John looked at Joan "You really want something to eat" he asked? "Your not
hungry?" Joan asked with a smile on her face. "I'm hungry," John said, "But I'd
rather being doing something else" Joan opened the robe she was wearing and
showed him her hardened nipples "Feel these." She said invitingly. John reached
to touch them "They need to be sucked on," he said. Joan backed away from him
"But after breakfast" she told him.

The shower was a drawback however, Joan wanted a quick shower and get out of
there and back, he wanted anything he could get, but with Joan on the fly all he
got was an erection and a quick feel. "Are you going to be able to get that in
your trousers" Joan asked as she noticed John's hardon still bulging from his
trousers. John sat down on the bed; she sat down beside him. "We'll be right
back for Christ sake," Joan said, John smiled and said, "I just can't get enough
of you." Joan got up and was ready to go a few minutes later; John however was
dragging his feet hoping she would change her mind. Joan saw the method he was
using and decided to nip it right in the bud. She took hold of John said "If you
don't feed me" she paused "Guess what" she finished saying, then she gave him a
kiss, directly after the kiss he zipped his trousers.

John knew very well what the guess what was and he had traveled too far to test
her word. John also knew Joan had made the right decision to go out for a while,
he needed a breath of fresh air as well as she did. They got into the car he had
rented and headed West "Do you have a spot in mind," John asked. "A few miles
down there's a Denny's on your right." John was glad it was on the right because
making a left-hand turn on the Route 88 was nearly impossible this time on the
morning, "There it is right ahead" Joanie pointed out. John saw the turn and was
glad it was on as traffic light corner, because he wanted to get back to the Red
Roof as fast as possible.

Denny's was a fairly new place and the smell of the recently installed carpet
still lingered throughout the restaurant, Joan wanted a corner booth and the
waitress obliged her. Joan sat with her back to the wall and he sat down beside
her. "How come you were able to spend the night with me." He asked. "I arranged
it" she replied, John asked, "How did you arranged it."

"The two girls are down the cape with their Aunt Jane the boys are in college
and my husband is supposed to be in upstate New York at a union convention." She
answered. "So I don't have to worry about him busting down the door," John
inquired, "not right now" she replied. "How can you be so sure" John asked with
the feeling that she was concerned over something else, "How can I be sure?"
Heidi asked, then said "Because he just walked out of here with my best friend
Gail." Heidi pointed to the couple that was walking hand in hand toward their
transportation. "At least she took her car," Joan said. "Do you want to order
now the waitress asked"

"Give us another minute" John said. Meanwhile Joan had slipped her hand between
his legs to get his attention without having to say anything to him. "Are you
alright" he asked,? Joan shook her head indicating she was fine. "Are you ready
now" the waitress asked, "I'll have the lite number nine" Heidi said to her,
"And I'll have the Super Slam" John said as he put down the menu. Heidi said to
the waitress, "He'll have the number nine just like I'm having" the waitress
looked at John for a rebuttal, John smiled and shrugged his shoulders as to
agree with Joan "So why am I having a number nine" John asked, "So you'll stay
awake" she replied. "You think I'm going to fall asleep when we get back to the
motel," he asked? Joan shook her head and said "Yes I do, and I'm going to need
all your attention once we are there," she replied.

All his attention John thought as he drove back to the motel, one thing was of
concern, Joan did not seem to one bit upset about her husband and her best
friend being together. John wanted to asked but felt it may not be any of his
business. "Did you have something you wanted to ask me?" Joan asked? John was
silent for a minute then said, "Didn't it bother you to see your husband with
another woman."

"What bothered me was Gail should have asked me if she could at least try and
fuck him instead of sneaking off with him." John felt her comment had answered
that question, then he asked another question. "Well what to you think about
what she is doing now" he asked, "I don't know what you mean," Joan replied.
"What I mean is you don't' mind your friend fucking your husband"

"He doesn't fuck me so I don't think he fucks her" she answered. John asked,
"What do they do then?" Joan smiled and asked, "What would you do if you
couldn't fuck me" John smiled and said "Oh."

That was not the case between John and Joan, the fact was neither could get
enough of the other and it didn't make any difference how it happened orally or
by genital contact. When they returned to the room they undressed and spent the
rest of the morning and most of the afternoon making exquisite love to each
other. Joan left around four o'clock and said she would return in the morning.

