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Archive name: franny.txt (M/f-teen, rom, affair)
Authors name: Admiral (address withheld by Request)
Story title : Franny

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This work is copyrighted to the author © 2001.  Please
don't remove the author information or make any changes
to this story.  You may post freely to non-commercial
"free" sites, or in the "free" area of commercial sites.
Thank you for your consideration.
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Franny (Mf, rom)
by Admiral (address withheld by Request)

***

A night that changed my life.

I could never believe that it could happen. I have 
spent years not really even thinking about it 
happening, because I simply knew better.

I have been in love with Francesca (Franny) since she 
was 3. I don't mean to sound like a pedophile.I mean 
in love, not in lust. She is a spirit that defies 
description. From the moment I met her and her 
parents 15 years ago, I have loved almost everything 
about the girl. 

She is like a creature out of a fairy tale. A 
delicate, sweet, outgoing and with a spark that 
propels her into life. I have watched as she has gone 
from a precocious child, a gawky girl, a lanky but 
promising young woman with braces.to a full fledged 
creature of such grace and poise that she takes my 
breath away. We have always been great friends and I 
hope always will be. I treasure her spirit the most.

She dances. She moves across the floor with ease and 
a precision that speaks her dedication and love of 
the art. She had a recital on December 30th.

Our families (hers & mine) have been spending New 
Years together for 10 years. This year was no 
exception. We were meeting (as usual) at my beach 
house on the Jersey Shore. My wife and daughter had 
gone to see her folks in New York while I stayed and 
minded my business. Franny's folks had gone on to the 
shore two days earlier to meet with relatives and I 
was to bring Franny with me on the 30th after her 
recital. 

I attended and watched the joy in her face as she did 
what she loves most.dance. Around 3PM, we left our 
town (near Washington D.C.) and headed north hoping 
to out run the impending storm being widely forecast 
as a huge one. 

All was well until we approached Philadelphia. We 
headed east into New Jersey and the snow started 
falling in earnest. About 30 minutes later (it was 
getting dark), the snow was blinding and I was having 
difficulty seeing. I was becoming increasingly 
obvious that I couldn't keep this up for long. 
Shortly I spied a roadside motel and as much as I 
wanted to keep going I realized that it was simply 
too dangerous. We pulled over and went into the 
lobby.

I asked the fellow behind the desk for two rooms, and 
was told that I was in luck.he had only town left. I 
took them. We then called everyone concerned and told 
them about our plight. The storm was projected to 
blow through over night, and I was hoping to be on 
the road first thing in the morning. Everyone agreed 
that it was the smarted thing, and we're we lucky 
that they had two rooms. We unloaded into our rooms, 
and moved on to the caf‚ for some dinner.

Dinner was terrific.nothing more than burgers, fries 
and pie, but Franny and I were on an adventure. We 
had always communicated with a special understanding 
that I think neither of us could really explain, and 
here for the first time, we didn't have the rest of 
our family's around to add distractions. We talked 
about her school (she's a senior), her studies, 
prospects for college, her dancing (always her 
dancing), boyfriends (a little shy on that note) and 
a dozen other topics.

Around 8:30 we retired to our respective rooms, 
kissed on the cheek with the understanding that I 
would get her up in the AM to continue our voyage. It 
was never even remotely implied that anything more 
might take place.

11:30, and there is a rapping on my door. I sleep 
naked so I quickly threw on a towel and looked 
through the peephole. It was Franny looking cold and 
upset.it was still snowing like mad. I quickly opened 
the door and excused myself while grabbing clothes. 
She went on to explain that the heat had gone out in 
her room and she was freezing. I immediately called 
the front desk (having to wake the owner) and asked 
to have it fixed. 

He muttered something about the "goddamned pipes" and 
informed me that he had been having some problems 
with that room, and that repairs weren't likely for a 
day or so. I indicated that we really needed it, but 
was informed that my "daughter" would just have to 
stay with me. 

I started to explain the situation.but stopped. I 
couldn't tell you that I honestly had envisioned this 
scene, but something inside of me just made me pull 
back and think.had I ever said that Franny 
was.anything? No.everyone who had seen her just 
assumed she was my daughter. Who was I to change that 
impression?

At any rate I explained our situation, and just told 
Franny that I would either sleep in the lobby or on 
the floor. She seemed hesitant, but finally said ok. 
She also said that she was freezing and was it ok if 
she took a quick bath to warm herself up. 

Of course I agreed, and while I piled up what spare 
blankets there were on the floor (she quickly had 
vetoed the lobby idea), she headed off to the 
bathroom. A moment later I heard the water running 
and the sigh of a cold body feeling some much needed 
heat. I then felt light headed.I had to see her 
naked! It was an immediate and almost irresistible 
urge. I silently crawled over to the bathroom door 
and inched my way up to the keyhole. Keeping just a 
hair away so as not to rattle the door I put my eye 
to the opening. I guess this was the moment I'd never 
even dreamed would happen. There she was.my friend, 
my soul mate, and without question the most heart 
stopping beautiful girl I've ever seen!

