I work with a few very sexy older lady's both of whom I have flirted with over the years . Charlie is a thin dark haired lady I find her sexy ass hell always have . She is as big a flirt as i am we have had numerous sexual conversations so I pretty much know what she will and will not do in the sack . Once some years ago we were talking her I and a few other guys ,she commented that she didn't have an ass to speak of and i of course said sure you do . She insists she does not and we banter back and forth for a few minutes about if does or does not have an ass , she then turns around and says here feel for your self (never being one to pass the chance up for a cheap pleasure ) so I reach out and grab her ass and in doing so i slip my two middle fingers between her legs and rubber her pussy . She jumped a little but did not pull away I leaned towards her and said see i knew you had an ass i just got a hand full of it , she blushed and smiled . A few weeks later we were out in the parking lot and I stopped so as not to splash her then went and parked , I was walking in the shop and she had stopped to talk to someone as I came near she thanked me for letting her pass in front of me I said that I didnt want to get her wet she replied oh you "can get me " wet I smiled and went on into work . She has always had some self esteem issues so Im always complimenting her you know to help her feel better about herself, never really expecting anything to happen between us. My phone rang one evening and It was charlie she sounded drunk off the bat slightly slurring her words ,she wanted a ride and had no one else to call I said sure Id be right there . It only took me a few minutes to get there and she was waiting when i did she got in and started thanking me I said it wasnt a problem . It took about ten minutes to get to her house as we drove she talked to me I noticed that she didnt seem as drunk as i had thought but it didnt matter I was stil willing to help out . When we got to her house she asked me to help her get in the house I said sure ,we got out and started up to the door she stumbled and I reached out to help and she grabbed for my arm spinning around and catching herself in a sort of half hug grabbing my ass in the process. Standing her up we went inside and no sooner than I closed the door than she was all over me like an octopus her hands were everwhere. I stopped her and said we should not be doing this that she was drunk she looked up and said she was sober as a judge the look on my face must have been comical because she started laughing , she said it was all a set up to get me in the sack and she was going to fuck my brains out . She started kissing me and taking my cloths off at the same time I began to do the same once we were nake we moved to the couch and started feeling on each other i knew she didnt like giving head so i decided to take full advantage of this time to make her do all the things she had little experience with . I stood up and grabbed hold of her head and led it toward my steel hard cock I began rubbing it all over her face and soon she took my cock in her mouth and began to suck it sheepishly , I soon grabbed her head again and started to fuck her mouth slowly at first until she started to move her head all on her own then I let her take over and she was doing a good job i felt then tingling in my balls and didnt want to cum yet so i pulled out of her mouth and she looked almost dissapointed . I shoved her on her back and went down on her pussy and began to eat her out (another thing her didnt have much experience with ). She was sopping wet when i started eating her out which told me she really enjoyed sucking my cock . I eat her pussy for along time before i slipped my tongue into her ass when i did she jumped but didnt pull away so I did it some more alternating between pussy and ass driving her nuts she was grabbing my bald head and pulling it into her pussy hard. I was ready for more so i got up on my knees and put the head of my cock against her pussy and slid just the head inside her only to pull it back out I did this several times I wanted her to beg me for my cock and soon she did just that " please please dont tease me shove your cock inside me and fuck me " even before she was finished I shoved my cock inside her balls deep and started fucking her as hard as i could. She just lay there taking my cock so I stopped fucking her leaving my cock inside her she barely missed a beat and started moving her hips up and down fucking me . Soon she started to shake and she came all over me but i didnt want it to stop there for her so i flipped her over and began to hammer her from behind, she grabbed hold of the back of the couch and started to moan and claw at the couch and then suddenly she began to cum again but this time she let loose a scream that could have woken the dead and she squirted juices all over my cock and balls slumping forward exhausted . She looked over her shoulder and said what the hell just happened she had never had and orgasm like that before , I said honey you just squirted all over me and it was fantastic . Stil not satisfied I leaned down and started to lap up her juices and again sticking my tongue into her asshole which was soaked like everything else and I wanted her to experience something she had never done . I got back up behind her and she looked back at me and said more ? I said oh yes Im not done with you yet Its time you had a cock in your ass and its my turn to cum now . She said Ive never had a cock in my ass , I said I know thats why your getting it now and smiled at her . She said to be gentle and I reply I would never hurt you but it is going to hurt a little bit ill be as gentle as i could . I pushed my cock back into her pussy and fucked her for a few minutes to get my cock lubed up with her juices as i did I took my thumb and spit on it and began to work it into her ass slowly ,soon she was moaning loudly and pushing back at me . She came again and thats when i decided its time while she was stil cumming i pulled my cock out of her pussy and put the head against her asshole and started to ease it in between the work my thumb had done and her orgasm she was relaxed enough for my cock to go in smoothly with only a small gasp from her . Once I was fully inside her I waited for her to adjust to my cock before I could start to fuck her she started to push back at me taking my cock in and out slowly at first then speeding up her pace , wanting her to feel the full effect I grabbed her hips and began to fuck her hard and fast . It didnt take long and I was feeling that urge to cum so I go up above her and started pounding down into her as hard as i could I let her know i was about to cum and she said she too and she wanted me to fill her ass full of my cum so with a few last hard thrusts i emptied my balls deep inside her . As I slumped down beside her she said oh my god that was the most fantastic sex her had ever had and i said im glad you enjoyed it everyone should have that kind of experience once in their lives , she said once ? she was hopping that i would fuck her on a regular basis she didnt want a boyfriend or husband just some no strings sex with me . All could could think was JACKPOT since I had had the hots for her for years I of course said that would be fantastic . With that she reached down and grabbed my cock saying lets clean this big cock up and see if hes got a little more energy in him i smiled as i watched her walk out of the room calling for me to follow her .