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" Pushing through the crowd of dancing, sweaty bodies, Phillip finally broke free and stepped out the doors. Between the loud music and watered down drinks, Phillip was regretting letting himself be talked into going out to this club. What had he been thinking? His friend, Mike, swore to him that the drag show the club was famous for would leave him covered in horny women, but to Phillip, the place seemed filled with kids fresh out of high school and lonely old men.

busty older womenIt was so much quieter out here. " asked a woman sitting a short distance away on sexy older woman women pictures the curb, smoking a cigarette. That it had been too long since he had gotten laid, probably. She looked to also be in her early-to-mid thirties, like him, but she looked fantastic. "Join the club," the woman replied, giving a half-smile.

This night was a bust. Grabbing Mike’s shirt and pulling him over to shout over the music, Phillip yelled, "I’m going to get some air! She wore a flowing skirt, and a fashionable crop top that exposed just a thin line of her stomach and back.

The woman must have noticed, because she laughed, "Hey, I’m Shannon. Phillip could see her bra under it, darker than the shirt, and looked away, Nude Old Ladies embarrassed. What brings you here tonight, if you feel too nude old ladies for this? " Shannon tossed her long dark hair off her shoulder, so it cascaded down her back, "You seem like the solid sort, Phillip, so I will be straight with you.

We’re here to get her turned on and lower her inhibitions. "I think I am too old for this," Phillip replied. Her face was flush from drinking and dancing. Phillip looked her over. She wore tight jeans and a baggy shirt that was falling off one shoulder, exposing her bra strap. Her hair might have been styled earlier, but was tousled now.

" As Shannon took one last draw on her cigarette and stubbed it out on the concrete, another woman burst through the door to the street. " Shannon stood up, and grinned at her friend. Girl has a thing for men wearing women’s clothes. I’m planning a little surprise for my husband with a friend of mine. "Mary, I want you to meet Phillip.

Her face lit up when she saw Shannon. " Both Phillip and Mary turned to Shannon, talking at once; "I’m what? " Shannon arched a beautifully shaped eyebrow. " "But I thought we were going to…? "Uh… I once streaked in college? "Phillip, when is the last time you did anything really crazy? We’re going to fix that.

I’m rrrrrrroaring to go. " Phillip searched his memory, coming up mostly blank. Mary, same plan, just a change in the guest list. I wondered where you got to! He’s going to drive us home. We can surprise my husband another night. " Shannon nodded, "That’s what I thought. " Phillip looked around nervously, cleared his throat, and then said, "My car’s over here," and led them across the lot to his sedan.

"I think you may have been overserved. " Shannon sighed, shutting the passenger door, and climbed into the back where Mary was happily patting the seat next to her. " Phillip clicked his buckle, and turned the engine over. Shannon started to open the front door, when Mary looked up at her, pouting, "Noooo, I want you back heeeeeere.

" He started blushing, thankful for the dark car, while Shannon chided her, "Sloppy. As Phillip pulled out of the parking lot, Mary loudly asked him, "Hey, Phillip, when’s the last time you got laid? "Just make sure you stay on the drunk side; don’t get sloppy," Shannon reprimanded. Mary pulled open the back door and dove across the seat. "Daaaaamn," Phillip said under his breath.

As they passed under a streetlight, Phillip saw she was very much awake, and very eagerly kissing Shannon. Shannon buckled and helped Mary find her buckle and get it clicked in. " Mary laughed and replied, "Nah, I’m just warm and happy; I just like playing drunk. He looked back at the road, feeling like all of his blood had traveled to his crotch.

Mary was pulling her shirt over her head, with Shannon’s help. Phillip snuck a glance in the rearview mirror, wondering if Mary had passed out mid-laugh. He drove a little faster, trying to not get distracted by the sounds in the backseat, until he heard light moaning and a slick, wet sound. This time, he skipped the mirror, and turned his head to look back.