I will describe her, but it's honestly is like trying 
to describe a sunset. I can tell you that she's @5'6 
with long silky auburn hair. I can also say that her 
physique was one of a dancers, long lean and with a 
muscle tone that would make you cry. Her breasts were 
slightly larger than most dancers, and you could tell 
that her bra had a job to do. From what I could see 
(upper chest and head.she was lying back) she also 
looked..just .soft! I was in a trance. I simply 
couldn't stop looking at her.

After awhile she looked over at the door just for a 
moment and then looked up at the ceiling. I saw her 
arm drop from the side of the tub into the water.

A moment later I saw her shoulder slowly and only 
slightly move. I couldn't believe my eyes.she was 
touching herself! Or at least I thought so.the 
movement of her shoulder was so slight that I 
couldn't be sure. Then in a moment her other arm came 
up from out of the water and slowly cupped her breast 
and started to massage the nipple. A long sigh 
escaped her lips ever so softly and I could see her 
muscles starting to tighten and her shoulder moving 
more actively.

I couldn't believe what I was seeing.she was 
masturbating knowing I was in the next room. I was 
aroused beyond measure. My penis has never been so 
hard in my life and I felt like I could hardly 
breathe. Finally, Franny arched her back up, squeezed 
her nipple even harder and let out a soft moan.

I knew she was cumming and I was actually getting to 
watch! She stayed rigid for what seemed an eternity 
occasionally jerking ever so slightly, and then 
slowly lowered herself back into the tub. A moment 
later she glanced back over at the door and then 
slight smile crept over her face.

She soaked for a few minutes longer, and then let the 
water out of the tub with her toe. When the water 
level receded below the level of comfort, she slowly 
stood up and reached for a towel. I knew I had a 
moment longer to watch as she needed to dry off and 
get her clothes back on. Standing, she was simply 
stunning. As I said before (and will never tire of 
saying) she was long and lean with perfect breasts 
and a small round tight bottom that..oh well, you get 
the picture. As she toweled off she wiped herself 
between her legs and a broad smile spread over her 
face.

I knew I had to compose myself, so I crept back into 
the room and started thinking of baseball (always 
worked before!). I walked around adjusting my totally 
swollen penis so as not to be so obvious, and then 
opted for sitting down. 

A few minutes later Franny reentered the room in a 
fairly frumpy nightshirt and climbed into bed, 
thanking me profusely for my sacrifice. Being the 
gracious host, I did my best Gary Cooper "it ain't 
nuthin marm" routine (I'd sleep on nails for the show 
I'd been given) and she gave me a chaste but slightly 
lingering kiss on the cheek, and we both snuggled 
into our respective beds and sleep. 

Yeah.right! I knew that sleep was impossible for me, 
but that doing anything was simply out of the 
question. She was Franny after all, not just some 
young nobody. I resigned myself to my fate and the 
hard floor, when I heard her clear her throat and 
speak.

Since the heating was broken in the connecting room, 
it was none to toasty in ours. Franny sat up slightly 
and said "I'm still cold and neither of us have 
enough blankets to really be adequate. Why don't we 
combine body heat and double up on blankets. After 
all it only makes sense." She hesitated and said, "I 
know it would look funny, but no one will know, and 
it's not like we're going to do anything."

Right! (she had no idea what I WANTED to do)
I told her that I didn't think it would be such a 
great idea..it really wasn't, no I really couldn't.do 
you think? I guess since no one would know.well ok, 
but I'll stay to my side.ok? Oh my god.what was 
happening here? Was I really going to be in bed with 
this WONDERFUL girl? It was too good to be true, but 
I also knew that in many respects it would be even 
worse than the floor, to be so close and yet so far! 
But of course I had clothes on, she had clothes on 
and that 6" of bed between us might as well be miles. 
So up I hopped, and we both staked out our sides with 
an awkwardness that you could taste.

I heard every breath she took, every move she made, 
in my mind I was watching her (thank you Sting). I 
thought my heart was beating so loud as to heard in 
the next room. This is crazy I thought, I can't 
honestly stay here.it's just too hard. I resolved to 
get up.make my apologies, and head to the lobby, when 
the covers rustled. A hand reached over and touched 
my forearm.

I might as well have been in the electric chair when 
they flipped the switch.

"It's alright" came a small voice and her hand slid 
down into mine.

We must have held hands for 10 minutes. She was 
right, it was good. I suddenly felt ok with this. 
"You can't start this, but I can" she said as she 
quietly slid over and laid her head on my shoulder. 
We lay like that for a while, and I rolled over about 
to say .something (who knows?), and she put her 
fingers to my lips and said "shhhh." She then lifted 
her head up and lightly kissed me.just barely 
touching my lips with hers. 

