2 comments/ 28205 views/ 9 favorites Losing and Winning By: Losing and Winning "That was incredible, my love...I can't remember the last time I came that hard." "Now it's my turn...take me to bed and fuck me...." And that I did. She pulled me to my feet and guided me to the bedroom, and to her hot steaming body. Having just come let me have some patience and stamina, and I stayed hard and gave her the fucking she demanded. The next day, Ann called me and thanked me for the dinner and the movie and asked me how the rest of my night was. I told her that she was welcome and that it was just fine. "So what did you guys do after I left," Ann prodded, seeking more details than my vague answer. "You know...we finished what we started," I said, still not quite sure how much she needed to know. "You know that wasn't fair that you guys were playing around with me just there on the sofa...made me horny too..." Ann said, her voice starting to take on that lusty timbre that I heard last night. "Well, it wasn't exactly planned...sorry to be rude. Bonnie just got a little adventurous. What did you do last night?" I countered, trying to change the direction of the conversation. "I went home and played with myself, thinking of you two getting it on." Ann frankly responded, without any hesitation in her voice at all. "I see..." I smartly said, not exactly expecting that from her. "Feeling you between my feet and then thinking of what you guys might have been doing made me horny. It's been a lot of months since Will died, you know...and I've been lonely and horny. It's kind of a drag, you know?" "Sorry about that Ann...we should have been more discrete." "No, don't worry...it gave me fuel for my imagination." "Did Bonnie take care of your needs Joe" "Yes, she did." "Tell me how," Ann persisted, seeking details. "That's kind of private Ann." "C'mon Joe...I need some kind of spice in my life, even if it's vicarious." I paused for a couple moments, thinking about how much she 'needed' to know and how much I could tell her. Sensing my hesitation, Ann said, "just a few details Joe...that's all I ask. I'm sure Will shared some things about us when you guys were out doing what guys do." "No Ann...nothing like that." "Now I know that's not true Joe...Will told me everything...I think he told you more than you let on. Now it's only fair that you tell me a bit...give a poor, lonely, horny girl a break, will ya'" "OK Ann...so when you left, Bonnie resumed what she had started on the sofa and gave me an incredible blow job. It had been a few days for us, and combined with what she—and you I might add—were doing to me, it made for the most intense orgasm I can remember. And then we fucked like crazy until 2 this morning." "Now, that's better. I'm glad I could have been of some service. Does Bonnie give good head?" "Oh yeah...not often enough, but when she does, it's great. You know what they say...there isn't anything like a bad blow job." "That's hot Joe...I'm glad for you. Did she let you come on her or in her mouth?" "Boy, you really want details, now don't you?" "Yes." "She asked me what I wanted, and last night I wanted to see myself come on her. So that's what we did." "Hot stuff Joey...hot stuff. And did you make her come too?" "I sure did Ann...a few times I think." "Did you go down on her or did you just fuck her?" "I did both." "Good man...a woman needs both too, you know." I found myself quite hard and aroused by this conversation. It was way more sexual than any other conversation we had had, and I also found myself enjoying telling her all these details. "Thanks for the details Joey...I like knowing that about you guys. I promise I won't tell Bonnie that you told me all this stuff...scouts honor..." "Yeah...I'm not sure what she would think of this sort of conversation...I confess that I enjoy it." "Does that mean you're hard?" "Um...yes, it does." "Well, it makes me wet as can be Joey...so thanks." "You're welcome..." "Well, gotta go. Thanks again for the dinner and movie...and especially for the conversation and the images. You're making me horny all over again." "You're welcome again. Sorry I can't be there to help with that." I don't know where that reply came from, but I guess it was my dick talking. "Joey, I don't think you can handle me...I can get pretty crazy when properly motivated." "I know...Will told me." "See, I knew you guys talked about that stuff more than you let on." "Well, perhaps he said a little...take care Ann. Have a good day." "You too Joey...keep that Bonnie happy And thanks for sharing some stuff with me." "I will. Bye." The next couple weeks were busy for all of us, and we didn't get together the next week for a movie night. We did do some running together with the whole crowd, and other than a couple smirks from Ann when she saw my hard on after stretching, and a couple text messages with some mild sexual innuendo, all seemed back to normal. Bonnie and I were fighting a bit more since