Sharon is a young-looking forty-two-year-old with blonde hair and blue eyes, 5'7, and weighs 135 lbs. She has a killer athletic body with 46DD firm breasts, long sexy legs, a killer tight sexy ass, and a tight bald pussy. James is a forty-eight-year-old, 6'1, 180lbs, with an athletic body, dark hair, and hazel eyes.

As for me, I'm 5'8, 120lbs, dark hair, brown eyes, 34DD firm round breasts, a killer athletic body, transgender, sexy long legs, tight sexy ass, and carrying a nine-inch-thick cock.

We live in a U-shaped apartment building with a swimming pool and a jacuzzi in the middle for everyone to use. I live on the 5th floor. Sharon and James live on the 3rd floor across from me.

It all started when I was sitting on my balcony reading the morning paper when I heard the faint sound of a yoga workout. I put the paper down and saw Sharon bent over in her tight spandex top and pants, stretching down and palming the floor. It was firm, round, and sexy as hell. I had to pick my jaw up off the floor and cover my hardening cock. I could not take my eyes off her and knew right there that I had to have her.

I made it a point to be on work out on the balcony every morning to watch her work out. At night, she, James, and their daughter would go for a long walk.

A few weeks later, I started to notice she was walking alone. The next day, I came home from work (I work in an office) and the store and saw her by herself again. She was looking down and out. I was getting my bags out of the trunk, stopped her, said hi, and asked her if everything was alright.

She explained that James was deployed to the Middle East for the military and didn't know when he would be back. Her daughter was away with her parents on a trip that she didn't want to go on. I felt sorry for her. My girlfriends were away for a week and I was lonely also. I looked her in her eyes and suggested we have a girl's night.

I said, “We have the pool and jacuzzi. I have some steaks and other stuff to go along with them. Let's have a small party.”

She started to say she was going home. I told her I wouldn’t take no for an answer. You need a night out to take your mind off this thing and relax and have some fun. To which she said, "OK."

She also said that she had a few bottles of wine she could bring, to which I added for her to bring a swimsuit and a change of clothes just in case we get too drunk; she could stay here.

“OK.” She was going to finish her walk and come up to my apartment.

I told her the door would be unlocked and just to knock and come in. About thirty minutes later, I heard a knock on the door while getting things together and marinating the steaks. It opened, and Sharon entered, carrying two bottles of wine and an overnight bag.

I washed and dried my hands. She set her bags on the table and put the bottles of wine in the refrigerator. Once dry, I held my arms out, hugged her, and welcomed her to my place. It wasn't a short hug; it lasted a few minutes. She thanked me for inviting her up to get together.

I said, “My door is always open. You can visit anytime you want. The steaks have time to marinate. Let's get our suits on and take a bottle of wine down to the pool, relax, and have some fun.”

She wore a sexy sundress and I apologized for not changing out of my gym clothes yet.

“Not to worry, you look hot in that outfit,” I said.

“Really?” she said. “Let's go change.”

“Follow me, and I'll show you around.”

I showed her around, and we ended up in the bedroom, which had a few dressers, a closet, a big queen size bed, and a walk-in bathroom.

“If you like, you can change in there. I'll change out here.”

She replied that she had nothing to hide and dropped her sundress right off her shoulders, down her body, stepped right out of it, and stood there with her hands on her hips.

My eyes got big as saucers, and my jaw just dropped open. She asked me if something was wrong. I responded that everything was perfect and, to be honest, she looked better than I thought.

She walked towards me and said there was something she'd been wanting to do to me. I asked, what would that be? She wrapped her arms around my neck, reached in, and planted her lips on mine. I opened my lips and shared a very passionate kiss, and my hands moved down on her body and grabbed that sexy ass, and pulled her in tight.

We broke the kiss and just looked into each other's eyes. I asked her if it was as good as she thought it would be and what else she had in her mind.

Sharon said, “There is one thing. You have way too many clothes on. I want to see what you're hiding down here as she is rubbing her hand up and down over my hard throbbing cock.”

I reached to the sides of my sports bra and pulled it up and off showing off my beautiful firm breasts.

She brought her hands up and cupped my breasts, started to kiss, lick, and suckle my nipples, and got me turned on. After a few minutes, I sat her on the edge of the bed and was standing in front of her closely.

Sharon's hands slid up to the top of my shorts, slid her thumbs inside, grabbed them, and slowly started to pull them down. As they came down, the head of my cock popped out. She continued to pull them down, and my fully hard cock was exposed and standing tall and proud. Her eyes became big, and her mouth started to water; I asked what was wrong. She said that she had never seen a cock so big and thick as mine and put my James' to shame. She stroked it with one hand and cupped my plum-sized balls with the other. She asked if she can taste and suck it.

