I rolled out of bed and headed for the bathroom. Looking at the clock as I passed I saw the time of 3:38 AM. I used to be able to sleep through the night with no trouble. Now it seems once a night I make my trip to the bathroom.

It wasn’t that I minded so much getting up to go, it was that I could never get back to sleep once I returned to bed. I had begun going to the living room and turning on the tv or reading a bit to try to make myself drowsy, but nothing seemed to work.

The weather was warm so I thought why not go for a short walk. Maybe the fresh air would make me drowsy enough to go back to sleep. I sleep in the nude except for a soft t-shirt I wear, so I had to slip on a pair of sweat pants before I went out.

We lived in a quiet neighborhood and our house has a basement exit to the alley. I made my way down the stairs and out the breezeway into the driveway. I liked walking in my bare feet. I just hoped I wouldn’t step on too many little rocks.

I walked about four blocks to the end of the street. It was so quiet and peaceful. As I turned around to make my way back to the house I heard voices. It was my neighbor Michael and his wife talking. He left very early for work and she always was awake to see him off.

From a distance I could see her kiss him goodbye and he got in his truck and drove off. He worked quite a distance from home and didn’t return until around 6:00 PM every night.

I watched Leeza walk back down the pathway to their home. She had long blonde hair and a very shapely figure. The light from the kitchen shone through the door and as she got closer to it I could see the outline of her body through the thin material. She was naked under the sheer robe she was wearing. I felt a tingle come over me as I watched her enter the house and close the door.

I continued my walk and arrived back at the house. I wasn’t any more tired than I had been. In fact I was more awake now and a bit aroused after seeing Leeza’s sexy shape under her robe. I sat and watched some tv and finally drifted off.

As I left for the work later that morning, Leeza was out watering her flowers. She waved and smiled as I drove by. My arousal began again as I remembered the silhouette of her body against the light of their kitchen. We had been friends for a few years and I had fantasised many times about her.

I couldn’t seem to get her out of mind all day. Finally it was time to head home and I was becoming aroused at the thought of maybe seeing Leeza outside as I arrived home.

The evening went by as most of them have for the past few years. I ate dinner, read the paper, walked the dog and watched some tv. As I showered and prepared for bed thoughts of Leeza crept into my mind again. I wanted to fuck her more now than ever.

I kissed my wife goodnight and drifted off to a sound sleep. Then it happened, like clockwork. It was around 3:30 AM and I was out of bed and heading for the bathroom. I looked out the window down the street and saw the light on in Leeza's house.

A warm feeling flowed through my body as I looked at their house. I caught a glimpse of her as she walked by the back door. Michael was getting ready to leave for work and I knew she would be out with him to see him off. I slid on my sweats and headed down and out of the basement.

He was just pulling away as I started out the driveway. As Leeza turned towards her house she noticed me. She stopped and smiled.

“What on earth are you doing out at this hour?” she whispered.

The softness of her voice was very sexy. I could feel my arousal for her growing. She was wearing the same robe and I could faintly see her nude silhouette against the lights of her house.

“I couldn’t sleep. I thought I’d take a short walk and maybe the fresh air would make me sleepy,” I said softly as my eyes caressed her body.

“It is a lovely morning. Would you mind if I walked with you?”

Her request took me completely by surprise. And I guess I didn’t answer quickly enough.

“Well, do you want some company on your walk or not?” she asked again.

“Sure. Sure. I’d be glad to have you join me,” I was finally able to reply.

"Let me get another robe. I'll be just a minute."

The moon was full and lit the alley more than usual. I glanced at her as she spoke and her hair glistened in the moonlight. I don’t remember what all she was talking about because my thoughts were of how desirable she looked in that light. We arrived back at her house and she thanked me for the walk.

“That was fun. If you happen to be out tomorrow morning, maybe we can do it again,” she said as she smiled and touched my arm.

“Sounds good to me. I would like that.”

As I walked back to my house I was hoping Leeza had not seen the arousal in my sweats as she was touching my arm. It felt as though my cock was going to rip through them. I couldn’t wait for tomorrow morning to come.

Most mornings I dread getting out of bed, but the next morning I couldn’t wait for my kidneys to wake me up. Like clockwork I was in the bathroom around 3:30 AM. I looked out and saw their lights were on. I quickly finished and made my way down stairs.

As Michael's truck pulled away, I opened the basement door. Leeza looked over and saw me walking towards her. She smiled and took my hand. I could feel my arousal for her already beginning.

“I'm so happy you decided to join me. I thought about our walk yesterday and was hoping you would be here.”

“How could I pass up another moonlight walk with you?” I said, trying to sound romantic.

“Aww, how sweet of you.”