that night over small things. Seemed so odd, but our lives seemed to be moving apart and we were both finding small excuses to not get together. And the following week, she had to go out of town for a week on business and to visit her family. So Ann and I decided to hang out at my place again. She said she would bring the movie. I told her Bonnie won't be joining us. The movie she picked was some crappy, sappy love story thing, that about half way through, even Ann thought was too stupid to waste more time on. "How about we bag this movie Joe...even I can't stand it." "Sounds ok to me. Want something else to drink?" "Sure what have you got?" "Beer, wine, something stronger perhaps?" "How about some whiskey?" "Gee Ann...I never knew you went for the hard stuff..." "In more ways than one Joey...I thought you knew that," she replied with a smirk. I guess I set that one up rather well for her. So I got us some good whiskey and a couple glasses. We sat around sipping and talking about stuff. I told her that Bonnie and I were fighting a bit and that she was pissed at me for something that I did or didn't too. I couldn't tell which. Ann said that women were complicated in that way, and it was on purpose to keep men guessing. "Want to play cards?" Ann then asked. "Sure...be right back." A moment later, with cards and chips, I asked, "What's your game?" "How about gin rummy?" "Sure, sounds fun. First to 500 wins." So for about an hour, we played gin and drank scotch. Now I've played my share of cards and gin wasn't my game. But I was getting some good cards, and before long, I made it to 500 points with a comfortable margin. "You sure got some good cards Joey...how about some poker. Let's see if your luck holds out there too." "Fine by me." We were both a little drunk by now, but feeling quite fine. I've also played some poker before too, and I was hoping my poker was better than my gin, especially with the lucky cards that I've been getting. I split up some chips and we were about even for the first few hands. I was trying to gauge her skill and her blood alcohol level. After a couple more hands, I could get a sense that she bet a little erratically and not really with the cards she had. Plus, I think after a couple refills of the booze, there was more booze than ice. "How about we up the ante a bit Joey...this isn't fun." "So what are we talking here? Want to put some cash on the table Anne?" "No...I was talking clothes...strip poker. Ever played that before?" "Sure I have. That makes things interesting to be sure." "I guess we have on about the equal number of pieces...you game?" "Sure I'm game. Let's see what you got" "Deal 'em smart guy..." The first hand went to her with a lucky pair of jacks to my pair of 5's, and I lost my shirt. The next hand I won with drawing a pair of 6's with my pair of 9's; she had nothing. Then her shirt came off and she was looking at me looking at her bra and nipples protruding proudly and plainly visible through the sheer lace. "Nice stuff Ann..." "Keep your mind on the game. You haven't won yet. Just one hand." "Now I'm properly motivated...better watch your cards." "Keep dealing Joey..." So the next hand was a little more distracting. I was watching her breasts rather than her face for her expression at her cards. I had four hearts and drew one for the flush. She threw down a pair of kings and stood looking at me, and slowly drew down her shorts, revealing those long legs that I'd so admired for months from running and the blue lace panties that matched her bra. "Now we're talking Ann...nice undergarments...a little cold in here?" I commented, pointing to her nipples. "No smart guy...just a little turned on." "Good. Ready for the next hand?" "Sure...you're not quitting, are you?" "Why should I quit...you're the one in your underwear. I seem to be on a roll." The next hand was a little less promising at the start, and since we weren't bluffing, we had to just play the cards. I got dealt nothing, and decided to keep the high queen and king, and drew three cards. I got a pair of queens. Ann had nothing. Without much ado, she reached behind her back and unclasped her bra. With me completely staring blatantly at her chest, sipping the drink, I watched intently at her breasts as they came into view. She had marvelous full and firm breasts with very erect nipples. I couldn't believe after all this time I was finally getting to see her almost naked. She was quite the sight...flushed with excitement and alcohol, standing in front of me in sheer, light blue panties. I could smell her scent, a combination of her perfume that I've smelled before, but combined with her excitement I was beyond aroused at this point. "Speechless for once, eh Joey?" she said, proudly displaying her toned body before me. She was looking right at me as I was plainly staring at her 90% naked form. "You're beautiful Ann..." "Thank you Joey..." She sat down and I was just staring some more. "Aren't you