I wanted more, and so did she. With increasing 
passion, we kissed with her pushing me back against 
the pillow and leaning over me. Our mouths became a 
single thing with two tongues dancing in an intricate 
duet. Gasping for air, we separated. and looked at 
each other wildly. It was WAY too late to stop now.

Franny stared at me intensely for a moment and then 
with one fluid motion crisscrossed her arms and 
pulled off her nightshirt. Never in my life have I 
been so in awe of another human's body. With the 
street light from the parking lot illuminating the 
curtain behind her, that wonderful form was a 
silhouette.

She leaned over and pulled on my t-shirt. "You too," 
she said. I did as commanded (I had a choice?).

(footnote: I'm 43 years old, @5'11" and have been 
active all my life. In a word, I'm very fit for my 
age)

I laid back, my chest bare, and waited. This was her 
gig.I was only to follow her lead. She ran her hand 
through what chest hair I have, and said something 
about Ryan not having any. She then shook her head 
and said, "Not here, not now."

Lying there with Franny sitting so casually facing me 
with blankets only around her waist (barely), her 
breasts firm and nipples hard (it was chilly).it felt 
so natural. She leaned over and put her mouth over my 
left nipple and slowly circled it with her tongue. 
She then blew on it. 

That had never excited me before.but it did now. She 
then leaned over and let her breast dangle over mine. 
She caressed my nipple with her own. Slowly, just 
barely touching, nipple to nipple. It was electric..

I was aroused and entranced all at the same time. I 
put my hand up and touched her nipple. I moved my 
finger around the whole breast just touching it..then 
not. Slowly I put my whole hand on it and cupped it. 
I felt the warmth of my hand on her cool skin. I 
raised my head just as she shifted and put the nipple 
to my mouth. A moment before my mouth was dry.now it 
was running over with saliva. 

I lightly licked her nipple and then before I knew it 
I was taking as much of her breast in my mouth as I 
could fit. I sucked and twirled her nipple with my 
tongue. I caressed, sucked, squeezed.I wanted to 
consume the whole thing. Franny moaned and pushed 
harder forcing more of her wonderful tit into my 
face.

She then pulled back and looked at me again (seeming 
to come to a decision). Her right arm slid down the 
covers onto my stomach. It made my muscles flinch. 
Down further, and right when I thought she would land 
on my penis, she kept on going along the side of my 
leg. Down a little further and then back up, along 
the inside of my thigh. 

There was no doubt now this girl was into a major 
tease. You could tell it on her face as well. Had a 
photograph been taken at that instant, it would be 
the Mona Lisa of a woman in total control of a man. A 
slight smile and wicked look in her eyes told me that 
this was going to take awhile. It did. Up and down my 
legs, inside my thighs, up through my pubic hair, 
with an occasional "oops" against my penis (which was 
so hard as to be painful). The experience was 
excruciating and totally wonderful.

Finally she pulled back the covers to expose the one 
thing I was desperate to have touched. She looked at 
me and smiled and then made an "O" with her thumb and 
forefinger and put it at tip of my penis. Ever so 
slowly she slid it down over me to the base of my 
scrotum and back up again. Slowly repeating 
herself.up and down, barley touching me, alternately 
looking at my straining cock (I must start to be 
graphic here) and at my face. Then she stopped.

She leaned over to me and gave me a long lingering 
kiss. Then she swung over, still holding my penis in 
her hand and moved her face to it. There was a large 
bead of seminal fluid (pre-cum) on the tip and she 
stuck out her tongue and just touched it with the 
tip. A spider web like strand of cum stretched from 
her tongue and my cock. 

Needless to say I was in a trace. She then moved her 
head down and opened her mouth. Her tongue slipped 
first to the underneath of my cock where she licked 
me, then in one movement took the whole of me into 
her mouth and down her throat.and stopped. I should 
say at this time my penis is fairly long, but not 
terrible thick. I am @7" long and uniform in width. 

She stayed with my dick all the way in her mouth for 
at least 10 seconds and then with a sucking action 
slowly pulled her head up. The sensation was 
incredible. Too incredible in fact, as through the 
past hour my level of arousal was so heightened that 
I simple couldn't retain anything close to control. I 
told her to stop, that I couldn't control myself if 
she continued. 

She stopped and looked at me for a moment and said 
"good." She then (still gripping me as if I might 
escape) and opened up her mouth and started sucking 
me again. Licking, pumping with her hand, and working 
on my "knob," brought me to a peak in seconds. I told 
her I was cumming and started to pull her head up. 

That only made her take even more of me in her mouth. 
When the spasms started and I felt myself start to 
spurt, she went all the way down and took all my 
sperm directly down her throat. There was no 
swallowing involved.I was shooting straight into her. 
I have simply never encountered anything like this 
before in my life! 

My entire orgasm was deposited into her mouth and she 
stayed for every last bit. When finally I had 
finished and was starting to soften, she pulled up. 
As my penis fell out of her mouth she want back to it 
softly licking it to make sure that nothing remained. 
Then she lay down her head and slowly sucked on my 
now soft penis, slowly licking a sucking for about a 
minute. 