Sleeping with Joan was fantastic; although he did not receive any benefit to
waking to her, he would have loved to plunge into her with the erection he woke
up with but she was not beside him. John went to sleep with Joan on his mind and
woke to her as well. He thought of yesterday after they arrived back at the
motel, clothes were flying all over with no regard for neatness. The foreplay
protocol was dismissed and insertion began immediately, and a fantastic
simultaneous orgasm occurred as well.

After the orgasm's they wound their bodies around each other and eventually it
turned into a sixty-nine configuration. The sixty-niner was a most of the
morning type of encounter with a short intermission for some rear entry level
stuff, with several different approaches to rear entry dogstyle positioning,
nothing came close to the successful encounter they shared with each other
yesterday however.

John woke early with a handfull and once again decided to let it go to wherever
unused erections go to, had Joanie been here she would not have gotten away so
easily this time. His recounting of yesterday afternoon was nearly perfect, his
recollection of Joan's late in the afternoon orgasm was exceptional, they had
just finished some rear entry fooling around, and she wanted to finish the
afternoon with a slam bam, thank you ma'am. John was not up to the task though,
his semi would only take him so far, and he probably could finish himself but
never could satisfy Joan.

Joanie was aware of his situation. Nevertheless she wanted what he could give to
her that would take her where she wanted to go. Joan saw that he was not headed
in any special direction other than having a good time pleasing him. John was
supposed to be pleasing her, the shortened strokes he was using were pleasurable
to some extent, but he was not aware how she wanted to explode one more time
before she left him, and the last thing she wanted to do was offend him. Joan
knew how to get him where she wanted him, she allowed him a few more minutes of
pleasure then she started squirming, he knew exactly where to go.

John did not give Joan any quarter he started hard and finished her the same
way. Once he settled in he was unforgiving with her even when she told him not
so hard, he did not heed her. John followed the way she moved and if she was
pushing he was also pushing, if she was pulling away he pursued her, his arms
were locked around her thighs holding her in one position so she could not move
and she only mentioned not so hard once. Joan was swollen larger than ever
before and John munched on her until she burst forth with such a climax she
actually lifted him off the bed and took him down onto the floor with her. John
never lost his grip on her and she continued cumming even as she was being
tossed onto the floor.

Joan landed on top of him with a bang. John's head hit the floor so hard that it
sent a shock though Joan's body that she had never experienced before, still the
passions rose within her and she finished her climax in that position. "Wow" she
said after regaining her composure, "That was some orgasm" she said to him as he
let his grip on her loosen. Joan struggled to get back onto the bed, once she
was off John he got up, shook his head "God that hurt" he cried out, then he got
on the bed with Joan turned her on her back and began to penetrate her. "Christ"
she said, "Where was that ten minutes ago."

Where was it? John thought, on the back burner and eventually she would have
seen it, perhaps even take it in her mouth before she took it inside her body,
it was there, it just took it time to show itself.

The next morning when he awoke John felt the back of his head and found a big
knot the size of a half-dollar; he dressed and went in search for some ice. Ice
bucket in hand he went down the walkway until he found the ice machine; at the
ice machine he met a woman who he thought he recognized. He greeted her with a
"Hi" she returned with "Have a rough nite"

"No' he answered, "Why the ice then" the woman asked "I'm chilling a bottle of
wine" he replied, "This early" she quipped. "Is there a special time for sipping
wine" he asked, "Not unless your waiting for someone, are you waiting for
someone?" She asked. He had already lied about the wine another white lie
couldn't hurt "No" he answered. The woman looked at him hard then asked, "Do I
know you?"

"You look familiar," he said. "I know where it was, it was in that small bar in
Southgate five years ago." She hesitated; "You went off with my friend Joanie,"
Then she smiled at him, "You're her lover aren't you,"she said. John began by
saying "Then you must be who,"

"Gail" she responded. "I've seen you since then Gail, I watched you and Joan's
husband walk hand in hand out of Denny's yesterday morning" he said. "Did she
see me?" she asked. John answered "Yes"

"What did she say about me" Gail inquired. "Nothing really, only if you wanted
to fuck him you should asked first," John said "And she would have agreed to
Bill and I being lovers" Gail said. "Joan doesn't think he's fucking you Gail,
she feels he going down on you and your doing the same to him," after saying
what he had, he started to walk away, Gail called out to him. " Is she going to
be here soon." John shook his head with a clear understanding that she would be
here shortly.