“It's all yours,” I said.

“I have never done it before because James doesn't believe in oral sex,” she said. “After all, it's dirty.”

“Sweetheart, you don't know what you're missing.”

She started to make love to my cock. Thinking, she's pretty good at it for someone who has never done this before. I placed my hands on the back of her head and slowly pumped my cock in and out of her mouth. A few minutes later, I pulled my dripping wet cock out of her mouth and laid her back on the bed, spread her sexy legs, and went down on her dripping wet, tight pussy.

I kissed all around her lips, pushing her legs up and apart to start licking and kissing up to the tiny star of her ass and to rim her. Soon, she began to shake and quiver. I worked my way back down to her pussy and, with a flat tongue, started to work my magic.

I brought her to three orgasms when she begged me to stop. Climbing up on the bed, I pulled her up, lay beside her, and asked her how she liked it.

She responded, “Oh my god, I have never experienced anything like that,” while holding my still-hard cock. “I can't wait to get this big hard cock in my pussy.”

“You are in for a big surprise,” I said.

We were lying in bed with her on her back, legs spread wide open. I was on my side. one arm holding me up and the other one caressing her left breast as I started to lick and suck on her right nipple. Her right arm and hand were rubbing my back, and her left hand was playing with my balls, exploring my flaccid cock and bringing it back to life. She whispered into my ear that she wanted to experience that perfect specimen of a cock in all my holes.

“Well, that can be done,” I said. “Seeing you already have shocked the shit out of me by talking it completely down your throat on your first time sucking it.”

I rolled over the top of her and started to work my way down her hot body and finally reached her dripping wet, tight pussy, and gave it a couple of long, flat tongue licks, and she started to beg me to put it in her. I grabbed my cock and slowly slid it up and down her slit, wanting to tease her to get her even wetter and worked up and have her beg even more. Then, all of a sudden, I slipped two inches into her, her eyes shot wide open, and she screamed OMG, that is big and thick. I moved, slid it in and out a little bit, and took it back out. She screamed to quit teasing her and just give it to her. I slid four inches right into her and all I heard was, “OMG, OMG, OMG. ...... It's not going to fit inside me. Your too fucking big.”

She was coming again. This woman was a cum machine. Five times already, and it had only been a few hours. I pulled back out, kissed her, and asked her, “Are you sure you want this inside?”

“I can take it,” she said, “just fucking give it to me.”

“Really?” I questioned. I just slid all nine inches deep into her, and she just exploded again, all over my cock. Slowly sliding in and out, I let her get used to it. I felt her legs wrap around my waist to stop me from backing out completely. I looked into her eyes and told her it was not coming out until I was ready to cum. I picked up the pace, and she started to say she wanted it harder.

“Don't make love to me, FUCK THE SHIT OUT OF ME !!”

After five minutes, I pulled out of her and rolled her over onto her knees and her forearms with her ass sticking high in the air. She asked what I was going to do to her. I told her it was a surprise as I spread her sweet ass cheeks and planted kisses and licked my way from her dripping wide open pussy to her tight asshole just begging to be licked and eaten out. I made my way up to it, licked it all around it, and slid my middle finger up to my knuckle.

She screamed at the top of her lung, “OH MY FUCKING GOD !!”

I guessed that James never did that to her. I slid my finger out and stuck my tongue in as far as I could and slid it in and out. While I was doing this, I had one hand under her, playing with her hard rock clit. The next thing I knew, she had another climax. I moved back and lined up my dripping hard cock and slid it back into her wet pussy, and just started pounding her. I grabbed her hips and walked backward on my knees to the end of the bed, and I could stand up to continue to pound her from behind.

I reached up to her breasts and grabbed them as I plowed her and started to pinch her hard nipples. She exploded again and squirted all over the bed. Then it was my turn to explode, and I asked her where she wanted it. All over her sexy ass, or her back, or fill her tortured pussy?

Trying to catch her breath, she screamed, “FILL MY PUSSY!!”

As I exploded, I continued to pump away until I had deposited everything I had in there. She completely collapsed on the bed, and I crawled up next to her, trying to catch my breath with my eyes closed. The next thing I felt was a pair of wet lips around my tired cock. As I opened my eyes, I saw a wide open, cum filled, dripping pussy being lowered to my face.

 Sharon said, “How about an appetizer before dinner? I’ve had mine, and this is yours.”

“Damn, I love having a cream pie as an appetizer before dinner.”

The next part to come soon...