Ups and Downs (Part 3)

It took almost two weeks before Janey and Dino could find another date and time for a get-together, but it was worth the wait. Janey's mom was watching little Carli, armed with bottles of freshly pumped milk. So, they had all evening in Dino's apartment.

Janey noted the tidy bachelor pad was decorated nicely, but was more focused on Dino. He showed her to a leather loveseat, with glasses of wine already poured.

"You're all prepared tonight!" she giggled, not trying to hide her excitement.

Since she met Dino that night, weeks ago in the elevator, Janey had become even hornier than she had been. Every time she fed Carli, felt that hungry little mouth suckling vigorously at her big milk-filled boob, the sensations of pleasure would spark tingling in her other nipple and in her clitoris. Janey had the discipline to let the feelings build up, finish feeding the baby, and put her down. Then she had her 'me time'. She had been shopping at the online adult toy store. She was accumulating a nice little treasure chest of toys.

"I try to be," replied Dino. "My memories of you have had me counting the hours until tonight. I've never been with a woman like you. You know what you want and you just do it."

"I've been thinking about you a lot too. It's been ages since I was so attracted to a man. My mind has been running wild thinking of what I want us to do," she said quietly.

"Janey, I'm up for anything you want to do. Anything. I've been waiting all my life to have a friend, a lover, like you. It's like a dream," Dino told her.

"I was going to say that. Please don't hold back. I want us to try and do everything a woman and man can do. I want to make my fantasies real," Janey whispered, squirming in her seat.

Dino moved close to her and took her in his arms, kissing her deeply and sensuously. She hungrily kissed him back. They were both so full of desire, they were in danger of consuming each other. As Dino kissed down Janey's neck and ran a hand down her side, close to her big breast, Janey reached down to feel Dino's big cock almost fully hard in his pants.

"I have fantasies too, Janey. Things I've wanted to do for so long. I've dreamed of a sexy woman like you who would want the same things," Dino whispered in Janey's ear.

He stood and picked up the wine glasses and walked into his bedroom. Janey followed close behind. Dino stood Janey in front of a full-length mirror and began undressing her. He gasped when he saw the silver and black lace bra that was holding her large, round breasts.

"I got tired of the maternity bra. This is nicer," she purred.

Standing behind her in front of the mirror, Dino reached around and ran his hands over the sexy bra. He held and squeezed her breasts firmly. He felt their heft and weight. Janey felt Dino's hard cock press against her asscheeks. She shivered imagining him entering her this way.

Janey stripped Dino of his clothes and held his stiff cock gently in her hands. She rubbed a drop of his pre-come over his cockhead and cupped his heavy balls in her soft hand. He was more than ready for her. They moved to the bed. Janey noticed a bottle of Astroglide on the nightstand next to a small box. Before she could ask about it, Dino was moving closer to her and he kissed from her lips down to her breasts, still held in the sexy, silver bra. Kissing Janey's cleavage and all of the exposed flesh of her warm, soft tits, he reached behind her and undid the bra. It slipped off her, revealing her twin fleshpots in all their glory.

Dino's breath was almost taken away by the sight of her full, round breasts, so heavy, swaying as she breathed. He took in the pale whiteness of the skin and the darker coral pink of her aureole and nipples. He cupped one breast firmly and set his mouth on it gently. As he massaged the big soft milk bag, he began to suckle and feed. Janey leaned back on a pillow and sighed loudly. She cradled his head against her chest. She could feel her breasts 'letting down' their milk and Dino's hand on her other breast was squeezing it firmly, making drops of her milk drip from the large, stiff nipple.

Dino suckled both of Janey's milky breasts in turn. And Janey squirmed and rubbed her legs together. Dino moved up so she could straddle his leg between hers and grind on it as Dino now gently bit at her nipples. Janey could reach Dino's cock in this position and she stroked and jacked it. She gathered some of his slippery pre-come on a finger and tasted it, Dino began to move lower. He was hungry to taste Janey's wet cunt. He felt Janey hold him in place.

" I want to eat your pussy," Dino growled.

"And I want to feel your cock fucking my throat," Janey snapped back.

Dino moved around and laid on his back, rolling Janey's pussy onto his waiting mouth. This put Janey on top of the 69 and she wasted no time deepthroating Dino's big cock to its base. He moaned in ecstasy, then pushed his mouth against Janey's hairless pussy. She moaned.

