Fred was finishing his project and getting ready to head for Ellie’s Bar to celebrate.  This project was an uphill climb from the start, and he was glad it was in the mail.  He was walking in the bar and his phone went off.

“Hey handsome, what are you doing?”

“Just walking into Ellie’s.  What’s up Samantha?  Can you join me for a cold one?”

“That would be super.  Too bad, Annie is out of town, we could have a reunion of our first meeting.  Get a booth.”

Fred waved to Chuck, the waiter, and motioned for two drinks.  Chuck nodded and finished serving his table.  Fred was smiling, remembering the first meeting between him and Samantha Conners when he was working at the drug store.  Now being introduced to Annie Thomas, who was just as hot as Samantha, Fred was wondering how long this threesome would last.  Would they get tired of him, he wondered, but he would not approach the subject. 

Samantha walked in the door, all smiles, as usual.  She waved to Chuck and Ellie and slid in next to Fred.  Fred gave her a quick kiss, and Samantha smiled at him with her sensual smile.  It was obvious, Samantha did not wear a bra, and Fred let her know he noticed.  This was a definite sexual arrangement, but there was respect each one had for the other.  Annie and Samantha had several conversations about a threesome over a weekend. They were sure Fred would agree. 

Samantha and Fred had a few drinks and an appetizer platter. The conversation was always bright and happy.  Sometimes, telling stories of their youth.  Even though the ladies were at least ten years older than Fred, he could keep the ladies entertained.  

“Fred, are you still working on that project that was giving you the blues?” 

“No!  I put that monster in the post on my way here.  I was stopping for a small celebration, but now it is a wonderful celebration.  I’m glad you called.  You have made this much more fun.  Especially watching your beautiful breasts bouncing when you were walking over here.” 

“Well, if I buy you a beer, and you buy me another merlot, you can see them bouncing while I’m riding your hard-on.  Or you can watch them bounce while I’m lying on my back and you’re pumping me.  Truth is, you can make them bounce any damn way you want.  And you know you can make me do whatever you want.” 

Fred leaned over and nipped her breast.  He didn’t care if anyone saw him.  These two ladies drove him insane.  He loved it and so did they.  Samantha gave him that sexy smile she had. 

“One more trick like that, sir, and your balls will be empty before we leave the parking lot.” 

“And you, dear lady, will be missing your pretty panties, because I will have them in my pocket.  Then they won’t get sticky.”

After two more rounds, the couple left.  Fred was walking Samantha to her car, which was parked by the side of the lot.  When they got there, Fred put his arm around her and gave her a long deep kiss.  Fred began to nibble her ear lobe and neck, Samantha responded with slow breaths that were getting faster.  She opened her blouse and Fred grabbed her full breasts and started to suck and nip them, one then the other.  

Every time he would give her hard nipple a nip, Samantha would take in a sharp breath and then moan.  She was busy undoing his jeans.  She pushed them and his briefs just far enough that she could stroke his erection with one hand and gently pull and massage his balls with her other hand.  

Samantha’s heart rate and breathing were gaining speed.  She pushed Fred slightly away, turned, and opened the back door.  Samantha took off her panties and smiled at Fred. 

“Here, I don’t want them sticky, but I want to be sticky.” 

She lay down in the back seat and Fred crawled on top of her.  As he started sucking her breasts, he slid his hard-on into her wet waiting opening.  He looked up at her and gave her a soft kiss.  While he was kissing her, he began slowly pumping in and out of her.  Samantha opened her eyes even though Fred was still kissing her.  She started to moan, Fred looked at Samantha and he knew she was about to have her orgasm.  All it took was a few more strokes and sucking on her left breast and Samantha was over the edge.  

She was softly moaning and mewing in his ear as Fred continued to pump her.  Samantha wrapped her arms around his neck and her legs around his waist.  He could feel her orgasm flooding over his cock and balls and that was all he needed.  Fred began to explode into her.  With each stroke, another stream of hot semen washed her insides.  Fred did all he could not to collapse on her, but she pulled him on top of her. 

“Fred, you know how to please a woman." 

“Samantha, you are a hot woman.  No two ways about it.  Give me a minute to get my car, and I’ll follow you home.  No one knows what kind of a nut is out there.” 

Samantha waited, and Fred followed her.  He walked her up to her door as he always had.  Samantha looked deep into his eyes.  She opened the door and they walked in.  As soon as the door was shut, the lovers started to slowly undress.  In the safety of her home, there was no need to be in a hurry. 

They were trading sensual kisses and wrapping their tongues together to heighten their arousal.