Finally, she looked up with a dreamy smile on her 
face. I saw a small remnant of my cum on the side of 
her lip and gently pulled her up to me. I softly 
licked it off of her and showed her my tongue before 
I closed my mouth and took it in. She smiled and then 
kissed me deeply. I could taste the salty/pepper 
spice of my sperm in her mouth and liked it. 
Francesca and I were now bound in a very special way.

As I lay back, I thanked her for her gift. She 
replied that it was only fair since she was one 
orgasm up on me.and then winked. "You knew," I 
replied blushing. She went on to say that when she 
got into to tub she wondered if I might not look and 
had looked at the door. The light from the vanity was 
shining through the keyhole.

A moment later it wasn't. She wasn't positive, but 
suspected I might be looking. Anyway, the thought 
that I might be was enough. She said she had been 
mildly aroused all day, and the tub just brought it 
to a head. We lay back, pulled up the blanket and 
cuddled. That warm naked girl lying with her body 
wrapped around me..it was priceless!

When I alluded to her amazing talents orally, she 
told me her story.about Ryan. He was her boyfriend of 
the past year and a half. They had broken up four 
months ago, and she made it clear that they were not 
getting back together. They had made love for the 
first time shortly after her 16th birthday. It 
apparently was (and appears to still be) and exercise 
that she took to. She said that they made love every 
chance they could, and although she really liked it, 
Ryan wasn't very giving. He enjoyed her attention to 
himself, but apparently didn't care much to 
reciprocate. 

There, to quote Shakespeare "lies the rub." Franny 
got tired of giving but not receiving. Apparently it 
overflowed into other areas and ended up in a final 
parting of the ways. This was my cue. I said that 
even though it might create another "imbalance" 
(orgasm wise), giving pleasure to women was my 
greatest joy. What wonderful sensations she had given 
me were hers only for the asking. She looked at 
me.blushed and simply nodded. I didn't have to be 
asked twice!

After adjusting the heat up (it looked like covers 
were just going to get in the way for awhile), I 
pulled down the sheet and knelt in between Franny's 
legs. I just stared for a moment. I still couldn't 
believe how incredibly beautiful she was and the 
things she WANTED me to do. She looked up hopefully, 
and with arousal in her eyes. 

I leaned over and just started to massage her body. 
Starting at her upper thighs, I slowly rubbed up her 
stomach, over her breasts, her shoulders and to her 
face. As I continued for a number of minutes just 
massaging her, I felt her skin start to warm and her 
muscle tone relax. That's what I wanted. I wanted to 
give her the orgasm of her life, and that wasn't 
going to happen if she was tense. I then rolled her 
over and did the same to her backside. What a rear 
end! I could simply stop right now and do nothing but 
describe the perfect butt on this woman. Perfectly 
round, with terrific muscle tone. I leaned down and 
put a small lingering kiss on each cheek. 

She giggled and rolled over. At this point my 
previously spent cock had found new life and she 
started to grab for it. I brushed aside her hand and 
reminded her that it was my turn and to be still. She 
pouted (playfully) for a moment and nodded. I rubbed 
her front again, but this time starting at her neck 
and going down over her breasts, on to her stomach 
and now down to her public area. 

She flinched when I reached there, but I (taking a 
chapter form her book) kept going. I returned, and 
then back up to her breasts. My mouth found there way 
back and I suckled like a new born. Apparently she 
had VERY sensitive nipples for she started to 
immediately moan. I then did something she didn't 
expect. Taking my right hand, I gripped my penis and 
started rubbing it slowly in between the lips of her 
vagina. Parting the lips and rubbing it up and down, 
but not putting it in more than « ." 

She started to moan in earnest now and was bucking 
her hips to get me to put it in deeper. She then 
simply took my face in between her hands, kissed me 
VERY passionately and said softly "fuck me. put your 
dick in me NOW." 

I simply shook my head. no. 

She looked shocked. "Why not?" 

I said I would later, but now .I wasn't finished. She 
looked frustrated. I just said, "Have patience. I've 
done this before." I continued with my rubbing for 
only a moment longer, and then slid down and off the 
bed. I would have flipped around and had my head in 
her crotch in a 69 fashion (more comfortable that 
way) but I didn't want her to have any distractions. 
I knelt over the end of the bed and pulled her vagina 
right up to the edge and put her legs over my 
shoulder. 

This was a sight only a true pussy lover could 
imagine. It was natural.no shaved pubes (although she 
later said that she did in the summer). A naturally 
trim public area and a vagina of perfect proportions. 
Slightly swollen lips, and a clit that protruded a 
good ¬" from its hood. This was a pussy that was 
designed to FEEL things, and I intended to do just 
that. I made my index and second fingers into a V and 
started rubbing lightly up and down outside of her 
pussy lips, occasionally squeezing the lips together 
at the top near her clit. 