going to deal again? Or are you having a hard time concentrating?" With the word 'hard' she glanced down at my shorts, also plainly indicating my arousal. "I think I can manage...seems the cards are rolling in my favor after all." She held her drink, swishing around the ice and bronze colored contents, and with a sexy and sultry pose, sipped away as I shuffled the cards and watched her breasts rise and fall with her breathing. I think I lost count of the number of times I shuffled, I was so distracted by looking at her beautiful body. "Are you going to deal or play with the cards all night?" "Patience...I was going to say, 'keep your pants on', but you've lost them already, haven't you?" "We'll see who loses pants...deal 'em." The next hand, I had a pair of 3's at the start, and drew three cards. I got a third three, which was better than her pair of 10's. "Damn it...aren't you the lucky one tonight...I've only got one thing left to bet here...what are we going to play with next?" she said, slowly standing and looking at me while she bent over and slowly rolled her panties down her thighs, to her legs and off her feet. She stood in front of me proud and sexy, completely nude. She was mostly shaved, just with a thin patch of hair at the top of her pussy, which was glistening with her arousal. "God, you're incredible Ann...I always thought you were sexy, but this is so hot..." "Thanks Joey...I knew you were looking at me when we run and stretch...I hope it was worth the wait." "Oh, that's for damn sure..." "So still feeling lucky? How about another hand?" she asked. "Sure...I'm on a roll. What are you going to bet with though? Seems you're out of clothes." "I'll think of something...deal 'em." I shuffled again a few more times than normal, staring at her complete nudity, sipping her drink, smiling at me and enjoying my staring at her without hesitation and without any sense of embarrassment on her part. "So how about if I win, you take all off. You win, I'll touch myself and you can watch. How's that?" "I'm good." My mouth was getting dry and I was trying hard to keep my head clear from the alcohol so that I could remember all that was happening and get one more hand from her. I was barely paying attention to my cards, and I had a pair of 2's, and drew nothing. She laid down a pair of kings, and smiled a wide grin. "Now it's my turn to watch...seemed like you were just getting too lucky. Off with the clothes Joey." I was a bit more embarrassed than she seemed to be, and I stood and dropped my shorts and underwear, standing naked and erect in front of her. "Nice stuff Joey...just as I remember..." "What do you mean?" "Don't you remember my foot on you a few weeks ago at our movie night...I had a pretty good view then too, and my feet have a good memory..." "Oh yeah...that was naughty of you Ann to torture me like that." "I don't remember you complaining. And you said you had a pretty good time after I left too." "Quite right..." I sat back down on the soft and watch her looking at my body the same way that I ogled her body, with lust in her eyes. My cock was rock hard and sticking straight up in the air, and leaking a bit of pre cum as well. "This is pretty crazy Ann...I'm so turned on now...but I also feel a little weird like this in front of you. We've known each other as friends for years, and I 'm also in a relationship with Bonnie..." "I know... me too. I don't want to be the home wrecker. But I've been so horny Joey...it's been months and months for me. And I'm wet as a rain storm..." "Since the time you told me you went home and played with yourself, I've fantasized about watching you masturbate...perhaps we can keep our distance a little and just watch each other?" I offered, trying to battle the evil guy in one ear yelling for me to fuck her and the other ear hearing the voice of reason. "That's an idea Joey....that would be safe and not constitute cheating, would it?" Rationalization can be a good thing. With that, Ann leaned back against the end of the sofa and drew one leg up to the back and let her other leg on the floor so her pussy was open to my intent gaze. I could see her arousal and her inner thighs were shiny with her juices. I could very much smell her scent now and the combination of this view in front of me and her scent made my senses swell with their power. I too leaned back and watched her slowly stroke her breasts with one hand and her outer lips with her other. I grabbed the base of my cock and was careful not to start stroking right away, for fear that in about half a minute, I would come. "That's hot Joey...I've always loved watching guys stroke themselves. Don't come too soon though, ok?" "OK...you're so sexy Ann...I love watching you do this. It's sort of a fantasy of mine" "Me too...helps fuel the visual fire, huh?" "Yes indeed..." She started slowly stroking inside her outer lips and her pussy was absolutely dripping wet. I could see her juices on her fingers as