Fred wrapped his arms around Samantha’s waist and pulled her close.  She put his cock between her legs and slowly slid her warm juices up and down his shaft.  Fred then had a hold of her firm round ass, she lifted a leg, and his cock easily slid into her.  Gently he pushed in and out of her, and she moaned with each penetration.

“Fred, let’s get on the bed,” Samantha suggested. 

He smiled and followed her into her bedroom.  She lay on her back, and Fred knelt on the floor.  He placed her legs on his shoulders and began to lick her wanting opening.  Lightly and slowly at first and then he began to insert his tongue into her.  He was fondling her breasts and gently pulling on her nipples.  With each lick, Samantha would respond with her soft mew and a low moan.  He knew her well enough that this was the beginning of her climax.  

Fred was in complete control of Samantha, and he knew it. He continued his licking of her needing opening and the firm squeezing of her breasts and stronger pulling of her nipples.  She was responding like a woman driven by lust.  Now was the time.  He sucked her clit into his mouth and began to rapidly flick it with his tongue.  At the same time, he began pulling on her nipples a little harder each time.  

Samantha held his head and Fred started flogging her clit with his tongue he pulled her nipples as far as he could, rubbing them between his thumb and forefinger.  That did it.  Samantha grabbed Fred’s head, let out a scream, and began pumping her pelvis against his mouth.  Her climax was flooding his face and he attempted to lap and suck every drop of honey from her.  

She gently pushed his head from between her legs.  She wanted him to have the same pounding orgasm he had just given her.  Fred looked at Samantha with the eyes of someone he wanted to worship.  She knew his look and smiled while she was trying to regain her regular heartbeat and breathing.  She couldn’t take her eyes off the man who had just given her every feeling a woman could desire.  

“You know you own me, don’t you?” 

“Yes, and you love the feeling, don’t you?” 

“Oh God, yes.” 

Fred stood up and got on the bed next to her.  He helped her get completely on the bed and lay next to her.  He softly stroked her hair and looked into her eyes.  He gently kissed her lips, and as he kissed her, she was reaching for his hard cock.  She was thinking to herself, “He can take me any way he wants me.”  

Samantha couldn’t wait any longer.  She kissed Fred on his cheek and then moved to his hard cock.  She wrapped her lips around the head of his swollen cock.  Fred just lay there and groaned.  She held the tip captive as she licked it with her tongue.  She was laying across his stomach so both of her hands were free.  She was holding his cock in one hand while she massaged his balls with the other.  

She began to suck more of his cock into her mouth and used her tongue to arouse him as much as possible.  Fred was rubbing her warm round ass while she was sucking him now with long slow motions.  He moved so he could feel the warmth between her legs and began playing with her swollen lips with his finger.  As he was sliding a finger into her, she began to swallow his blood-swollen cock to his pelvis.  Fred moaned his approval of her sucking.  

After a few minutes, Fred lifted her head from his crotch, and she turned to look at him.  

“Roll on your tummy.  I want to put a pillow under your tummy and mount you.” 

The smile on Samantha’s face was unbelievable. She rolled from his stomach and did a sensual cat crawl across the bed.  She put her head on a pillow and brought it to the middle of the bed clenched in her teeth.  She looked at Fred, and crouched like a cat, with her ass in the air and full breasts gliding on the sheets.  Fred was kneeling on the bed watching her every move.  She cat crawled to him and started sucking him again.  After a few long hard sucks, she crawled over to where she dropped the pillow and put her tummy on it.  She turned, smiled at Fred, and beckoned him with her finger. 

Fred straddled her legs, his hard-on was in perfect alignment with the separation of her ass cheeks.  He was rubbing her ass and bent over to lick it and nibble on her soft flesh.  It was time.  Fred moved closer to her ass, placed his left hand on one cheek, and widened the separation.  With his other hand, he guided his cock and slowly penetrated her wanting pussy  

As he slid into her, Samantha grabbed the sheet and then let out of groan of satisfaction.  He waited for a short time and then began to ride her.  Each stroke made him hotter and hotter.  Samantha was flowing as she had never done before.  The two of the erupted in a climax at the same time.  Fred was pumping all he had into her hot opening, and she was returning her approval by flooding his manhood with her warm orgasm.  Fred continued to pump her until he was exhausted.   She lay under him, panting from the extent of her orgasm.  Finally, Fred rolled from Samantha and lay next to her. 

They looked at each other.  Fred reached over to gently hold Samantha’s cheek.  She smiled with his touch.  She moved closer to him, and they kissed.  Fred reached for the sheet and covered Samantha.  Her smile was love and contentment.  Dawn was only moments away when they fell asleep.