They say that roughly fifty-percent of all marriages fail. Well, I've only been married once but my percentage is a hundred. Hardly anything not heard a million times before, she had an affair with her boss and he was leaving his wife and she was going with him. You've heard it before, I'm sure.

Well, I suppose there are some good sides to what happened, first, we didn't have children. We'd talked about it, now married about five years, I was thirty, she was twenty-eight, we thought it was about time we did.

Then she quit talking about it. I never put it together, I just didn't.

Second, we didn't have a house. It was another thing we'd talked quite a bit about doing, even putting money aside for a down payment, going to some home builder shows, scoping out neighborhoods.

Then she quit talking about us buying or building a house. I would mention the low interest rates and she'd just change the subject. I never connected the dots.

We were living in a small apartment building, it was four units that had a central corridor and stairs but was fairly new and clean.

One unit was empty, another had tenants that we never saw or heard, the third was rented a few months ago by a nice lady named Karen who was in her mid-forties that my wife and I had spoken to several times coming and going.

We did know her well enough to know now that she was an operating room lead nurse, separated from her husband of fifteen years and was waiting on the final disposition of their assets to finally settle in some place permanent.

About three weeks after my wife moved out, on a Friday just after noon, I ran into Karen as she was bringing her groceries up to her apartment. I volunteered to help and we soon had everything upstairs. She asked me to stay for a cold drink and when she brought them out, she asked, "Um, I've been a little hesitant to ask but, well, I haven't seen Chloe lately. Is she all right?"

"I guess, don't know for sure. We've split, it appears, she got a better offer from her boss."

"Oh, my. Well, I didn't think I'd seen her recently. Sorry to hear that, Ray. I rather know how it feels."

We talked a while longer about what it's like to go through a split and she was really nice to talk with, very friendly and understanding.

I might stop and tell you that my neighbor was in her mid-forties, certainly attractive and well put-together, a honey-blonde about medium height with a nice figure.

So, we talked a bit more and she asked if I'd come back later for supper and I thought that was nice, especially being a typical male who can barely boil water or do little else in the kitchen. I told her I'd bring the wine and left her to put away her shopping.

At six-thirty, I rapped lightly on her door and she swung it open, smiling, welcoming me in graciously. She was beginning to become a very nice neighbor, I thought as I handed two bottles of Barlow to her.

"I'll be happy to open one if you want," I said and she immediately handed one right back to me as we walked into her kitchen.

"Mmm, what's on the menu, Karen?" I asked as I took the cork puller from her.

"Manicotti," she said, "and made from scratch, I don't cook from a box or something frozen. You get the real thing when you come here," she said smiling broadly.

She stood there as I opened the wine, nicer looking than earlier, she had obviously gotten herself ready for our evening together. Karen was, maybe, fifteen years older than me, but she had on a bright, flowered sundress that was showing the tops of her breasts, I was guessing that she had on a low-cut bra of some kind. The view was nice, very nice.

I poured us some wine, a generous amount and we clinked glasses and took out first sip.

"Oh, this is nice, very nice, Ray. You're a good man to have over for dinner," she said setting her glass down on the island counter top. She pulled out a drawer and got a pair of oven mitts out and went to the side of the oven, dropped open the door and reached in to bring out the lovely, steaming, bubbly casserole.

Even more lovely was the view I was presented with as she leaned over. I'm no expert on women's lingerie but the bra she had on actually exposed the tops of her nipples. The scene was quite lovely and has a definite effect on my heart rate as blood began to be pumped southward.

I was soon pouring us another glass as she carried the manicotti into her small dining room and we sat down to eat.

She served it up and as she was handing me my plate, I couldn't help but, again, greatly admire the lovely view of her breasts, softly cupped from underneath by her scanty bra. Of course, she looked up right as I was leering down her top, seeing where my eyes were, then glancing down, then back up, smiling, not saying a word, then just sitting down as we began to eat.

"Oh, Karen, this is wonderful. You have a real talent."

"Um, yes, I think you've seen more than one of my gifts. You know, Ray, I understand how it is when one becomes alone in this world, I've been there, still there. So, I understand how one can have needs and urges and stresses that used to be so simple and easy to take care of, but, now, just seem to build without much proper relief. So, I understand," she said sliding her hand across to cover mine.