one delved deep into her pussy. Her other hand moved down to hold her self open to me, as the other hand started stroking light circles around her clit. "You're so hot Ann...is this what you did the other night too? Just like this?" "Sort of...that time I just needed to get off...no preliminaries...just a quick rub and I came in a minute." "I didn't think girls were able to come quickly like that...I thought it was just guys." "Like I said Joey...when properly motivated, I can get quite crazy. And that time, I was way properly motivated. I had these visions of your cock between my feet and watching you come all over my feet had me crazy and coming in hardly any time at all." I'm sure the free speech was in large part due to the alcohol that we were drinking. But hey, we weren't cheating, were we? I started stroking my cock now with slow, firm strokes and I knew that I would be coming in a minute too, if I went too fast. "Is this how you jerk off Joey? Do you stroke yourself like this?" Ann asked with that low, sultry voice that I've now heard a couple times. Her gaze was firmly planted on my hand rubbing my cock, as mine was at her pleasure center, watching her hand and fingers expertly bring her self pleasure. "Mostly...it's not real tricky...I can come real fast too. And I think this situation constitutes proper motivation for me too..." "Maybe we can come at the same time, huh? Want to try?" "Sure...won't take long for me...watching you is so hot Ann..." "Just not yet Joey...I'm enjoying this too much." "OK. Me too." "I can see your pen's leaking..." "Yeah...it kind of does that when I'm really turned on." "Me too...this is so hot Joey...it's been a long time for me...this isn't quite like a good hard fucking, but it's close." "Speaking of close...I am. Ann...I need to come soon...it's been a few days for me, and you've had me turned on almost all night." "Bonnie isn't taking care of things like she used to, huh? Poor thing. Did you have to take matters into your own hands, then?" Ann asked, now intently watching my hard cock leaking and pumping in and out of my hand. My hips were now instinctively moving a bit too, getting closer and closer to the inevitable. "Like I said, things have cooled down lately. I'm not sure why." "Did you jerk off earlier this week?" "Uh huh...a few days ago." "Just like this? Were you thinking of me playing with my pussy when you did?" "Well, sort of..." "You can tell me Joey...what were you thinking of when you jerked off?" "I was thinking of you sucking me off and me coming all over you." Again, the alcohol plus the naked beauty in front of me removed all inhibitions. "That's naughty Joey...that's so naughty," she whispered, hoarsely. Her breathing was quick and a bit labored with excitement. "What were you thinking of when you played with yourself?" I countered. "Actually...something rather like this..." she confessed. "Joey...can I ask you something else?" "Hasn't stopped you yet..." I managed to reply, still trying not to come. I was purposely stroking myself slower than normal because I knew I would come soon. "Will you do that...I mean, will you come on me?" "You want me to?" "Yes...please. Slide closer to me. I'm almost there Joey...please..." She turned to sit facing forward on the sofa like the way I was sitting and scooted closer to me. I too, slid towards her so that our legs and arms were touching and I could inhale her scent even more. I could feel her right arm against my side, moving with the rhythm that she knew best. My left side was against her right side, and we were both looking down at the other's quickening hand motions, bringing us closer and closer to our much needed releases. "This is so hot Ann...I'm going to come...I can feel you getting closer too...you smell so good..." I moaned and with a couple more strokes, I leaned in towards her and groaned as my cock shot forth volley after volley of hot come onto her body, the first landing with a splat onto her shoulder, then her right breast and then her stomach, rolling down her body. "Oh god Joey...I'm coming too..oh god...oh...oh..." she moaned and her fingers quickly strumming her clit to an orgasm that erupted just after my come hit her skin. I could see her legs clamping together as she brought herself off, as she knew best. I leaned my head on her shoulder as my orgasm subsided and a few more spurts of come landed on her elbow and her side as I stroked my hard cock, pulling the last drops out of me and onto her skin. We both were breathing heavily as we came down to earth. I was savoring the sensation of her body against mine and the smell of our mutual orgasms. Her left hand came across her body to rub my come into her skin, causing it to glisten further mixed with her perspiration. The sight and smell were so erotic I was trying hard to take it all in and commit this to permanent memory. Losing and Winning "Ann...that was unbelievable. I didn't think masturbating could be so