After a minute of that she was softly moaning 
especially when I squeezed at the top. I then moved 
my fingers together and did the same thing on the 
inside of her lips going up to the clit, but 
spreading the fingers apart just as they hit the 
clit. I didn't want her to become desensitized. This 
really got her going and she then started bucking her 
hips. I wouldn't be long now. I leaned forward and 
put my mouth where my fingers had been. 

Oh, the unbelievable aroma. Sweet and musty at the 
same time.I could drink at this fountain forever. She 
was so wet that I thought I could drown. I licked up 
one side of her lips and down the other with just a 
brief flick at he clit. I used both fingers put 
together to slowly push into her slippery cavern, 
slowly in and out, but not too much as to be a 
distraction. 

She was really bucking now, and making quite a lot of 
noise (luckily the adjoining room.hers.was empty),and 
she was obviously going to loose it soon. I made my 
first big move. I went directly for her clit with my 
lips and started to suck on it. It the same time I 
pushed both fingers in her up to the knuckle and 
pushed in and out rapidly. That was the last straw 
and she started to cum with an intensity that amazed 
me. I then went a little nuts, and took my index 
finger from my other hand and stuck it up into that 
perfect butt just as her orgasm seemed to peak. 

Her whole body went completely rigid and she shoved 
her vagina violently into my face bucking it up and 
down. I gave up with my fingers (except the butt one) 
and was simply fucking her with my face, from my chin 
to my nose.everything was in her cunt as she shoved 
it up and down. I was barley even a part of her 
orgasm anymore.her entire being seemed focus right on 
her clit. Then it was over.

Her body went slack, shivered a couple of times and 
then a huge sob erupted from her throat. I flew up to 
her and took her shaking body in my arms. She threw 
her head onto my shoulder and cried. Wracking sobs 
shook her for at least 2 or 3 minutes and then she 
slowly calmed down. She started to speak and then it 
was my turn to put my fingers to her lips to quiet 
her. We just lay there, silent for quiet awhile. 
Finally, she just said "that's what I've wanted 
for..forever." I just nodded accepting her thanks. It 
was a dream fulfilled for me too.

For the longest time, we just lay in each other arms 
listening to the sound of our breathing. I finally 
broke the stillness but saying, "You know." and she 
immediately interrupted me saying, "I know that this 
is just here and now. I wouldn't EVER want to do 
ANYTHING to hurt Becky (my wife). But we're here. 
now, and until I have to open that door and leave 
this room, can we just be. and do. anything we want?"

I thought for a moment and nodded. What had happened 
couldn't be undone, and somehow putting guilt into it 
now was somehow negating all the wonderful things 
we'd done. I rolled over and kissed her and said, 
"Until the door opens and we walk out. whatever you 
want, we will do."

She smiled and hugged me. We lay and talked for a 
while, and then got a snack form the munchies we had 
pulled in from the car. I looked out the window and 
saw it was still snowing heavily, and the drifts were 
deep. I said that it looked like we might be there 
for a while. 

Franny smiled and said, "Okay then. looks like we 
need some exercise to keep us fit!" 

I grinned and before I could ask her what she had in 
mind, she had my dick in her mouth again. I let her 
suck me for a bit until I got hard, and then pulled 
her back. I said, "Before, when I was on top of you 
asked me to fuck you (I wanted to see if my use of 
the word would shock her... it didn't), is that offer 
still open? 

She didn't reply, but went to the bed, lay down and 
spread her legs, and just smiled. I took that as a 
yes and did a quick repeat of my earlier performance 
rubbing my cock in between her pussy lips. This time 
though, she put her hand down to her clit and started 
to touch herself. I asked her if she had ever used a 
vibrator, and she slightly blushed and said no, but 
not through lack of interest.she just had never had 
the opportunity to get one. That was a situation I 
could solve.

I was traveling fairly well prepared as it was New 
Years weekend and my wife and I would have a private 
room from my daughter. My wife's favorite "toy" is an 
AA battery operated number called a "pocket rocket." 
She swears by it, and after seeing its effect, I do 
too! I decided it was time to introduce my young 
friend to toys.

I went to my suitcase and pulled out the "rocket" 
from my shaving case. Franny looked at it, twisted 
the top to turn it on.smiled at me and looked 
expectantly. "Of course, try it," I said.

She timidly lowered her hand with the device in it 
toward her crotch. Slowly she lowered it onto her 
lips, and then up to her clit. 

"OH," she gasped in surprise, and then got a really 
big smile on her face. She held it there for a 
moment, and then pulled it away. "I REALLY LIKE 
THAT!" she said with enthusiasm! "But, as much as I 
want that, I want you in me. I want you to take this 
(she sat up and reached out to take my penis in her 
hand) and put it here," she coyly slid her finger 
into her pussy. "But first.do you have.protection?" 

I couldn't have agreed more, and went to her. I did 
say, "They don't have to be mutually exclusive. in 
fact, I prefer to use them both. soon." 