"So, if you need any relief in how you're feeling, if you get lonely and want some attention, some comfort that a woman can give, I'm here, Roy, I'm here whenever you want me."

Well what she'd just said had certainly caused a certain body part, a rather neglected one of late, to come to full attention as I struggled to assemble an answer.

"I…well, that's the nicest offer I've ever had, Karen. I don't know what to say. That's a wonderful offer and, well, I…"

I thought I knew what she was saying but did I really? What if I'd misinterpreted what she'd offered. So, I added, "Are you saying what I think you're saying?"

"Yes, Ray, I'm here for whenever you might want sex, that's what I'm saying. No strings, just pleasure for us both."

"It's a lovely offer, Karen, I'm quite flattered, actually. You are a very attractive woman and I really haven't done anything to deserve such an offer but I'm sure you mean what you say."

"Oh, I do," she purred, then added, "well, let's finish our meal together and then, perhaps, see what we might want for dessert, shall we?"

I opened the second bottle and we finished our meal, now with an atmosphere of sex in the air.

"I've certainly loved the manicotti, Karen, you get five stars for that, just superb," I told her and she stood up and began removing the dishes to the kitchen which I helped her do. We put the things in the dishwasher and when she stood up, she was right next to me. Her hands went to my chest and my head dipped down as our lips met and opened.

As we kissed, I felt her hand slide down onto my pants and rub my erection. I took that as permission to begin unbuttoning the back of her dress which I soon had open.

"Let's go back, Ray," she said softly as she leaned up for another soft kiss, then took my hand to lead me back to her bedroom.

As soon as we were there, she pulled the sundress off and stood there in her bra and panties. The bra was, I now know, a quarter-bra, one that just gives a little support underneath and came up just to her small pink nipples. Her panties were a thong, very small that mostly rode in the crevice between her legs. She had no hair there, she must shave it off.

Well, the truth was that she wouldn't make the cut as a Playboy model but for a woman in her mod-forties, I can tell you she was nice, very nice. She reached around and the bra came off, then she pulled her panties down and uncovered the bed and got in.

I knew enough that this was the best invitation I'd had in a long time and was eagerly getting naked to join her in her bed.

"You're a very handsome man, Ray, especially right here," she said grinning, taking my hard cock in her hand.

I got down next to her and we began to make-out; she had a leg up over me, rubbing it on my cock while we kissed and felt each other.

Chapter 2

She moved fully up over me, lifted her hips and reached below holding my cock straight up and pushed her pussy down over me and began. I hadn't been with a woman in about three months, the last weeks Chloe and I were together, it seemed that she was finding things to get upset about but now I realize she was just avoiding sex until she was ready to split.

She was juicy inside, just slipped right down over me, then I felt her clench around me as she began stroking up and down.

"Mum, you look happy, Ray. Is this helping things?"

"Oh, it's just wonderful. I really never thought we'd be doing something like this but it's wonderful, Karen. You sure are a sexy woman. And the best neighbor I've ever had," I chuckled.

"Yes, neighbors have to look out for one another, don't we?" she cooed as she rocked up and down. "It's okay to cum, too, so not to worry, just let's enjoy us being together."

"I'm enjoying it, that's for sure, even more than any sex I ever had with Chloe," I told her.

"Well, let's just forget our exes for now. We have each other to help us feel better and this feels quite wonderful, just how I expected it would."

"So, you've been thinking about this a while?" I asked.

"Oh, yes, not long after I figured out that you were living solo like I was. I thought, well, why not make a nice offer that suits us both, gives us both comfort and satisfaction. Did I have a good idea, Ray?"

"Oh, my dear, you had fabulous idea, I'm here, flat on my back, enjoying your wonderful idea to the most."

"I haven't sucked your cock yet, Ray. I've been told I'm near the top of the class, it's something I love to do ever since that first time with Bobby Holdford out in the woods behind his house," she snickered.

"Lucky boy, I'm sure," I told her.

"Oh, I guess I was good enough that he kept wanting it but, believe me, I've gotten much, much better since then. I had a wonderful instructress a few years back."

Well, there's an interesting comment that I just had to follow.

"So tell me about this mystery instructress."