Dino licked all over Janey's exposed pussy. He licked and flicked her pussylips and spread them like a butterfly's wings. Her pussy was warm and wet. He loved her sweet wetness. He slurped it up noisily. Janey was out of her mind as she felt Dino's gentle, hungry mouth giving her waves of pleasure. But she was not selfish with her pleasure and was giving Dino the blowjob of a lifetime. Janey truly loved sucking cock and she knew she was great at it. She pumped her mouth up and down the full length of Dino's thick cock. As before, the viscous spit from deep in her throat was soon lubing her oral activities. As she sucked his cock, she also held and massaged Dino's balls, soon slippery with her throat's lube.

Janey was so close to exploding. She felt Dino's tongue pushing deep into her pussy and his hands holding her asscheeks apart. He seemed to know just where to lick and his tongue moved between her cuntlips and across her hard clit, the tip of which was just showing from under its hood. Janey knew she would be coming like crazy and soon, but she wanted Dino to come with her. She moved her free hand to his ass and circled his asshole with the tip of her index finger.

But Dino really was prepared and he was able to reach the box on his nightstand and open its lid. It was a set of buttplugs, one very similar to the one Dino had seen Janey use, and two more larger ones.

Janey felt Dino moving and when she turned around to see the box and what was in it, she nearly came right then. She saw Dino's hand as he reached for the smallest of the four buttplugs.

"No, Dino. The biggest one," she hissed at him.

Not pausing, Dino grabbed the buttplug that was, at its thickest point, nearly as thick as his cock, squeezed on some lube and returned to his lower 69 position to resume eat Janey's sweet, wet, about-to-expode cunt while rubbing the tip of the big buttplug at the entrance to Janey's asshole. He licked and sucked Janey's clit and pussylips up and back. He began to push the plug into her anus as soon as she began to explode.

But Janey was busy too, now pumping her mouth and throat on Dino's throbbing, achingly hard cock. One hand cupped and massaged his balls that were about to unload their cum in a huge blast. She had gotten plenty of her wetness on her index finger and she began to push it into Dino's nether hole just as she felt him force the big plug into her tight, little asshole. Her anus stretched a little at first, then resisted the intrusion unsuccessfully. Janey moaned loudly at the anal penetration and felt the buttplug slide into position. Her cunt exploded, squirting a few spurts of her juice on Dino's chest and neck. Dino was in another world pumping his hips like he was fucking a pussy, blowing a huge cumwad down Janey's talented throat in several huge spurts.

Janey's whole body spasmed again and again. She was able swallow the flood of Dino's cum without choking too much. The warm, full feeling of having the big plug filling her ass and Dino's warm mouth still on her soaked pussy was like a dream for Janey. She floated along for a while and then she moved to lay beside the exhausted Dino. The two caught their breath.

"So, you've been shopping at the toy store too, eh?" Janey asked with a smile.

"Yeah, I thought you might enjoy a plug," Dino replied. "I didn't think you'd start with the big one."

The two smiled and kissed.

"If I'm going to go, I like to 'go all the way' when I can," Janey told him.

"I kind of thought you would. That's why I bought this," Dino said quietly as he reached into the nightstand drawer.

Janey wondered what Dino might have meant, but then she saw the small strap-on dildo he was holding. It was a smooth silver 'bullet' about six inches long and an inch thick held in a black nylon harness with velcro straps. Janey took it from his hands.

"I guess we both like the feeling of having something back there..."

Dino's voice trailed off as he saw Janey raise up on her knees and strap the small fake cock onto her hips. She looked amazing. She was such a gorgeous woman to start with, but there she was naked, her big, full breasts rising with her every breath, stroking her new toy and eyeing Dino up and down.

"Dino, stand up and bend over. Hands on the bed." Janey told him.

Dino stood up and bent over the bed. He watched in a mirror as Janey moved behind him. She reached for the tube of Astroglide and squirted some on her index finger. Dino felt her hands pulling his asscheeks apart. He felt the cold lube on Janey's finger as she touched his asshole. She rubbed the outside ring of his sphincter and then pushed her finger deep inside, up to the knuckle. Dino felt how deep her finger was buried in him and moaned quietly.

"I know how much you like that feeling, Dino. I like it too. Smooth, sliding in and out. Feeling full inside. It feels so good," Janey whispered into his ear as she pumped her finger slowly in and out of his tight asshole. Dino moaned again.

"Let's see how you do with two fingers, shall we?" she playfully asked.

Dino was enjoying her index finger pumping slowly in and out. He liked having his asshole gently stretched and having that full feeling. Now he felt her second finger against his hole and pushing inward. He felt discomfort, then pain as his asshole stretched and the pressure of her pushing increased. He felt the fingers twisting against his tender rectum and then push inside all at once. Dino groaned. He felt her 'screwing' her two fingers up inside his ass. Dino's tight sphincter felt like it was tearing. He felt a dull stabbing deep inside. He was grunting quietly as Janey's two fingers began to pump in and out of his ass.