"But first. she said, do you have. protection?"

I smiled and explained that after the birth of my 
daughter Becky and I decided that I would have a 
vasectomy. I've been test 3 times, and ..well, there 
is no possibility. I also haven't had sex with anyone 
other than Becky in years.I'm about as safe as they 
come. She smiled and beckoned me to come.

I positioned myself over her and she put her hand 
down to guide me into her. I was hard and she was 
tight and very wet. I pushed myself into her inviting 
tunnel slowly savoring every moment. 

When I was all the way in to her public bone, I 
stopped. I put my arms around her tightly and kissed 
her for a long time. I then just using my butt 
muscles pulled in and out slightly.making sure my 
pubic area was in contact with hers. She moaned 
loudly and wriggled her hips pushing herself into me 
trying to get me in even deeper. I then pulled out 
all the way and then pushed into her only about and 
inch. Then out, then in.but always just the tip. 

She then said, "I can stop this." And before I could 
do anything about it, she wrapped her long muscular 
legs around me and pulled her self up and me all the 
way into her. I was trapped inside, so then I just 
decided to grind against her clit. He moaned louder 
and louder and bucked her hips. Just then I pulled 
free, and sat up. She said, "Come back here I'm not 
done."

"Exactly," I said. and pulled out the "rocket." I 
told her that it was damn near impossible for a woman 
to cum with a man on top, because as good as it felt, 
there was no consistent friction on her clit. I lay 
on my back and told her to climb on top. My dick was 
at full attention, and she slowly lowered herself 
onto me letting out a loud sigh as I went in deeper 
and deeper. 

Kneeling over me she rocked back and forth feeling my 
pubic bone rub against her vulva. Then I handed her a 
switched on "rocket" and told her to put it at her 
clit. She lowered it down and put it in-between her 
lips.right at the base of my cock sliding in and out 
of her soaking canal. The affect was immediate, and 
she started plunging up and down on me.never once 
letting the vibrator lose contact. 

She leaned over and I put my hands up and cupped her 
breasts as her body rocked back and forth trying to 
get the maximum leverage between my dick sliding in 
and out of her pussy. I licked my fingers and started 
to pinch her nipples as she came closer to orgasm. I 
then reached behind her and started to massage her 
lips from behind, and the skin in between her pussy 
and her anus. 

She then said, "Put it in. put your finger where you 
put it before." 

I put it in my mouth to lubricate it a bit, and as 
she started to cum, I slid it up into her ass. 
"More!" she almost shouted, and I then slid my second 
finger into her and pushed and pulled with some 
force. That apparently was the combo, because she 
then let out a long loud groan. sat bolt upright with 
the vibrator against her crotch and went totally 
rigid. 

She didn't move a muscle, but I could see the 
vibrator was shoved against her clit as hard as she 
could bear it, and my fingers were shoved up her ass 
to the knuckles. After what seemed like forever she 
collapsed on me and started panting heavily. For a 
minute or so her body would twitch with a last 
vestige of her orgasm. The rocket lie cast aside on 
the bed.just making noise.

I lay there with her on top and my VERY rigid dick 
still deep inside her, when she dreamily said, "I'm 
going to stretch my legs out, and with you still 
inside me, I want us to roll over together." 

Being a good boy, and still having some desire to cum 
left in me. I did as told. On a count of three we 
rolled over and I found myself on top and still 
"plugged in" to that soaking pussy. "Cum" she said 
and that was all.

She spread her legs and I without any fancy 
techniques or missions just started to push myself in 
and out of her. I was really lovely. I knew that 
there was no reason to hold back, or hurry for that 
matter. This beautiful young woman just wanted me to 
fuck her and cum.nothing else. 

I did just that. After about 2-3 minutes (being a bit 
desensitized) of slowly thrusting in and out (my body 
propped up with my arms so I could look at her and 
also look and my dick slide in and out of her.a REAL 
turn on for me) I could feel the pressure start to 
build. It was slow and easy, and when I felt the 
orgasm come, it didn't explode, but rather it was one 
continuous wave of feeling. 

I could feel the sperm start to squirt as my dick 
twitched inside her, and I filled her with quite a 
lot of the stuff. I slowly lowered myself on top of 
her and we kissed gently. After a moment I rolled 
off, but asked her to kneel over my stomach. She 
asked why, and I told her I'd show her. She did as I 
asked and then I asked you to squeeze inside like she 
does after she pees. She looked puzzled, but did it 
anyway.

Out of her pussy came one glob of my cum after 
another onto my stomach. She smiled and when she 
finished emptying herself of me.she leaned over and 
started swirling the stuff around with her finger on 
my tummy. She then scooped up a bit on her finger and 
put it in her mouth. "It tastes different with my cum 
mixed in with yours."

I tried some myself, and she was right. It wasn't as 
spicy.proving again that girls are sweeter than men.