Shannon’s skirt was bunched up by her hips, and Mary’s hand was buried between her legs, while they continued kissing. Shannon saw Phillip, and pulled back enough to throatily command, "Phillip, you need to get home faster.

He barely pulled up before he parked and flipped the engine off. More rustling, and he snuck another peek in the mirror. He hastily unbuckled and hurried to unlock the door to his house. By the time Phillip had unlocked the door with his shaking hands, both Mary, wearing her shirt again, and Shannon were behind him.

" Phillip turned onto his street, rolling the stop sign, and sped to his driveway. " Mary started laughing, and her laughter was abruptly cut off. Phillip opened the door and tried to smart hairy milf climb out, only to be pulled back into the seat by his belt. " "Yesssss," Mary said, and received a sharp glance from Shannon. "Can I get you something to drink? Phillip noticed a glint of metal- she had a tongue stud.

His dick twitched and ached, and he tried to act casual. Mary ran the tip of her tongue around her full lips. Both women laughed this time. Phillip ran to the kitchen and grabbed a bottle from the back of his pantry. A minute later, he returned to the living room and the women sitting on his couch.

"I hope you don’t mind drinking out of tumblers? "Actually, maybe some wine would be great, if you have any," Shannon asked. " Again, Shannon arched her eyebrow and gave a little half-smile… maybe it was a smirk? What he did not have, however, was wine glasses. They had already begun making out again, Shannon’s mouth on Mary’s neck, biting and kissing, while Shannon’s head was tossed back, and her hands were on Mary’s breasts, rubbing and squeezing, finding hard nipples under her bra.

Uh, all my wine glasses are in the dishwasher. He wasn’t much of a wine drinker, but tried to keep a bottle around. He sat down awkwardly on the couch. Phillip walked in to his modest home, flipping on a few lamps as he led the way to the living room. Phillip didn’t know what he was supposed to be doing.

He felt like he might explode, cum in his pant. He rubbed his cock through his jeans. " Phillip uncorked the bottle and began pouring three glasses half-full, watching the women out of the corner of his eye.

He wondered if they would notice if he just pulled it out, relieved some of the pressure? He could feel his cock starting to put against his jeans. He shifted and watched the girls as they started undressing each other, pulling off each other’s shirts. They looked pretty preoccupied.

He stared at Mary’s silk-covered ass, and wondered what it would be like, to be behind her, cock inside her, while she ate out her friend. Shannon hadn’t worn panties at all, and Mary was already taking advantage of that fact, her face between Shannon’s legs, licking and sucking. Phillip’s cock was freed and in his hand, as he watched and slowly stroked himself.

Shannon had been moaning with pleasure, but went quiet. Jeans and skirt were now discarded on the floor, and the women were on the couch in just underwear. He felt precum slick on the head of his cock, and he rubbed it in as he slid his hand up and down his shaft.

" Shannon let out a high pitched squeal, bucking up to Mary’s mouth, her hands buried in Mary’s brown hair, pushing her head hard against her. Phillip worried a second time that night that Mary might pass out, this time from oxygen deprivation. Mary understood, and began licking her clit more furiously.

She begun to quietly grunt, tensing up her body. He decided to risk it. Phillip sat startled, unable to move, as he made eye contact with Mary, his dick in his hands. Mary lovingly kissed Shannon’s thighs, and looked over to Phillip. Mary had her hands under Shannon’s ass, and was scooping her up, as she sucked every drop of Shannon’s glistening cum up.

Phillip was pretty average, he thought, about " and thick enough to feel. "Mmm," Mary murmured, and got up to walk over to Phillip. "Nice," she said, smiling. Mary kept her eyes locked with Phillips until she was right next to him, then shifted her gaze to his cock. Finally, Shannon’s legs went limply to the side, and both women lay gasping on the couch.

Shannon started to rouse, lifting her head and looking at Mary’s ass as she walked. " Shannon had gotten up, and walked over to Mary. Phillip blew his breath out with an audible sigh of pleasure. He could feel his cock throbbing in his hand. I think we made a good call," Shannon said, then pulled Mary over for a kiss.

