Bill and Melanie

I met this girl Melanie on a part-time job that we shared that involved me working as a photographer for a lot of beautiful women. It was a professional relationship with them and with being 15-20 years older than most of them, I never pursued anything more. When I had traveled up to the city to do a job that had gotten cancelled, I wound up going to visit Melanie at her full-time job at a bar. It was a slow day there and when she got there a little while after I did, she found out she didn't have to work. Instead, she and I wound up hanging out talking for a few hours. After that, she and I became more friendly, hanging out on occasion. Several months later, she was fired from the part-time job and I consoled her over it. We spent months getting to know each other a lot better and became really close friends over that time. Eventually, I started falling for her. She was fun to be with and easy to talk to. She made me laugh and excited me as well as made me feel really at ease. In addition to all that, she was gorgeous and was always as excited to see me as I was to see her. When she saw me, her big brown eyes would light up and she'd flash her incredible smile before giving me a huge hug. She had a tiny waist and a scrumptious little ass topped off with a pair of 36D's on her 5'6" frame.

One weekend when her mother was visiting, however, she started acting distant and for a few months she kept acting hot and cold towards me. We tried getting together to talk several times and she was always excited to do so yet kept backing out at the last minute. Eventually she got a job at a new bar and after a few weeks, having not seen her in a couple of months, I stopped in with Christmas and birthday gifts for her. It was a slow enough night that we had time to talk and after I gave her the gifts, she finally opened up to me about what was wrong. Her mother had had an issue with our age difference and Melanie didn't know how to tell me before. Her mother had told her that I was probably going to give up after a while but when Melanie saw that I wasn't, she felt confident enough to trust me with the whole story.

At the end of the night she suggested we get something to eat and since I had nowhere to be and the next day off, I agreed. We found a small restaurant we had both been to before and after sitting down to eat, we opened up to each other about a lot more and before the end of the meal, the conversation turned a little flirtatious. I paid the bill and we walked out together and she asked me if I would follow her home where we could talk some more. We got back to her place and she excused herself, saying she wanted to change while I freshened up in her bathroom before taking a seat on the couch to wait for her. A few minutes later, she called out for me to come back to her bedroom. I went back and found her sitting on the bed with just a sheet covering her body and a smile on her face.

"Come here, Bill. We have a lot of lost time to make up for."

I went over to the bed, with a definite stirring in my crotch and sat down next to her, taking her hand.

"We don't need to do this if you don't want to. You don't have to feel guilty about the past few months. If you really want this, it's gotta be for the right reasons."

She reached for me with her other hand, the sheet dropping away from her breasts.

"I want this, Bill. I want you because I love you. Tonight."

She pulled me close and kissed me hard on the lips and our tongues started wrestling in her mouth. I released her hand and placed mine on the bed as I leaned closer to her. Her hand reached for my crotch and she started massaging the bulge in my pants. I let out a slight moan as I felt her touch. We broke the kiss and she gave me her biggest smile.

"Looks like someone's more than ready for this," she said as she unfastened my pants.

I pulled back "This is not what I expected when I drove up tonight by any means" I peeled off my shirt and tossed it aside before leaning back in to kiss her...pushing her gently backwards onto the bed while she reached inside my pants to wrap her hand around my erection, stroking it gently.

I pulled away to slip off my pants and boxer briefs, exposing my 7 shaved and incredibly hard inches before slipping back into the bed under the covers next to her. She grabbed my head with both hands, pulling my face to hers to kiss me while I placed my right hand around her, pulling her close, as I slid my left hand down between her legs, fingertips quickly finding her clit, eliciting a soft moan out of Melanie. I moved my lips away from hers, slowly kissing down her neck until I reached her breasts, deliberately sucking on her nipples until they were as hard as my cock. Her moans were only making me more turned on as I kissed lower, gently kissing down over her toned tummy. She inhaled sharply then, my rigid cock rubbing against her lower leg as I moved lower until I came to her already wet pussy.

"Ohhhhh" she moaned as she felt my breath just before my tongue rubbed against her shaven pussy lips. I gently ran my tongue up and down just inside her folds as she started running her fingers through my hair. Once my tongue rubbed up against her clit...she got a little more aggressive, grabbing my hair, her legs writhing in her enjoyment. I started nibbling on her clit and slid a finger into her snug pussy, exploring and probing until I found her gspot, rubbing my fingertip against it while I tugged at her clit gently with my lips. She started breathing more quickly and heavily as she let out a moan.

"Ohhhhhhh Bill!" she cried out as she reached orgasm.

I kept at it, starting to nibble on her clit as I slid a second finger into her soaking wet pussy, exploring her tight slit and causing her to continue to moan. After a few minutes of this, I finally pulled my fingers away and I licked them clean as we looked into each other's eyes. I slid up over her body, grasping my stiff dick as she reached down to spread her pussy lips apart. I pushed into her slowly and our hips started rocking together as the velvety walls of her pussy milked my manhood for all it was worth. We kissed, hard, as the desire that had been building up from the time apart overcame us. She climaxed, her pussy clamping down hard on my cock. We broke away from the kissing and looked into each other's eyes, lust showing in hers as my cock started throbbing harder.

"I'm so close," I breathlessly whispered

"I want you" she said in response and then I exploded, cumming harder than I ever had before, every drop shooting into this beautiful girl's pussy. My body shuddered as I came and after my cock finally grew limp, I pulled out, laying back on the bed next to my lover as she lay her head on my chest and I drifted off to sleep, totally spent.