out the window down into my back yard. A chuckle left me then.

Just then the toilet flushed and the bathroom door opened.

"Oh candles! Nice touch." She clicked off the bathroom light, I heard her walk up behind me, then she was pressed against my back. Her hand came around my stomach and rested in the soft curls just above my cock. "What are we looking at?"

I gestured out the window with my chin. I heard her chuckle when she saw what I saw.

"Bless their hearts."

The backyard was alight with blinking fireflies giving almost no light to Marion and AnneMaude asleep in their chairs out by the barbecue grill.

*

I would like to think damppanties for her hard work editing this story for me. Any mistakes you see are still mine though, Thank you.