John was outside wiping the cars early morning dew from the windshield when he
noticed Gail and Joan's husband drive away. Gail was behind the wheel, and she
managed a little secret wave goodbye to him, he nodded his head in
acknowledgment of her signal and continued wiping down the car. John was
finished and in the shower when Joan arrived, he had left the door ajar for her,
she came in saw where he was and decided a woman can always use another shower.
This shower was no where near the shower they took the other day, during this
shower there was kissing, there were bodies being pressed together, there was
some pressing her body against the shower stall wall and there was a great deal
of fondling.

When they dried and were in bed Joan said, "Gail called me last night."

"Oh what did she have to say?" he asked. "Nothing really" she answered, "You
never asked why she called" was his response to her, "I got what I want, she can
have him" she replied to him. Joan did indeed have what she wanted in her hand
and now she wanted John to give it to her as deep as he could. Their lips met,
their tongues carried on their own romance, their bodies twisted, a few minutes
later they were joined together at the hip declaring their passions to each
other, while their lips spoke of their devotion.

After a few minutes of nice and easy she told her lover she would like to be
handled a little rougher, not in the abusive sense but more on the physical
side. Joan had no sooner asked when John delivered the first thrust to her.
Joanie smiled at him and called for one harder, more powerful than the first, he
then delivered another Joan groaned at this stroke, "another" she requested and
John delivered another "another" she asked and her lover responded. John then
without instructions thrusted again then again, the grin on Joan's face grew
broader as he continued the pace she had set for him.

Joan was well aware that with the pace he had set for himself He would be
finished in a few more thrust. Joan wanted it to last and at the same she wanted
him to finish what he began, she began to move with him matching him move for
move the growl began and he was finished just as she had predicted. Joan did not
have to do any squirming to get him below her belt line. She lay back and let
him devour her; she held out as long as she could but it was inevitable, the
orgasm came and overwhelmed her, she could not hold back the orgasmic cry that
she let out loud. Joan pushed as hard as she could against him; she wanted him
to stop and yet she didn't want him to stop, he continued until he had her
drained completely.

Joan had taken all that John had and he had taken most of her; there was not
even a hint of another encounter. They were collapsed in each other's arms when
the heavy breathing had begun to ease up and their pulses were soon back to
normal, a few minutes later they were both sound asleep.

Three hours later the lovers began to stir; Joan was the first to do some
exploring and she found what she was looking for she had hold of his wake up
erection. Joan wasn't concerned how it got inside her; he could put it in when
he was fully awake or she could mount him and take him herself. John was not
close enough to waking up for Joan to wait any longer. She straddled him and
eased down on him and that was something that made him wide awake and also
content enough to allow her to remain in that position.

Joan was not going to settle for an oral orgasm this time she may decide to do
him orally later after pleasing herself; and if unable to please him when she
cums. After already knowing how she would handle him if not successful. Joan set
out on her own to achieve what seemed a relatively simple task. John was harder
now than he was when she first settled down on him. It was a fantastic feeling
to have him inside her, she started working him the way she wanted it done to
her having absolutely no concern about him. Joan felt it coming and started
grinding harder and at a more vigorous pace, John was beneath her trying to last
as long as he could without cumming himself then she erupted and her explosion
brought on his.

John latched onto one of nipples and started biting while she was still moaning,
finally she said "Don't stop, that feel's fantastic" John went from nipple to
nipple nipping each one slightly then he began nipping his way down her body.
Joan felt him traveling south and raised her body to accommodate him; as she did
she lost the connection between them and he was making another connection below.
She gasped as he attached his mouth to her clit, she was on her hands and knees
and John's head was between her thighs sucking away on her. Normally this would
be a good time to do her nails but not today, she opened her thighs and his head
fell to the mattress. Her oral lover waited for Joan to lower her body to his
anxious mouth. Slowly she spread her thighs open, when she was in range of his
tongue he touched her clitoris and that touch drove her to drop even lower. Joan
dropped another inch, then John fastened his mouth to her, and Joan struggled to
stay in this position until the effort became too much for her, she rolled over
taking John with her now she was flat on her back and slowly entering Paradise.

Paradise had been achieved on both sides; a few minutes after she entered
Paradise, she took her oral lover for a little oral ride herself. When
everything was back to normal Joan wanted to go out for dinner. Joan convinced
him that it would be to his advantage to go willingly, surprising how an offer
of willingness to sacrifice her body to him unconditionally when they returned,
gave him the push he needed to get dressed.