erotic," I finally managed to whisper into her ear. "Me either...it was better than I imagined...feeling you and seeing you come was just what took me over the edge...that was way hot Joey...way hot...I think I'm going to remember this always." "Me too Ann...I hope the drinking doesn't dull my memory." "I don't think it will...thanks Joey...like I said, not like a good hard fucking, but a decent alternative given the circumstances, don't you think." "Definitely...not so guilty either. I think I would have fucked you silly if you'd asked. But then we would have felt guilty..." "True. We'd better get cleaned up, don't you think?" "Yeah...probably...let me get a couple towels." I got up reluctantly and came back with a warm cloth and gave to her. She just stayed there for a couple moments and I took in the sight of her naked body on my couch, filled with the satisfaction of a needed sexual release, and added with the vision of her right side covered with my drying semen...so crazy hot. We got cleaned up and quickly dressed. I think she was properly recovered from drinking that she was safe to go home, and we hugged good bye and promised to stay friends and to get together soon. A few more weeks went by and again, things were back to normal, other than the more knowing glances at our running club get togethers and my getting hard with more ease when I would see her stretch. She would now look purposely at my crotch and I wouldn't try to hide my excitement from her as I used to do. I think she purposely put herself in positions to magnify the effect on me and feign indifference when I would look at her shapely legs, knowing what they had in store above them and how she thought of me and of us once in a while. And I couldn't forget the images in my head of her hands bringing herself off and of my come hitting her body as she came too. One day as we were walking back to our cars after running, she came up to me and said, "Caught you looking..." "Oh yeah...I think you were doing that on purpose," referring to putting herself in a straddle position directly facing me and leaning forward so I could see her breasts and her moist crotch. "Maybe..." was all she said, laughing at my condition. "I just wanted to see you squirm and try to hide your hard-on." "You're wicked, you know..." "You don't even know the half of it..." she said as we parted, the group all going separate ways. Then a few days later, she texted me in the evening and said, thanks again, for the images...worked great. What do you mean? You know...from the other night...came in handy a bit ago... I see...glad to help. Works for me too. Huh...when? Like daily... Poor guy...should I tell bonnie to get back on task? No thx... OK. Well, gotta go...ttyl. Then I received an email from Ann, also addressed to a bunch of other friends inviting me for a party that weekend at her place. She was trying to get back into things, and wanted to have some people over. Casual get-together with about 10-12 people. Bonnie was invited too and we made plans to attend. Everyone brought something and both couples and singles showed up. Several were Anne's friends and several were common friends that I knew too from running or from just hanging out. With the warm weather, the booze was flowing and everyone was having quite the good time. Bonnie too seemed to be enjoying herself, but towards the later hours, she was drinking a bit too heavily and was really drunk. I hadn't seen her like this much, but she was stumbling and barely coherent. I wasn't sure what was the deal with her. Perhaps she was taking out some frustrations on me with her drinking. I just mingled with the crowd and had a great time talking with some of the people I didn't know that well and joked and jawed with others. I was trying to help Ann tend bar too, and ended up making some pretty mean mixed drinks for the group. People were getting pretty hammered, and then around 1 am, some starting heading home. There were the appropriate designated drivers in the group, so we felt pretty good letting people go home. When the last couple drifted home, Ann's place was quite the mess, as was Bonnie. She basically crashed on one of the chairs and was passed out snoring heavily. I stayed to help Ann clean up the mess and we were bringing the junk in from all the rooms into the kitchen. "Bonnie had a bit too much to drink," I told Ann as I brought another handful of stuff to the kitchen and laid them on the counter next to where she was washing dishes and glasses. Anne's shirt was rather wet from getting splashed from all the dishes, and I must have started staring at her chest as we were talking. Her nipples were plainly prominent and I was pretty sure she wasn't wearing a bra. "Like what you see Joey?" Ann asked. "Sorry Ann...just got distracted there." "It's not like you haven't seen them before." "True. I sure couldn't forget that scene," I said. "That was way hot." "Sure was Joe. I've thought of that many