Mary was more appreciative. He figured it was a fine way to go. Mary’s ass was up in the air, wiggling like an excited puppy as she ate Shannon’s pussy. She affectionately ran a hand through Mary’s hair, letting it slip through her fingers, and she knelt down beside Mary, next to Phillip’s other knee. He wasn’t sure he had ever had an erection this long.

When their faces were just over the head of his cock, they started kissing again. A very open kiss, with a lot of tongue, and Phillip’s cock strained toward their mouths. The mature women naked broke apart from their embrace, and turned toward Phillip. Slowly, they lowered, still kissing, and the tongues and lips began to incorporate his cock into the kiss. First, Mary dipped her head over him, taking his cock in her mouth, sliding down to where their hands were.

She dropped to her knees, her head beside his knee. Up and down, she had amazing suction breath control. He was beginning to think if it didn’t go down soon, one way or the other, he might die. They licked his head, rubbed their wet lips against the ridge, and the hand they did not have on his knees found his cock, and they both wrapped their hands, one over the other, around the base.

Mary came off him, gasping and grinning. She loved giving head, you could just tell. She swirled her tongue around the head of his cock, pulling up and then licking the underside of his shaft with her tongue wide and flat, before taking him back in her mouth.

Phillip wanted to shut his eye and just feel everything, but when would he get to watch two beautiful women servicing him like this again? Phillip couldn’t believe he had held out coming this long, and felt his orgasm starting to build, when Shannon suddenly pulled off, and went back to lie on the other couch, legs spread. He let his head fall back, but kept his eyes on them.

Phillip looked at the tossed object. They had come prepared. Eagerly, Mary jumped up to follow, but first she went to the table she had set her small purse on when they came in. They both smiled hungrily, a hand each on his legs, as they leaned forward to his lap. Walking over, he grabbed Mary’s underwear, and worked them off her hips and down her thighs, to her knees.

Watching Mary’s ass up in the air again, as she hungrily devoured Shannon’s pussy, Phillip managed to roll the condom onto his dick. He could feel their breath hot on his skin. Shannon licked her full lips, and bent her head down, taking Phillip in her mouth. Using his tongue to open her up, he found her clit, and sucked it into his mouth, letting his teeth graze it.

Mary bucked back against him, and he slid two fingers into her cunt. He leaned over and began to lick her slit. Kneeling behind Mary, Phillip guided his cock to her opening, wet and ready for him. Grabbing her hips, he found his rhythm, and rocked back and forth, slamming his stomach against her ass, ramming his cock into her, his balls slapping against her swollen clit.

Hands shaking, he pulled his pants off, and tore open the condom package. She was so wet, he could smell the sex coming off her. He didn’t want to be the first one to cum, but honestly, he couldn’t hold out any longer. He grunted as he felt his dick spasm inside Mary, and was rewarded by her yelp of pleasure, and her tightening around him.

He enjoyed eating her out, but could tell he was distracting her from working on Shannon, and he really, really needed to fuck, right now, right away. As he slid into her, he took pride in the moan she let out into Shannon’s pussy. She got off on getting him off. She quickened her work on Shannon, flicking her tongue rapidly against Shannon’s clit, fingers working her hole.

She paced her movements to match Phillip’s pace, as he rocked her back and forth onto his dick. She took out something, and threw it back to Phillip, before she took her place between Shannon’s legs. A few more minutes, and Shannon’s body was wracked with tremors, and she panted as she came again. Mary sat back gasping, resting her hot cheek on Shannon’s thigh, lips still coated in Shannon’s juice.

"Phillip, would you mind putting your pants back on and taking us back to my car? We have husbands to get home to. Everyone was immobile, spent, silent, until Shannon sat up on her elbow, wiping hair stuck by sweat from her forehead. He pumped until he felt himself totally drained, then put his hand around the base of the condom, and gently pulled out of Mary’s swollen pussy.

Mary rested her ass on her heels, but continued to eat Shannon, determined to make her cum again.

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