John still dragged his feet because Joan was now dressing and he enjoyed
watching her dress. John liked the way she rolled the nylons up her legs then at
the very end pull them up even higher. He could picture in his mind how he would
roll them down starting on the fleshy portion of her inner thigh and maybe his
hand would stop to admire her lacey bikinis. At that point he may decide to
remove them before he rolled down her stockings. Joan's skirt and blouse would
come off rather easy, her heels she could step out of but the brassiere that was
going to need special attention.

While in that area she would be looking right into his eyes and he into hers,
would she mind if the focus of his eyes changed when he opened her brassiere.
Would Joan be just as pleased to see him look down at her breast as she would if
he were gazing into her eyes? By now Joan's nipples should have reached there
peak in hardness and he would be willing to bet she would close her eyes when he
touched her.

The restaurant Joan took him to was by some sense of the imagination a lover's
retreat. All the tables were enclosed and most tables had only one bench and he
imagined the waiters and waitresses needed to pass a course in labyrinth in
order to be employed here, it was impossible to see who was in the booth until
you were actually inside.

Joan ordered the Blue plate special while John stayed with something on the
lighter side, "that's all a chef's salad," Joan said after he had ordered."

"You don't want me to fall asleep do you" Joan laughed "Your going to need all
your strength tonight" she said, she may be right; he may need all his strength
and she was right to order the Blue plate because she was going to need hers as
well.

The drive back to the Red Roof Inn was about twenty minutes, John had wanted to
return right after their meal, Joan wanted to look around a while, and she found
a small lingerie shop that looked interesting. Joan walked in and started
browsing, John found a chair next to the window, sat down and waited for her.
John could not get comfortable so he stood up and turned the chair toward the
window.

When he was satisfied with the positioning of the chair he faced the window to
sit down when he came face to face with Gail who was standing outside with a man
attached to her arm who he assumed to be Joan's husband. Gail smiled at him and
was about to walk away, when the man's head turn to Gail and from all the lip
reading experience he had John determined that he asked her who he was. Gail
returned with "Oh he is just an old boyfriend," the man seemed to be satisfied
with the answer and smiled at John

He had hoped they would have continued upon their way; however the man wanted to
come into the shop to look around. John looked toward the back, Joan was not to
be seen and Gail and her man friend were walking toward him. Gail stopped right
in front of him, "Hi" she said returning her greeting with a smile. "This is
Joan's husband, you remember her don't you?" John acknowledged Gail and extended
his hand to Bill who was now identified. Bill accepted his hand and said "Nice
to meet you," John smiled and said "You too" John turned to Gail and said to her
"So Gail what bring you out tonight with Joan's husband." John swore Bill turned
three different shades of red whereas Gail merely said, "Bill and I just hooked
up."

Bill smiled as red as he was. and shook his head as John had tried to embarrass
Gail, she now returned the favor to him, "And who are you out with tonight" she
asked John and grin on her face broadened after her question to him. John, not
quite sure what to say said, "An old friend who wants to look especially nice
tonight" he said, then turned to Bill and said "You may know her, I think she
works with Joan."

John hoped Joan would stay out of sight for a few minutes more. Bill started to
act a little anxious, he did not want to meet one of his wife's co-workers and
have the whistle blown on him, he said to Gail "I need to get some air" then
excused himself and left the building and walked out of sight. Gail looked at
John "Nice move, Very nice" she then started to walk away; she stopped then
returned to his side. "Joan be there in the morning?" she asked, John responded
"Yes."

"I'll know if she's not you know" she said, which to him sounded as if she had
better be gone. He watched Gail walk out of the shop and head off the same
direction as Bill had gone. The next thing he knew Joan was standing at his side
"Close huh?" she stated. John was relieved that Joan had managed to stay out of
sight while Gail and Bill were in the shop, he turned to her and said, "Did you
see them walk in." Joan put her hand in his and squeezed his, "I was watching"
she said, she then opened her bag to show him her new negligee, "Do you like it"
she inquired. The query to the newly purchased nightgown brought a smile to
John's face "Yes" he said. While walking out the store John wondered when it was
she was going to wear it, certainly not tonight, she would be lucky to make it
inside the room before he had her clothes off.