It was April of 1993. One of the nice things that my boss would do for me was to invite my wife along to our annual convention and trade show, on the company’s dime. For the most part, they were boring events, but it was fun having Kelly along to keep me company. The convention was in San Diego. We had time to do a bunch of tourist stuff, USS Midway, the zoo, etc.

Although Kelly was always dressed to catch the eye, and we fucked like bunnies every night, nothing special or unusual came our way. I could sense she was a tad disappointed as we boarded our flight to Chicago.

At six-four, I always requested an aisle seat. At five-two, it seemed that Kelly was always squished in the center seat, between me and, usually, another large man. I could see it in her eyes that the window seat passenger had arrived.

I turned my head and looked up and realized that it was Ben, a sometime customer of our company. Kelly and I stood up to give him room to get in and settle. It was hard for him to squeeze past her without rubbing across her 34F tits.

I’m not much of a plane-talker. Kelly, however, could carry on a fascinating conversation with a doorknob. After Ben and I had our brief “great to see you; yes, weather was amazing; good meeting” bullshit, I got back into the book I’d brought along.

I could tell that Ben and Kelly were becoming fast friends, chatting away at a zillion miles an hour. As it was an evening flight, soon the cabin lights were turned off. I turned on my reading light to continue reading.

Kelly was wearing a somewhat lowcut dress with a short, but not shockingly so, hemline. At some point, she usually gets cold on airplanes and she asked me to grab her a blanket from the overhead bin, which I did. When I stood up to get it I noticed Kelly’s hand was on Ben’s thigh and it was about a hand-width closer to his cock than his knee. I also noticed him touching Kelly’s thigh as they laughed about something.

Kelly covered her lap with the blanket and discreetly slipped some of it over Ben’s lap. I honestly was exhausted. I closed up my book and shut off the reading light. The next closest reading light was about three rows up. I didn’t notice it at first, but once I tuned in, I realized that Kelly and Ben had gone silent.

Kelly, of course, filled me in later…

She and Ben hit it off immediately. Quickly they were both being very flirty. Ben made some comments about her being lucky to have me along. She asked him what he meant and he said, “you know, to keep you satisfied."

Kelly agreed with him. “That is true. I’m just a horny little bitch,” she said with a devilish giggle.

Ben confessed he had a case of blue balls, having been away from his girlfriend for a week. Kelly reached down and cupped his nuts through his slacks. “Yes, you’re right. They feel huge. You need to release, you know, for medicinal reasons.” They laughed and Ben gripped Kelly’s thigh. She felt lubrication leak from her pussy onto her panties.

The blanket and darkness were all the cover they needed. By the time I turned off my light Kelly had Ben as hard as stone. Moments later she whispered into his ear asking him to unzip and release his cock. Ben couldn’t believe his luck! “Are you serious?”

“Yeah, I’m serious. Let him out to play.”

As Ben quietly unzipped and tugged his trousers open, Kelly pulled her dress up, past her butt, nearly to her waist. When Ben could tell she was wiggling, he slipped his hand to her inner thigh and worked his way north. Kelly met him as she was tugging her panties to her knees.

Ben found a warm patch of freshly shaven pubic area. “You shave?”

“Everything. I like it bare and slippery,” she whispered back. By the end of her sentence, Ben had a finger slipped into her vagina. “You have to go easy. If you make me cum I’ll wake up everyone on this plane. And it’s really, really easy to make me cum.”

“You’re a screamer?”

“You have no idea…”

They sat in silence as Ben explored Kelly’s folds, lips, clit, and sheath with his fingers. Not pressing too hard. Not staying in one place too long. Kelly was running like a leaky faucet, but still under control.

Kelly had been slowly stroking Ben’s cock under the blanket. His cock was larger than mine. Kelly figured he was more like seven inches and thick as a cock that long should be. His tip was staying slick with all of the pre-cum he was producing.

They kept playing with each other for another ten minutes or so. Ben was starting to grip his armrest and his thigh muscles were tightening and loosening. He was trying so hard to control himself. Kelly wasn’t pounding his meat. She was just slow and steady.

They caught each other’s eyes and it was complete lust. Kelly closed her eyes and moved her lips toward his. He locked on and they kissed gently for a second, then quickly the kiss became one of a couple of sex-starved teenagers thinking of nothing other than getting off.

Ben’s fingers attacked Kelly’s clit with a clear mission: Make her cum. Kelly was softly moaning into Ben’s mouth. It would be his job to keep her quiet if they wanted to remain uncaught.