Franny then just lay down on top of me, and said, 
"I'm tired." We slept.

Sunlight came streaming through the crack in the 
curtains. I woke up as if having been drugged. For a 
moment I really didn't know where I was or when. Of 
course as they say in the movies, it all came 
flooding back to me. There she lay.with bare 
shoulders and just the top of one breast exposed. 

All of my cultural upbringing shouted at me to feel 
totally ashamed at what had happened the previous 
evening. but it just wasn't there. We hadn't done 
anything that either of us hadn't VERY much wanted at 
the time. I just couldn't look at that beautiful face 
and feel anything but the utmost tenderness. 

I silently slipped out from under the covers and went 
to the bathroom. I started the shower and soon got 
in. I was somewhat reluctant to wash off the 
wonderful smells that I had accumulated over the 
evening, but alas I was bound for public. and I was 
sure I reeked of pussy and sperm.

After standing in the warmth for a minute, I felt the 
cold air of the curtain being pulled back and a 
sleepy warm girl entered. "Mind if I join you?" She 
asked sheepishly.

At the risk of being redundant, I have to make sure 
you understand the beauty of this woman. Although she 
wasn't tall in real terms, she seemed it. She was so 
well proportioned and long legged as to seem taller. 
Her long chestnut hair gleamed and even as messed as 
it was, could never look anything but gorgeous. Her 
breast (I'm guessing a 33-34 B cup) were nice sized 
and full. 

Franny's overall body was so firm and her stomach 
totally flat. I was just stunned every time I saw 
her, and this time was no exception. She came to me 
and hugged me saying, "Last night was..I can't really 
put it into words. I have had sex before. plenty of 
times, but I guess no one has ever made love to me 
before. I know this is only for now, but I want you 
to know that I'll relive this night for the rest of 
my life." 

I was pretty much speechless. I finally managed to 
compose myself enough to respond. "Franny, this has 
been one of the most wonderful experiences of my 
life. I can't and won't feel bad about it, because 
there was nothing bad that happened. Certainly others 
would think so, and we can NEVER tell another soul 
(she was nodding), but (taking her in my arms) you 
are simply the most exciting woman I have ever 
known." We kissed for a long time. Then she smiled 
grabbed the soap and started to wash me, and I her.

The warmth of the shower and the slipperiness of the 
soap did its magic. I was hard as a rock again, but 
Franny said. "No, not until you feed me, and I mean 
REAL food!" (while squeezing my dick)I relented and 
as the snow was WAY too deep for us to even consider 
leaving. We dressed and headed to the restaurant. 
After a HUGE breakfast of all the bad stuff we could 
find on the menu.we got the latest road conditions. 
The State police had declared a snow disaster and 
wouldn't let anyone on unless it was an emergency. 

We called our beach house and assured everyone that 
we were fine and that we'd be on the road as soon as 
the cops would let us. Yes of course we were BORED, 
but what were you going to do. Franny and I would 
find a way to stay entertained. Maybe a crossword 
puzzle!

Back to the room after hitting the gift shop for 
games (we had to keep up appearances), and the door 
had been closed for 2 seconds when Franny started to 
slowly unbutton her blouse. She looked at me, and 
came over and started to undo my shirt as well. "Well 
old man, lets see, I fucked you, now I've fed you.are 
you ready for me again?" 

I had a choice? I must admit, I was unaccustomed to 
this much sex in this period of time, but I felt like 
I was in college again.I just simply wanted more, and 
was all ready and willing! I grinned and simply 
pulled down my zipper. My cock leapt out of its gate 
and stood at attention. She smiled and put her hand 
down and grabbed it. With her other hand she pulled 
down her own trousers and then her panties. She then 
lifted her left leg and propped it up on the dresser. 
Taking my penis she hoisted herself up and put me in-
between her legs. She rubbed the top of her pussy on 
the top of my penis. The friction of her pubic hair 
on my dick was maddening. She kept at it and then 
started to softly moan.

She finally slowed down, stood back and slowly took 
off the rest of her clothes. She then lay back on the 
bed, naked, and took the vibrator from the bed sided 
table, tuned it on and started to masturbate all the 
time looking directly at me. The "rocket" was on her 
pussy, but she stuck two fingers into herself from 
underneath and repeatedly frigged herself.

You could tell from a distance how wet she was. She 
then stopped and looked at me kind of funny. She took 
her fingers out of herself and slowly seemed to wipe 
her fingers from her pussy lips to her anus. She then 
slowly stuck one into her ass and gently moved it in 
and out. The sight of all of this was becoming too 
much for me, I needed to do something soon or I would 
just explode in my own hand.an experience I had WAY 
too much practice at. 

Again she stopped, looked at me again, and then 
nodded as if she had made a decision. "Remember last 
night when I was cumming and you stuck your fingers 
in me.you know, here (pointing at her ass). I didn't 
think I would like that. in fact Ryan had tried it 
before, and I didn't. like it that is. Well last 
night was different, and I think that maybe. maybe, 
I'd like to try it. If it's okay with you?"