"She was a nurse I worked with, Japanese from Japan, really cute, about forty but, since I did see her naked many times, well, her body was stunning, small but perfect, even at forty-something."

She kept sliding up and down as she went on, "Anyway, Haruko and I became friends and would sometimes find a time and a place at the hospital to get ourselves off, it's a great stress-reliever, you know, and we kept some sex toys in our lockers for just the occasion."

"Well, it is a stressful job," I chuckled.

"After we'd get off together, she'd show me how Japanese women do oral sex concentrating on the tip and underneath on the frenum, that little spot right beneath, I'm sure you've found it," she laughed.

"I had told her that I loved to suck men but never thought I was that good, oh, I got their cum, sure, but she slowed me with a dildo how to do it her way. I'll give you a try later if you like," she said grinning down at me.

She was delightedly fucking me, so relaxed and unabashed in her nakedness and sexuality, perhaps from being a nurse, who knows? All I surely knew was that I was the happy recipient of her nakedness and sexuality and that I was happier right at that moment than I had been for several years.

Karen looked down and asked me what I was thinking, that I looked pensive.

"The truth is, I was thinking just how happy I am here in your bed with you right now, just how wonderful this is, not just the sex, but being with you, you're really quite marvelous."

She bent down and kissed and tongued my mouth but never slowed down over me, she just kept pumping like those Texas oil wells do in the movies. It was so good. She clenched her vagina tight every pull up on me and it felt like she was sucking my cum right up out of me.

Incredibly, it was the best sex I'd ever had, she knew how to move her hips around making the feelings multiply, she knew just when to go a little faster, just when it felt better slow.

"You may have had a Japanese lady friend show you how to suck but how did you get this good?" I asked, surely impressed with her bedroom skills.

She laughed and said, "Um, mostly practice," adding, "Nursing School was where I learned the most and it wasn't in the classroom or lab. But there were lots and lots of med students who were just as horny as most of us. It got pretty wild."

Well, now, that got my curiosity so I asked, "Tell me more, sounds like you had fun. Were you a naughty girl?"

"Oh, more than naughty. We had nights where we were all off and there'd be maybe six of us and eight, ten guys. Good thing we were all on the pill, we were all swimming in semen. I know, pretty slutty, huh? But you asked."

"Oh, I'm not here to judge, Karen, after all, I'm greatly enjoying the results of all that experience. You are really wonderful as a lover. I can't believe how tightly you grip me when you pull up, it feels marvelous."

"I'm here whenever you feel the need, Ray, I'm certainly enjoying our being together and I'm your's whenever you want me," she said softly, rocking her hips up and down.

"It's the loveliest offer I've ever had, I'm going to take you up on it and want you to tell me whenever you feel the need, to let me know, as well."

"That's so sweet. I just knew we would be good for each other, I just had this feeling."

"I know the feeling I'm having right now is pretty close to cumming. Should I pull out or is it all right?" I asked not wanting anything but pleasure from our coupling.

She laughed and put her mouth down by my ear and whispered, "Cum whenever you want, Ray, everything is fine. Just cum, be happy."

And that was precisely what I did deeply into her right at that moment. It was hard to remember a better orgasm. Karen might be half-again my age but she's the most sexual woman I'd ever known.

"Mmm, you're still hard, mmm, nice, oh, I'm…oh, OH, UH, UH, oh," she cried out shuddering over me as she dropped down to kiss and tongue me as we floated back to earth.

"Oh, Ray, this was marvelous. Stay the night, let's just be together. I'm off for the weekend," she murmured in my ear while I played with one of her nipples.

"Yes, that would be nice. I might skip back to my place for my toothbrush but I suppose I needn't bring any pajamas, right?"

Her hand went to my cock as she said, laughing, "Oh, I'll never make you wear anything, I like you like this," and she lend forward to kiss me with the softness of a feather.

We snuggled and held each other, kissing, playing, rubbing, feeling for about an hour and a half when she asked, "You feel rather hard again, might more relief be desired? I'm here to help."

"Mmm, good idea," I said as we held each other and she rolled onto her back bringing me right up on top of her as she spread her legs letting my cock fall between them. Her knees lifted and I pushed happily back inside my new lover.