times. Too bad you won't be getting any tonight, the way Bonnie is passed out in the next room." "Maybe I can take advantage of her drunk body when we get home." "You wouldn't do that Joey...that wouldn't be gentlemanly of you. You may even have a hard time getting her out of that chair." "You're right...perhaps I should just let her crash here," I said, still watching Anne's breasts jiggle with her arms and hands in the soapy water. "So, things still not so good with Bonnie these days Joey?" "No, not by a long shot. I don't know what's going on. I'm not sure if it's something I've said or done, but she's been quite distant with all her recent travels and work schedule." "That's too bad Joey. I really like her and she seems so sweet." "Perhaps so. But I don't see a long-term future for us. Just not that into her in that way." "Maybe she sees that now and she's frustrated with what the future seems to hold for you guys." "I guess you may be right Ann. We haven't had one of 'those talks' either." By now, Ann was just soaked and the front of her shirt was virtually see-through and her breasts were plainly visible and her nipples were hard and I just couldn't take my eyes off her tits. It had been quite a while for Bonnie and I, and I was continually thinking of Ann and how hot she was masturbating for me a few weeks prior. I guess I got lost in a bit of a daze, and was quickly brought back to reality with a spray from the kitchen sink hose right onto my chest. "Hey! What's that for?" "You seemed to be lost in thought...besides, I'm all wet, so it seems fair that you are too," Ann said, smiling and playful. "I think you look better with a wet shirt than I do," I said back. "I was enjoying the view." She sprayed me again, and then I was soaked way more than she was, all the way down to my pants. "Now it looks like you had a bit of an accident Joey...just can't control yourself, huh?" she said, indicating the wet spot at the crotch of my pants. "Are you just trying to get me out of these wet clothes?" "Now, there's a thought...I will if you will..." "There we go again...challenging me, are we? Bonnie is in the next room Ann..." Ann poked her head out the door and came back and said, "She's so passed out Joey..." She looked directly at me and in a brief practiced motion, removed her shirt and stood topless in front of me, her bare breasts beautiful and high on her chest and her nipples proud and erect. I couldn't help but stare at her gorgeous tits and felt myself grow hard in a matter of a minute. "Your turn," she reminded me, taking me out of my reverie. I paused for just a minute and then took off my shirt. She walked towards me, and closed the distance with a few steps, further allowing me to admire her tits, swaying with each step. She then ran her hands over my chest, stopping briefly to play with my nipples, bringing them also to hard points. "Oh..." was all I could say as I inhaled her scent, now some alcohol mixed with her perfume and her individual aroma. And without much more pause, she started unbuckling my belt and pulling my pants down. "You need to get out of these wet pants too Joey, or you might catch cold." I just couldn't manage any effort at restraining her activity as she pulled my pants down and freed my cock from my briefs in one motion. My cock was hard as a rock and sprung out of my underwear, sticking straight up in the air as Ann was now kneeling at my feet, staring not 6 inches from my cock. I could feel her breath on me as her hands pulled my pants off and started stroking back up the back of my calves and thighs. "Oh god Ann...please...don't....stop...we shouldn't..." was my feeble attempt to listen to the good person in me. But the lust and the alcohol made that voice so distant and the pounding in my ears of my own heart combined with the view of Anne's naked breasts and her mouth just inches from my needy cock was just too much to overcome. She pushed my slowly backwards until I backed up against a chair and sat down heavily. Anne's hands were now slowly creeping up my thighs towards my cock and balls, throbbing and almost ready to burst. "Joey...you have such a lovely cock...and I've been dying to suck you cock for months now..." all the while, staring at my throbbing member. Then she looked up at me, and again I saw the lust in her eyes and her dilated pupils and her hand now grasping the base of my shaft. "I'm going to suck your cock Joey...I need to suck your cock." "Uh huh," was the only intelligent response I could muster. With that, she bent her lovely head down and I watched her mouth open to engulf the head of my cock. She took my cock into her mouth briefly and then released me from the warm, wet confines only to extend her tongue and let me watch her lick the come leaking from the end. "You taste great...I'll bet there's more what that came from, huh?" Again, a barely intelligible groan and nod was all that I could do. She took my cock into her mouth again and