We began walking, talking about how still and quiet the morning was. About a block into our walk, our hands brushed together and she wrapped her fingers around mine. I didn’t try to move them. Her hand felt so soft and warm in mine.

I felt my cock growing in my sweats. I was hoping she didn’t notice a change in how I was walking. I didn’t know what she would think if she knew I was so aroused by her touch. No matter how hard I tried I could not keep my cock from becoming completely erect. I was glad that the moon was not so bright that morning.

She squeezed my hand as we stopped by the path to her house. She leaned forward and kissed my lips softly. It wasn’t an open mouth kiss but it did last for two to three seconds. I was surprised by it but I didn’t try to move away. The warmth and softness of her lips made the kiss feel like it was melting on mine. Needless to say my cock was pulsing.

“Would you like to come in for a cup of coffee?” she asked as she tugged on my hand.

I don’t drink coffee, but I didn’t want our time together to end just yet so I accepted her offer.

“I’d love some,” I replied as we walked hand in hand down the path.

As we entered her house she took off her outer robe. Underneath, she wore a semi-sheer, red lingerie that was just long enough to cover her ass cheeks. The top was v-shaped and ended just between her breasts. It was sheer enough to make out her nipples as they pressed against the material. I was glad I was sitting down. The table hid my erection.

She asked how I liked my coffee. I told her I wasn’t a coffee drinker. She offered me juice which I accepted.

We talked for a long while. I enjoyed the sound of her voice and I would watch her lips as she spoke. I was remembering the feel of them on mine when she kissed me. I let my mind wander and imagined feeling her lips on my skin, softly caressing me. I imagined them wrapped gently around my cock as it slid in and out of her mouth. I was so glad my arousal was hidden by the table.

She was telling how her and her friends would get together and tell each other of their sexual adventures. It seemed to be a contest to see who could have the most.

I watched her mouth as she talked and imagined how incredible it would feel to have her sweet lips wrapped around my throbbing cock.

I told her it was perfectly normal to want to be sexually adventurous. We all like the excitement it makes us feel to be doing something that is dangerous or forbidden.

“Do you have sexual desires and fantasies, Kevin?" 

I was a bit surprised at her bluntness with that question. Sitting here looking at her, how could I not have sexual desires for her. I didn't tell her that I had wanted to fuck her brains out many, many times.

“Yes I do. Too bad my wife doesn’t share the same desires as I do anymore.”

“I seem to have them all the time. In fact, I’m having one right now," she whispered as she touched my hand.

I think my cock jumped and hit the underside of the table. She was leaning forward and looking directly into my eyes. I leaned closer to her and our lips met. I was trembling as our mouths opened and we shared a very erotic kiss. As we moved apart she sucked my lower lip between hers.

“Wow. I haven’t felt a kiss like that in a very long time,” I said.

“We could share more kisses like that, Kevin. We could share so much more if you would like.”

If I would like? Oh my God, who wouldn't want to have sexual adventures with her, I thought. She is smokin' HOT!!!

“I would like that very much,” I replied, not wanting to appear over anxious.

“I know you have to leave for work soon, but we have tomorrow morning and many more mornings to come.”

I looked at the clock. Oh My God, it was almost 6:30 AM. We had been together almost three hours. I had to get going and get ready for work.

Leeza stood up and walked me to the door. She put her arms around me and pulled me close. As we kissed I know she felt my cock press against her. Her hips rocked against me. I heard her moan softly as she felt my arousal for her throbbing against her body. I wanted to take her right there on her kitchen table. I couldn’t wait for tomorrow morning to arrive.

I walked back to my house, ate breakfast and got ready for work. My wife woke up as I was eating breakfast. She walked by me and kissed my forehead. That was about the extent of our sexual activity of late. I finished eating breakfast and left for work.

All day at work I kept feeling Leeza's lips on mine. I hadn’t felt like that for such a long time. It was nice to know my cock still appreciated a pair of warm lips on mine. I had a hard-on most of the day thinking about Leeza and the anticipation of tomorrow morning.

As I showered that night, my thoughts again were of Leeza and what may happen in the morning. I found myself massaging my hard cock. It was hard not to keep going until I exploded my cum against the shower door, but I wanted to have a full load for her.

I didn’t sleep much that night. I kept watching the clock. Time seemed to be moving very slowly. I dozed off around 2 AM but my internal alarm clock had me awake again around 3:30 AM. I made my way to the bathroom for my early morning ritual. Their lights were on and as I watched her and Michael walk to his truck, my cock began to stiffen.