"Oh, yes, it is nice having each other, isn't it?" she said softly as she lifted her legs.

"It is, it's lovely, just what I needed," I groaned.

"Just what I needed as well," she whispered in my ear as we slowly fucked in the cool darkness.

We were slower this time, less urgent for release and relief, now more at ease naked in each other's arms, simply enjoying the sexuality that we both had offered to one another.

Our lovemaking went on and on, the longest I'd ever made love to a woman, it had to be well over an hour, we had just become so relaxed and comfortable together, it just felt so right, so good.

After all that time fucking, we each had our orgasm within a minute or so which surprised us both.

"Maybe we're just suited for each other, Ray, maybe that's it?"

"I sure think so, this is wonderful," I told her as I leaned over to kiss her.

We snuggled there, our arms close around each other, enjoying our skin touching along our length, her hand on my cock as mine rubbed her nice ass while we drifted off to sleep.

I vaguely remembered waking some in the middle of the night and doing a little playing around but it was really the sun coming in at the edges of the drapes that woke us up to welcome the morning.

"Mmm, 'morning," she said as I felt her hand reach down and take my soft cock.

"Can I get this interested?"

"Oh, I'm sure you can," I grinned as I felt myself lengthening and engorging as she held me.

"Oh, yes, oh, you get hard fast, Ray. My, my, well, I'll just have to find somewhere to put this. Let's start right here," she said as she sat up and swept away the covers and bent down taking me in her mouth.

Chapter 3

Her mouth took the tip of my cock in and began sliding back and forth over the crown, her lips so soft and smooth as she pulled so gently. Now I knew what her Japanese nurse friend had taught her. It was the most sensuous, erotic, luscious blow job I'd ever felt. Nothing had ever come close to this.

"Oh, Karen, this is heavenly. Oh my god, you are perfection, I've just never felt so intense as this."

She was looking up at me, no doubt well aware of the magic and power she had in her mouth to send a man to new heights of extreme pleasure. It was stunning, I almost felt faint.

My heart was thudding, my breathing labored, it just couldn't get better than this. And, then, it did as I threw my head back and bucked my hips forward to begin cumming into her mouth. I looked down and my juices were running out the edges of her mouth and down her neck onto her boobs, gathering at her nipples. I cummed out every drop I had inside me. My ejaculation was huge and, I think, the most pleasurable of my life.

"Oh, wow," I panted, "oh, Karen, how could I ever tell you how good that was. It was simply magnificent."

She pulled back and squeezed my cock milking it for a few more white, sticky drops which she promptly licked away.

"Well, you really need to thank Maruko Watanabe, she taught me everything I know about sucking a cock. I watched her quite a few times in the back of the pharmacy late at night with a few intern friends. Yes, Maruko was the best. They all said so, that's why I wanted to learn from her. She said that Japanese women make love to the tip end of a man's cock, not the shaft."

"And now you're the best. The absolute best," I told her pulling her up into my arms and kissing her.

"Well, I did pay attention when she was showing me all about it," she snickered. "Let's get up, I'm hungry and I'm dying to pee," she said and we both went to empty our full bladders. I let her first, of course, then she asked if she could hold my cock while I went. She giggled the whole time spraying my yellow stream all around the bowl. She told me she'd always wanted to do that and that it was fun. Ah, well, I told her she could do it any time she wanted and we laughed all the way into the kitchen.

She got coffee started and began toasting some frozen waffles while I stood behind her pressing my hard cock against her as my hands massaged her breasts and tweaked her hard nipples.

"Mmm, I'm one of those women who love their nipples played with and pinched and sucked. You're making me hot again, Ray. You're gonna be in for a fucking if you keep that up," she kidded.

"Well, I think you found the right guy, I just love breasts and your's, Karen, are really nice, as nice as any woman's, just perfect."

"I suppose I don't have to tell you this but I did some bartering for a boob job a few years ago. Actually got them reduced. I used to be C-cup and I had him bring them down to B's and tighten them up."

She turned to me, pulled one up and said, "Can you see the little scars under there? They're almost not visible any more, look close."

I did bend down but rather than looking, I sucked her nipple into my mouth as she began laughing.

I was sucking and nibbling at the same time as she petted my face.