her hand stayed stroking the base of my cock as her lips descended to meet her hand. Before long, her hand came away to cup my balls, tight with need and full of come. She slowly took me all the way into her mouth and just stayed there with her nose against my pubic bone and I could feel myself against the back of her throat. "Oh god...Ann...please..." She continued to suck and stroke my cock, her hand slippery with her saliva and my cock shiny as she went up and down. I let my hands rest of her head and stroked her hair. I reached one hand down to hold her breast in my hand and felt her hard nipple in my fingers. I felt her moan a bit too as I twirled her nipple and held the weight of her breast in my hand. She brought her mouth off my cock and looked back up at me, still stroking my slippery cock. "It's been so long Joey, since I've had a cock in my mouth...I've missed that so much..." "Your mouth feels unbelievable Ann...I can't believe this...it's so good..." At least, I was able to put together a string of words. She held my gaze with her eyes as she licked and flicked her tongue at the head of my cock, brushing it firmly at the undersurface where the groove is the most sensitive. "Feel good right there?" she asked, smiling and playful, knowing full well that she was making me so crazy. "Yeah...right there...please Ann..." I was starting to beg. "Please what Joey? Please keep doing this?" she said, still licking the head of my cock. "Or please do this?" she asked, fully engulfing my cock into her mouth. I could only groan again. She was making me so crazy. I was nearing coming and I knew she knew that too. She kept sucking and stroking me and I was going to come. My hips were moving and I could feel that feeling of inevitable release approaching. "You're going to come, aren't you Joey...I can feel it...I want you to come in my mouth...please come in my mouth...I want to taste you..." Ann paused her sucking for this plea, and then quickly resumed her blow job. "Oh god...Ann...yes...there....like that...I'm...gonna...cum...oh...god...yes..." And then we heard footsteps down the hall past the kitchen and then the bathroom door close. I almost panicked. Bonnie must have woken up and gone to the bathroom. "Ann! We gotta stop...Bonnie is just down the hall..." I pleaded trying vainly to push her mouth off my cock. She kept on sucking and looked up at me, with her mouth still on my cock and still stroking me. Well, I was too far gone for even the idea of getting caught by my girlfriend just down the hall. Ann nodded her head, acknowledging my position and the proximity of my orgasm. She gave me the final permission to let go and I grabbed her shoulder as I erupted into her waiting mouth. I came hard, trying to keep my eyes open and my mouth shut, but I don't think I did either too well. I shot my come into her mouth and I watched her throat constrict as she swallowed my load, and I felt her tongue and mouth milk every drop from my aching cock. We then heard the toilet flush and we quickly stood to get dressed. I quickly put on my pants and shirt, and Ann just had to don her shirt in time to walk nonchalantly, smiling at me and licking her lips as she exited the kitchen. She went out into the living room to check on Bonnie as she came out of the bathroom and walked down the hall to lay back down heavily on the soft. I barely got my pants back on and noticed my underwear still on the floor under the kitchen table. Luckily, Ann diverted Bonnie to crash back on the sofa in the adjacent room before noticing that piece of discarded clothing. A moment later, Ann came back into the kitchen as I resumed cleaning up trying to look busy and innocent. "Bonnie isn't feeling too well...She's going to crash on the sofa." Ann said, as if nothing just happened. "Uh...ok...she didn't hear anything, did she," I whispered. "She's way too drunk to hear or notice." Ann said, complacently and innocently as if she knew nothing and admitted to nothing. "Thanks Joey...I needed that too...maybe more than you did. It's been so long since I've had a hard cock in my mouth...I needed to do that." "I'm happy to oblige...that was a close call though...what if Bonnie walked in on us?" "She didn't though....we would have heard her coming." "I just hope she didn't hear me coming," I said, smiling at my own joke. "You were a bit noisy...you could have kept a bit more quiet." "That was quiet for me Ann...you made me so crazy, it's a wonder I didn't yell and wake the neighbors." Ann poked her head out the kitchen door and came back to say, "She's way gone...how about a return favor?" "You mean now?" "Yeah now...let's go into my bedroom for a bit...you owe me one." "But what if Bonnie wakes up?" I asked, my moral side temporarily getting the better of me. "Joey...I just sucked your cock, which I think we both admit, we needed. I need this Joey. Please...I'm so horny I can't stand it. I'm dripping wet and I still feel your cock in my