I agreed as that it might be something I'd be willing 
to try. I also told her that I had something that 
might make it a little less uncomfortable. Good ol' 
K-Y. better sex through chemistry!! But first, I 
asked if she was willing to experience something that 
may seem a little gross at first but I guaranteed 
that she'd like. She looked a little apprehensive at 
first, but when I said "trust me?" to her she smiled 
and just nodded. I told her that I was going to use 
my mouth "all over." 

She looked a bit surprised, but then just spread her 
legs a bit wider. I lay down with my head in-between 
them and started licking her pussy lips. Franny laid 
back and started to breathe heavily. I then slowly 
started to stick my tongue into the pussy like a 
little dick. In and out, up and down it licked and 
licked. 

After a moment she started to buck her hips, and I 
knew she was ready. I slowly lowered my mouth and put 
my hands under her butt and lifted up. I licked, 
sucked and gently bit at the perineum the skin in-
between the ass and the pussy.a VERY sensitive area!

Then she got the message and pushed on her feet 
lifting her ass up higher. I then started licking 
around the crack and using my fingers in her pussy. 
Then I went for the "full Monty" so to speak and put 
my lips right on her ass hole. I used my tongue and 
swirled all around it and finally put it right into 
her. I could barley keep my mouth there as Franny was 
all over the place bucking and smashing her ass into 
my tongue.

It was time. I had Franny flip over onto her stomach 
and lift her ass up I the air. At this point she was 
so tuned on I could have asked her anything. I took 
the K-Y and applied a liberal amount onto my finger 
and applied it onto her ass hole. I rubbed it around 
with my finger and then slowly slid one into her. She 
lightly sighed and then pushed her ass back onto my 
finger harder. I put in two, and she pushed even 
harder. With my other hand I put some more K-Y on my 
penis and then withdrew my fingers. She looked back, 
and then up at me. 

She then just nodded and I put my cock right at her 
ass hole. I then slowly rubbed all around the hole 
itself and then put it right at the opening. I so 
VERY slowly started to push it in. 

"Exhale as I push it in, and when I get the tip in 
I'll stop." She did as she was told, and took a deep 
breath as she started to exhale, we both pushed and 
then I was in her. The rest would be easy. As I have 
mentioned. by dick is long, but not thick. I moved 
very slowly, barely back and forth, but every time I 
pushed.Franny would push a little bit harder. Soon I 
was « way into her ass. She was moaning loudly now 
and actively moving.

I wasn't being all that gentle now, I was actively 
fucking her in the ass. and she seemed to be enjoying 
it! She then grabbed the vibrator and shoved it up 
into her crotch. She was getting wild now bucking 
against me hard, and I was all the way in her. 

I was fucking her with abandon now, not caring if I 
hurt her because I want to do nothing now but cum in 
her ass! She started to shout that she was cumming, 
and that pushed me totally over the edge. My dick 
went rigid and I started to shoot my sperm into her 
just as her body went into orgasmic spasms. 

My dick jerked and jerked with spurts of cum into 
her.it just never seemed to stop, my dick sliding 
into her with no resistance now because of all the 
cum. She then went rigid for one last time and then 
collapsed down onto her stomach with me still in her 
on top.

I stayed like that for some time, with my penis 
getting softer, until it finally just slid out. 
Franny than told me to get off and lie down. I did 
and she rolled over and sat on my stomach and put her 
legs just past my shoulders onto the pillow. 

She said, "You wanted to watch before, now watch 
again." She lifted up her ass so she could see 
herself in the mirror on the wall behind the bed, and 
started to squeeze her ass muscles. 

You could see a steady river of white frothy sperm 
slowly start to be ejected from that lovely ass. I 
was an amazing sight, and if I wasn't totally 
spent.it would have gotten me hard in a second. I 
was, and didn't, She lowered herself down, and I 
pulled her pussy up to my mouth, and lazily licked at 
the amazing amount of fluid there. She shifted over 
and did the same to my penis. We were simply cleaning 
each other up and doing a little nuzzling. We did 
this until we fell asleep again.

I say this was the end.it was. Things happened after, 
but they have no bearing on my story, because they 
have no bearing on what happened before. I love 
Franny and I always will. I don't think I'll ever 
fuck her again, and in some ways I don't want to. 

The intensity of our night in that motel will exceed 
anything we would be able to recreate in future. Her 
body, her mouth, her vagina. it's just now in my head 
and on this paper. Forever.

* * * * * * * * * * * * * * * * * * * * * * * * * * * *
It's okay to  *READ* stories about unprotected sex with
others outside a monogamous relationship.  But it isn't
okay to  *HAVE*  unprotected sex with people other than
a trusted partner. You only have one body per lifetime,
so take good care of it!
* * * * * * * * * * * * * * * * * * * * * * * * * * * *
Kristen's collection - Directory 14