"I could let you do that forever. You look so sweet at my breast. And I can play with this while you suck," she said as her thumb rubbed over the damp crown of my cock.

I slowly, softly sucked her breast as she began to stroke me.

Then, the image began coming back to me, my head on Lucy Dobbin's lap sucking her nipple while she jacked me off. We did that every afternoon. It was my introduction to the world of sex and I was a convert to the way of life immediately. Even now, I was loving my lips slowly flexing, pulling on her nipple as Karen stroked up and down.

Then the toaster oven sounded and we disconnected from one another to have breakfast.

"You didn't ask me what I bartered for my boob job. Were you being gentlemanly?"

I told her I wasn't, I was just busy sucking her nipple and she laughed.

"Well, my plastic surgeon friend got pretty much what you're getting as my neighbor. I told him a year's worth of sex was his if he did it and, well, it went on a little longer than that, even still once in a while when we both feel in the mood."

"Mmm, I'm kinda feeling in the mood myself."

"Then, let's put our dishes away and go have some fun. Oh, I'm loving this, come on," she said as she pulled me up from my chair and we quickly cleaned up and went back to bed.

We had more spirited sex and fell into each other's arms just kissing and enjoying having one another.

"I can't tell you how happy you've made me, Karen," I murmured in her ear as we snuggled in our afterglow.

She laughed, saying, "You just did…you just did tell me," and I laughed as well.

We lay there happily entangled for probably a half hour or more, kissing and tonguing each other.

"Well, I suppose we should go shower, I'm kind of sticky down below and I need to clean myself up before we add to it again," she teased and we got up and went in her bathroom where she reached in and turned on the water.

We stepped in and she handed me the soap and I began washing myself when she said, "No, Ray, the fun is in washing each other, silly," and I blushed at my stupidity and began soaping her. She turned the water off and I got the front of her all nicely lathered. I know it seems crazy to most of you reading this but I'd never showered with a female before, no, I really hadn't. I knew then what I'd been missing.

Her breasts were ultra-soft and smooth in my soapy hands, I just wanted to rub her forever. I twisted her nipples softly as her hand dropped to play with my stiff cock. Then, she spread her stance while I soaped up under her. Oh, that's so erotic.

"Get me good down there, seems like I've got a lot of gooey, sticky stuff between my legs," she said laughing. "Can't imagine where that came from."

"Don't look at me, I'm just here to soap you up," I laughed as she turned and bent over away from me. I lathered my hands and cleaned up under her from the backside, getting her all nice and clean then onto her legs, back and shoulders.

She turned back to me, saying, "Now you," and began soaping my neck and shoulders and chest, working down to my stomach, abdomen, and legs. Crouched down, she leaned forward and softly kissed the tip of my cock and asked me to turn around.

That began her upward washing of my body from legs, butt, back and shoulders.

"Let's see did I miss anything?" she said coyly rolling her eyes.

"Um, I could make a suggestion. It's poking you in the stomach right now."

She giggled and lifted up my cock.

"This? Would you like me to get it extra-special clean? Maybe even see if anything can come out of it?"

"Well, you're the nurse," I laughed and she lathered her hands until they were thick with suds and took me in both hands and began.

She pulled on my cock back and forth, then held it with one hand and, using her palm, circled it around and around on the head over and over, it was so good.

She looked up at me and asked, "You like this? Haruko taught me this. You can watch yourself cum," and she kept rubbing her palm in circles until it began to tingle, then I told her she had me really close.

We were both watching her hand rubbing my crown and suddenly my cum began spurting all around her palm, now feeling even slipperier as my semen mixed in with the soapy lather.

"Oh, wow, oh, I feel weak, that's so good. Whew, Haruko must have been something else."

"She was pretty popular with the interns and with the nurses. She liked it all."

"Are you maybe saying you two hooked-up?" I asked.

"With her I did. She was the only woman I've ever been with. She was unique, one of a kind. We shared an apartment for a couple of years. And, unless we were otherwise occupied, we slept together whenever we could. She was fantastic."

"Where is she now?"

Karen looked really funny,-odd.

I waited and in a minute, she said so softly, "Cancer, gone," and she turned away from me and turned the water back on. We rinsed off and she got out and I followed, turning her to me and pulling her into my arms as our wet bodies came together while I kissed away her tears.