Quietly, I made my way to the basement and out the door. My timing was perfect. He was just pulling away as I walked down the driveway. I saw Leeza standing there by the path. She smiled as I got closer. I was actually nervous about what may soon take place between us. It was a feeling I haven’t had since my first date many years ago. It was incredible to feel that way again.

“Good morning,” I whispered as I leaned in to kiss her.

“Yes, I think it’s going to be a very good morning, Kevin.”

Her mouth surrounded mine and she probed her tongue deep inside my mouth. My cock sprang to action and found a place between her thighs. I pulled her close so and she moaned softly as she felt my cock slide between her legs.

“I haven’t felt that in such a long time Kevin. I’ve been dreaming of having you this way. When I first felt your cock press against me as we kissed, I knew I had to have you inside me.”

Before I could reply, she slid her hands down my sweats and held my throbbing cock in her hands. I couldn’t help but moan as I felt the warmth and softness of her hands on my bulging cock.

I slid one hand under her robe and could feel the heat from her pussy before I felt the moistness on her lips. Slowly I rubbed one finger up and down her slit. It felt so incredibly soft and it seemed to part slightly to suck my finger inside.

We looked in each other’s eyes as we let our hands explore each other. I know I was trembling and I could feel Leeza was too. I don’t know if it was the excitement of doing something forbidden or if it was just we both wanted this so much. Whatever the reason, it was the most wonderfully arousing feeling I could ever remember.

“We better get inside, Kevin. I don’t want to disturb the neighbors.”

She took my hand and led me into her house. She closed the door behind us and turned down the lights, leaving just enough of a glow that we could see each other faintly.

She slowly slid the robe off her shoulders, exposing her breasts. It clung to her nipples as it fell to the floor. She looked unbelievable. Her breasts were quite firm for a lady of forty-five and her nipples were hard and protruded almost about half an inch from her tits. My mouth was watering as I looked at her.

My eyes made the journey southward and I saw her belly was quite toned and tan. She had shaved to just a small landing strip above her pussy. She had great legs. If there was one thing I did notice about her over the years it was her fantastic legs. They were long and well sculptured, and when she wore heels it propped her tight little ass perfectly upon them.

She moved a little closer to me and slid my shirt up over my head. She pushed me back against the wall. As she slid the shirt off of me she held my arms above my head and began kissing my neck. I loved feeling that she was holding me captive as she had her way with me.

Her lips found mine and we shared another incredibly wild and sexy kiss. We nearly devoured each other. Both of us were panting when we finished the kiss. She began kissing my neck again and soon moved to my chest. Her fingers caressed my nipples. As she fingered one nipple her lips were clamped around the other one, sucking on it softly.

Her warm moist tongue traced lines over my skin as she continued he journey southward. I felt her hands around my waist and soon my sweats were being pushed over my knees and to the floor. My cock jumped to full attention. My body was trembling now, anticipating where Leeza's lips would journey next.

I didn’t have to wait long to feel her tongue swirling in my navel. I closed my eyes and just let her do what she wanted with me. My body was now shaking and I could feel my cock pulsing with each touch of her lips on me.

As her tongue traced a line downward from my navel, I felt her hands on my cock. It jumped up to meet her as it felt her touch upon it. I was now completely under her control. I couldn’t move if I wanted to. The arousal I was feeling had taken control of me.

With both hands around my cock, she raised it slowly towards her lips. I watched as her tongue swirled around my tip. My cock pulsed again, almost jumping out of her hands. She moaned softly as her lips parted slightly to let just my tip enter between them. I was losing control. She was driving me wild as slowly as she possibly could.

My tip was being sucked ever so slowly in and out across her warm moist lips. I could feel my cock pulsing and jumping wildly. Her hands skillfully guided me in and out of her mouth. My eyes closed again. I was in heaven.

My body was becoming limp. She turned me and laid me across her kitchen table with my legs dangling to the floor. She positioned herself between them and continued gently sucking and teasing my cock. I looked down and watched as my cock kept disappearing in and out of her sweet mouth.

Just when I thought I couldn’t feel any more pleasure, she slid the entire length of my cock inside her mouth and closed her lips around me. I know I moaned louder than I have ever moaned in my life. Slowly she pulled me out to my tip and it rested on her lips as she sucked it back and forth gently.

And then once again her mouth engulfed my entire cock. I could feel it pulsing against her warm lips. Her tongue swirled around it and I wondered how long I could hold off from exploding my load inside her.

She began sliding me in and out of her mouth at a faster pace. I knew it wouldn’t be long before I could no longer control my orgasm. My cock stiffened and began pulsing wildly. Leeza knew the signs well and she slowly pulled my cock from between her lips.

“I’m not ready for you yet, Kevin.”