"Does it hurt too much, Dino?" Janey asked playfully.

She reached around and felt his cock almost as hard as it had been when it blew his cumload down her throat minutes before.

"You like how it feels, don't you, Dino? Tell me how you like it. Tell me not to stop," Janey said.

Dino felt Janey's lubed hand grasping his cock and pumping it to full hardness. It felt so smooth and good. But her fingers were pushing in so deeply and stretching his asshole painfully.

He felt the fingers stop their pumping and slowly being pulled out. He felt such relief deep inside his bowels. There was a dull pain, but no twisting and pumping. But then Dino felt the tip of the silver bullet dildo against his anus. Janey thrust in the full length. Dino cried out like an animal. Janey began fucking his ass, pegging him hard.

Dino felt the onslaught of Janey's vigorous assfucking and took it. At first he was simply bearing the pain. But as she continued to pound him, he felt her desire enflame him. He began to enjoy the deep strokes she was using and her heavy breathing. He could feel Janey's big breasts against his back, their weight rubbing against him, her hard nipples tickling him. He was soon fucking back at Janey, meeting her thrusts.

Janey smiled as she assfucked Dino. Her hand could feel how hard his cock was. Rock hard. She even felt pre-come dripping from his cockhead. She lubed her hand with his pre-come and jacked his shaft. She still had the buttplug in her own ass, so she felt like she was sharing what she was feeling with her bent-over lover.

But Janey needed more. Feeling his hard cock in her grasp, knowing that both of their asses were being filled, Janey's pussy needed to feel full now. Janey slowed her pumping of Dino's asshole and gradually pulled her fake cock from it.

Janey laid back on the bed and said, "My pussy needs your big cock to fuck it now."

Dino's head was spinning. He was lost in so many sensations. But his cock was rock-hard and a gorgeous woman was laying next to him asking for him to fuck her and he was ready. Janey had undone the strap-on's harness.

Dino positioned the head of his cock against Janey's pussy and rubbed it up and down, teasing her. Janey reached down and grabbed his cock firmly and pulled him into her. Dino began to pump her pussy with long, deep strokes. Janey felt the force of his thrusting and moved her hips in sync. She was getting fucked now. She felt Dino's balls slapping against her ass, still full with the buttplug. Janey felt so full and Dino's forceful fucking was having an effect. She felt a big orgasm building.

Dino loved how tight Janey's pussy was. It was so wet and warm and tight, like her throat. He was glad he had come earlier or he wouldn't have lasted this long. His every sense was being stimulated to the max. Looking down at Janey as he fucked her, Dino saw her big tits bouncing and lolling on her chest. Her large nipples were hard and begging to be sucked.

Dino rolled the two of them over and now Janey was riding his cock. She leaned forwards to smother Dino in her endless titflesh. He buried his face in the warmth and kissed and licked and sucked. He had one of her big tits in each hand and pushed them together so he could suck both of her amazing nipples at the same time. Janey felt his mouth sucking on both of her nipples and could not take it any more. She pumped her cunt up and down on his fuckstick until she lost her mind.

Janey quivered and shook. She released spasm after spasm of shuddering passion. Her whole body was coming. Dino grabbed Janey's hips and ground against her. She growled and grunted loudly. She sighed loudly and cried out again as she gushed her pussyjuice in a cataclysmic orgasm. Janey, for a moment, heard, saw, and felt nothing. Her senses were in overload. Then she felt it all. His mouth on her nipples. His cock, thick and stiff, ramming into her tirelessly. Her breasts hanging in his face. She barely felt Dino pushing her back down on the bed.

Dino was overwhelmed by Janey's crazy orgasm. He felt like he was sharing her pleasure, feeling what she felt. But it was all too much for him. As Dino sucked on Janey's big tits as she rode him, he felt his balls tightening again. He tasted her sweet, warm mother's milk and felt her pussy gripping his cock. He was a slave to his desire. In an instant he knew he had to fuck Janey's big tits. He rolled her on her back and straddled her chest. She held her magnificent tits tight around his cock and, lubed with her cuntjuice, Dino tittyfucked Janey for all he was worth. When he felt his cumload erupt, he looked down to see a thick, white rope of semen shoot up from between her tits onto her neck. Dino pulled his cock from between her tits and jacked it onto her tits and her face. Janey opened her mouth wanting to taste Dino's cum. She licked up every drop as Dino stroked the last of his load onto her and collapsed.

They laid together for a long time.

"Where do we go from here?" Janey asked.

"Anywhere you want." Dino replied.