"Sorry," she said and I told her, no, I was sorry and held her close. It was then that I realized, holding her wet, naked body to mine that it was becoming more than sex. She shuddered a second or two nestled in my arms as I kept her pulled close.

Then I took a towel and wiped away her tears and softly kissed her and began drying her off. We didn't talk until we had finished in the bathroom and had gone back to her bedroom.

"Come, just lay down with me, I want to feel you next to me," she said and we both got in her bed and snuggled together. But, Karen soon had her hand back down below us, checking my hardness and leaned into me to tongue my mouth, hinting rather intently that she was getting back in the mood.

"Do I have you interested?"

"Here's your answer," I said as I rolled between her legs and pushed inside.

"Mmm, you sure feel interested," she said as she lifted her feet in the air over us.

"I'm very interested, Karen, more than you might imagine."

"That, I think, may need some explaining," she asked hesitantly.

"It just seems to me that we're very compatible sex-wise, that seems pretty certain. But, I feel more of a connection with you than that. I really like you a lot and it's feeling like it could grow to be something much more."

There, I'd said it. I hoped I wasn't just a horny guy who was getting some pussy and thought it was love instead.

"Maybe something like a growing fondness, a connection between us?" she asked, then, looking down, laughed, adding, "I mean, more than the connection that's going on below. That's pretty nice, too."

"Yes, it is, it's wonderful. But I mean more than that."

"I feel much the same way. But our ages are rather far apart, after all, you deserve a much younger, prettier woman that I am. This is nice, we can be of comfort to each other but you really need a younger woman to be with."

"You look awfully good to me, Karen. I think we work very well together and I mean more than the sex, wonderful as it is."

It was an odd conversation to have while you're delightedly fucking but I didn't want to press it. To me, however, her age made little difference on whether or not we could be happy together. That took lots more things than being close in age. I was really beginning to want Karen to be mine.

So, what started out as 'friends-with-benefits' slowly began to evolve into 'lovers' as time went on. We now slept together, some nights at Karen's, others at my place. We now had clothes at one another's apartments and, in my mind, that was significant.

Then, one night after some vigorous lovemaking, I decided to tell her.

"Karen, you mean a lot to me, an awful lot," I whispered as I kissed her.

"You mean a lot to me, too, Ray."

"I…I want you to know that, well, I love you. I love you and I know what that means. I'm really serious."

I was glad it was dark in my room when I told her that, I just wasn't sure I wanted to see her facial expression.

"That's sweet. I really am touched. But you need someone more your own age, Ray. I've told you that, I'm just too old for you."

"But, I really want us to be together, Karen, I've thought about it a lot, I really have. You've got to listen to me. I want you, I want us to be together and it's more than the sex, though, that's wonderful. I want us to live together. I…I love you, Karen. And I'm old enough to know what that means."

She pulled me to her and kissed me hard.

That started us talking about a future together. It didn't start right away, it more developed over the next few months as she began to see that I meant what I said.

And she even, late one Saturday night, sleepy now after sex, said that she loved me, too. I have to confess that her declaration of love stirred our juices sufficiently that we were awake for at least another hour.

It was several months after that when she brought up buying a house.

"You know, I've reach a settlement with my ex and when that happened, I planned on buying a house. So, I think you and I need to think about our future, what we, and especially, you, want for the future."

I told her that I wanted us to remain together and I would be happy to go in on a mortgage together or pay a fair share of her mortgage payments.

"I'd rather own the house in my name and, before you wonder why, here's the reason; I want it to be easier for you to be able to change your mind about us, move out if you want and having a dual-owner mortgage might keep you from doing what you want."

I suppose I shouldn't have been surprised but I was. But I kept it to myself and told her I was certainly willing to respect her wishes but did want to be with her.

So, we began looking at houses together, she wanted me to have my input in addition to hers, and she finally bought a four bedroom ranch in a nice, gated community not far from her work and mine.

We've lived there two years now, I still ask her about once a month if she will marry me and she's no longer saying she won't or that I need a younger woman. She's all I want, she's everything I want and I love her completely.

Our sex is a good as ever and we're both now emotionally much closer today than ever before. I'll just keep asking.