mouth and your come on my tongue..." To emphasize her point, she took my hand and brought it to her breast and pushed out her chest against my hand. I could feel her erect nipple through the damp material of her shirt and groaned again. "See Joey...I need you..." Then she pulled my hand down to her crotch and I felt the heat and moisture between her legs. "You're right...I owe you this one." I acquiesced to her desire and allowed myself to be led down the hall past sleeping and passed out Bonnie to Anne's bedroom. She pushed my back on the bed so I was sitting on the edge and then started to strip off her clothes. It didn't take much, because all she had on was a damp shirt that had already been removed, and in one motion, her pants and panties hit the floor. She pulled off my shirt and then lay on top of me, kissing me hard on the mouth. She was definitely in overdrive and I eagerly let myself be led down the path of her desire. She climbed up my body and fed her breasts to my mouth, as I hungrily sucked and licked her nipples, first one and then the other. "Oh god Joey...I've needed this for so long, you don't know." This time I couldn't reply because my mouth was full of her aching tits and I flipped her so that she was laying on her back as I kissed my way down her stomach to her wet pussy. I licked around her inner thighs, pushing them apart so I could devour her gorgeous pussy. She held the back of my head so that I couldn't stray far, and guided my mouth to her waiting and steaming cunt. I inhaled deeply and savored the aroma of her arousal as I licked up and down her outer lips. I heard her start moaning and I knew that she was so aroused that she didn't want much in the way of foreplay. "Just eat me Joey...just fucking eat my pussy." I heard her say. I hadn't heard or imagined her talking so dirty, but I also didn't imagine that I would be eating her lovely pussy either. She was positively dripping wet and I found my way to her clit and flicked at it, holding her pussy lips open with my fingers. As I clamped my mouth over her clit and sucked softly, I slid one and then two fingers deeply into her warm center. God was she hot and she tasted so incredible. "Oh God, Joey...right there...yes do me right there...just like that...keep going...don't stop...for god's sake, don't stop..." I loved hearing her dirty coaching me and encouraging my activities trying to get her off, just not so quickly. "You like that huh Ann...right here? Is this the right spot?" I asked, stroking two fingers up at the front entrance to her pussy, where her G spot might be.... "Yes...there....keep doing that...harder...just a bit harder...there...yes...there..." she kept me on the right track. I used the full surface of my tongue and stroked her clit as I massaged her inner pussy. I could feel her juices really flowing as her breathing got ragged and quick... "I'm gonna come Joey...I'm gonna come...don't stop...please don't stop...oh...god...there...like...that..." And then I felt her thighs clamp down around my head holding me there as she came hard. I could feel her pussy gripping my fingers and I could feel her wetness spread over my hand and down her ass. Her face was clenched with the mixture of pain and pleasure and her hands were clenched in hard fists at the blanket by her side. I think she yelled a bit, but I couldn't hear much with my ears covered by her thighs. But after a few moments, she let up her spasm of pleasure, and drew my back up to her face. She looked me deeply in the eyes and kissed my, tasting her juices that were covering my lips and chin. She drew my tongue into her mouth and held my mouth to hers. "I so needed that, you can't even imagine. I've made myself come so many times these last few months, that I just couldn't stand it any more." Ann finally said, with the satisfaction of her recent orgasm. "I'm so glad I could help. You are so sexy Ann...I can't believe you can't find someone." "I'm sure I could if I tried. I just wanted it to be you after Will. I think he would have wanted that." "Now that's a strange thought..." "I think that's true Joey." And with that, she rolled me over and started again removing my pants. I lifted up my hips not even feigning any resistance. And in no time, my hard cock was again in her mouth as she took me deeply into her, sucking me. I was fully hard before she even got there, and she looked up at me, with my cock deeply embedded in her mouth. "God, Ann...a guy could get used to this view..." I said, smiling down at her. "Well, that can be arranged." She climbed up my body and reached down to guide my aching cock into her still steaming pussy. I looked at her lips parting to accept my cock. And then I looked up at her, her eyes closed with the ultimate fulfillment of my cock entering her body. She slowly and deliberately took me all the way in and sat there, with the look of sheer rapture on her face. Then she finally opened her eyes and looked down at me.