Kelly could feel her pussy was sopping wet. She could hear the sounds of Ben’s fingers slipping around in her juices. Unwittingly, she had tightened her grip on his cock and also slowed the pace of jacking him. Her focus had changed. It was about trying to control an orgasm while in a crazy aroused state.

If Kelly is with me, we know each other to the Nth degree. She can control herself and I know exactly where to help. With a stranger and ‘being bad,’ well, that’s Kelly’s weak spot. Elsewhere, she’d have let Ben fuck the living hell out of her cunt, with finger or cock, scream through an orgasm or two, and squirt so much she would’ve flooded the place. All of that was exactly what her body wanted to do. That was the triple-X movie playing in her head.

She tried to focus on her breathing. She realized she hadn’t inhaled in a bit. But it was just too late. It was happening. Her body had taken over. She was cumming. It couldn’t be stopped. She didn’t want it to stop. She grabbed Ben’s head with both hands and smashed their mouths together. He had to swallow her sounds as fast as she’s had to swallow my cum in the past.

Her cunt felt so fucking good. Ben had her clit rock hard from the abuse/attention. She noticed that he’d been able to keep her quiet so far. But she couldn’t stop the next wave.

Her face went flush. Her toes curled as tight as they could. Her knees unconsciously lifted themselves into the air and spread wide, one banging into me. I continued to pretend I was asleep. I’d been watching the entire thing through mostly closed eyes and I was impressed with Kelly’s control.

But I knew that control was now gone. Her knees shook. Her ass twitched like she was being shocked by a battery. Then her knees dropped. Her feet hit the floor, and the gush flowed over Ben’s hand, onto her lips, down her ass crack, and collected in a small puddle on her seat.

Ben’s eyes said it all. “Fuuck!!” he whispered as quietly as he could. I heard him. Kelly remembered the task, literally at hand, and started jerking his cock again. His cock was so warm, it felt like it was on fire. It twitched and bounced a bit. Ben shoved his feet out, locking his legs straight, pushing into the seat in front of him with more force than he meant to.

Kelly moved her hand to the tip of his cock. She pressed his cock against his thigh. Ben’s cock steadily pumped a flow of cum. Not long fire-hose bursts as when I let loose. Something manageable Kelly thought to herself. Thank God at least one of them wasn’t creating a liquid disaster.

Ben’s legs relaxed. Kelly pulled the blanket off, revealing Ben’s fat cock laying on his thigh. The light was dim, but I could make out his size. I was always so pleased with Kelly when she found a nice cock to play with. She’s found a few duds over the years and is so much happier with a good one.

Kelly was quickly using her fingers to corral Ben’s cum. She immediately decided to do what needed to be done. She leaned over into his lap and licked up all of his cum. She also sucked his cock into her mouth and sucked him clean. Good and clean. And a bit more clean. Yep, really, really clean. Okay, it’s plenty clean. Just a little more. Kelly sucked on Ben’s cock until he fully hardened up again.

I had to jab her butt back to reality as a flight attendant was walking down the aisle. She sprang up and Ben grabbed the blanket for cover.

For the next half an hour, Kelly slowly stroked Ben’s cock and played with his ball sack. Kelly had her face laid against his chest. They had been quietly whispering to each other (she later told me it was all flirting, sexual, head games as she was trying to make him cum again). Kelly turned to me and whispered, “Cover me.”

She dropped her face into Ben’s crotch and deep-throated his big dick. I watched Ben fuck Kelly’s face for a couple of minutes before he released his second load onto her tongue. That time she pulled off his cock quickly, more skittish about being caught than when she was having her own orgasm.

Ben sat back and looked like he’d been run over by a truck. Kelly helped tuck his cock away and pulled his slacks back together. She slid the blanket away and I helped her get it under her butt to mop up her seat. She sat on the blanket for the rest of the flight.

Ben started to nod off and she nudged him, making him zip up and buckle up. After he did, he fell asleep. Kelly snuggled into my bicep and cooed “Oh, my God, that was fun!”

Ben woke up with the ‘final approach’ chime, announcement, and the lights flickering on. I could tell from the way he looked at Kelly that he briefly wondered if it had just been a dream. Kelly seductively licked her lips at him, answering his unstated question.

Kelly and I had to hustle to catch our connecting flight heading north. Ben was flying further east. A month later, a large order came in from his company and they remained good customers for years after.