My heart was pounding and I was breathing very fast. I felt her hands on my chest and then her lips were on mine. Another wild and very sensual kiss followed. She was driving me completely insane with pleasure. I didn’t want her to stop.

Leeza crawled onto the table. Her legs straddled mine and I prepared to feel my cock plunge deep inside her wet pussy. She had other things in mind. She slid her body up over mine and her tits were dangling directly over my face.

Instinctively, my tongue shot out and began licking her hard nipples. She moaned loudly as I felt her warm pussy grinding into my stomach. I opened my mouth and sucked her nipple deep inside. It was hard and hot and I loved the feel of it against my lips and tongue.

The more I sucked her nipples, the harder she ground her pussy into my stomach. I heard her moan very loudly as her back arched. I continued sucking her nipples. I knew she was cuming. I didn’t want her to stop. Her eyes closed and her head went backwards a little as she arched her back again and moaned once more.

“Oh my God, Kevin. I love when a man can make me cum by sucking my nipples,” she moaned softly.

I felt wonderful knowing how I had made her feel. I didn’t want to stop. I loved feeling her body shake and hearing her moan. It’s been so long since I had the pleasure of pleasing a woman.

I pulled Leeza’s face towards mine and we shared another hot and steamy kiss. Her eyes were half closed as she sat back up. I knew she was experiencing as much pleasure as I was. Neither of us wanted it to end.

As I stared down at her juices running from her pussy, I knew I had to taste her. I pulled her pussy to my mouth and gently kissed it. She trembled as my lips touched her tender pussy lips.

With my hands around her butt I began to rock her pussy against my mouth. My tongue found the gap between her moist lips and slid effortlessly inside her. Soon my lips and tongue were coated with her warm sweet juices.

I continued to probe inside her with my tongue, always trying to get a little deeper with each thrust. She was now rocking her hips, grinding her hot wet pussy into my face. Her moans became a rhythm to her thrusts and I timed my tongue probing so I could drive it deep inside her as she rocked her hips forward.

We developed a sensual motion and soon I was rewarded again and again with a warm flow from her pussy. I swallowed her juices and kept licking her pussy wanting more. She obliged me with a continual flow of her hot cum. I don’t know how many times she had cum but her body was becoming weak. Her moans were now long and soft.

I lifted her pussy from my mouth and she looked down at me. My face was covered with her juices as she leaned over and kissed me. As she raised her head I could see her own cum coating her lips. I pulled her close and kissed her again.

I put my hands around her waist and slid her downward. I could feel her wet pussy sliding across my stomach. With both hands I lifted her sweet ass into the air and lowered her dripping pussy onto my hard waiting cock. Her warm wet pussy lips spread as my tip pierced them. She moaned again as my entire shaft slid deep inside her.

She began to slowly rise up and down. Her hot pussy lips surrounded my cock and held it tight as she slid up and down. With my hands on her ass, I helped her grind her pussy onto my cock. We both moaned as our bodies shook.

Leeza began wildly rocking her hips. She was trying to shove my cock deeper and deeper inside her. My hips rocked in rhythm with hers. Our skin was slapping together as I thrust my cock as hard as I could into her pussy.

Her luscious tits were bouncing and swaying wildly above me as we continued to pound away. Our bodies were soaking wet. I felt her cum again as a warm flow covered my cock. She moaned, almost screamed as her head went flew backwards and her body arched wildly.

“I can’t stop cuming, Kevin,” she said panting and moaning.

Her juices were flowing non-stop and I felt my cock surrounded by her hot cum. My cock began to pulse wildly and I felt its tip growing larger. I knew I was about to explode my hot load inside Leeza's sweet pussy.

Knowing it was Leeza and not my wife seemed to make it even more pleasurable. I looked into her eyes. They were almost shut. Her body glistened with perspiration. She looked down at me and tried to smile. Just then my cock erupted deep inside her with an enormous load of cum. Over and over my cock pulsed as I shot load after load into her pussy. She moaned. I moaned. We both were cuming and neither of us could stop.

Our bodies rocked together until were could no longer move. Our orgasms finally stopped. We were both soaked from the pleasures of our lovemaking. She fell onto my chest. I felt my cock slowly sliding out of her cum-drenched pussy.

We managed to raise our heads for one last kiss.

It was almost two hours later when we woke up. Leeza’s head was on my chest. Her hair was wet. Our bodies were still moist. We smiled at each other and kissed again.

As I got dressed and prepared to leave, she hugged me and smiled.

“Thank God tomorrow is Saturday. I may sleep all day," she said.

We both laughed.

“See you Monday?” I asked as I closed the screen door behind me.

“It’s a date. By the way, you have a little something on your lips,” she said as she gave me one last kiss.