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Nightshift Compensations

“Oh fuck, why am I doing this,” she heard herself say as she became acutely aware of the dampness fo
She knew she shouldn’t be doing it as she crept towards their bedroom but with her daughter at school and Tony deep in the arms of Morpheus it was a too good a chance to miss.  Stealthily she moved, careful not to make a sound.  She wasn't sure what would happen once she reached the edge of the bed.  Katherine knew exactly what she wanted, but she had no idea what his reaction would be to her presence and the thought of being rejected absolutely terrified her, but she was willing to take the chance after all they had joked about it during their quiet moments together but now pausing to collect herself she realised that, unlike the breathing of the ‘boy’ she was about to seduce, her own breath was labouring under the stress of her trepidation.  She was more afraid than she'd ever been, yet she was excited as well.  Compulsively a hand wandered up to a breast, where she found its nipple taut and partially extended, thinking of things to come she caressed it lightly through the lacy fabric of her bra.

She soon felt her body begin to respond, “Oh fuck, why am I doing this,” she heard herself say as she became acutely aware of the dampness forming between her thighs.  On impulse, she reached down inside her knickers, slid her fingers through her curly bush then dipped her finger into the puffy folds of her aroused womanhood before pulling her hand out then wafting it under her nose.

She could just make him out sleeping on his back as he lay in the darkened room, thankfully his head was turned away from the door and there was plenty of room on her side to slip in.  Now stood alongside Katherine denuded herself of her knickers and bra, for a woman in her forties these would have been her last bastion of defence but today her role was that of a seductress; slowly she raised the duvet then very, very gently slid into the bed, knowing that if her movements didn't wake him, the shaking of her body or touch of her cold feet surely would.  She settled down beside him; like most men he gave a slight grunt of awareness then continued with his sleep; very gently our seductress placed a nervous hand on his bare chest, again she feared some response but none came.

For a long moment she simply lay there listening to him in the darkness.  His breathing remained deep and steady.  Resisting the urge to caress him, she kept her hand completely still as it rested on his chest.  She rejoiced in the sensation of finally lying alongside him.  Her mind began to wander as to what her daughter would normally do, would she awaken him by teasing a nipple or would she make a straight grab for his cock, that magnificent cock that she now yearned for; suddenly the magnitude of what she was about to do crept to the forefront of her mind.

As quietly as she could, she just lay there allowing her body to relax into him, his left arm wedged firmly by her slightly twisted body.  The warmth of his skin seemed to radiate through her, her heart pounded as the adrenaline rushed around her body.  Suddenly he inhaled deeply then mumbled “Penny.”

His first conscious thought as he drifted out of slumber was the simple realisation that a strange weight was against his left side.  Suddenly, he realised that he was not alone, with another sharp intake of breath Tony instinctively turned his head to the left then quickly opened his eyes but he could see almost nothing in the darkness of the room, and the few shapes and forms that he was able to discern were obscured by the silhouette of someone's face.  He lifted his right hand to push the stranger away but immediately felt a hand grasp his then move it to cup something warm and fleshy.

"Shhhh," he heard a soft voice whisper.

Next he found that his hand had been placed upon a woman's breast; one substantially larger than Penny’s for it was heavy yet supple and above all filled his hand, without thinking he gave it a gentle squeeze, in response he felt its nipple rise to the occasion, no this was not Penny but still he took it between his forefinger and thumb before rolling it gently.  He heard his companion gasp and cry out softly and then felt a hand move up his arm and across his chest, up to his chin to turn his head so that he faced her before she began kissing him.  Tony felt as if his entire body was being electrified, as mature lips energised every single nerve ending.

"Katherine?" he asked with a shiver as fingers began teasing his nipples.

Ignoring his question, she increased the intensity of her kisses until her passion made him forget everything but her mouth, her exquisite breast, and the first deep stirrings in his groin.  Her lips were full and succulent, her breath sweet.  Her tongue was like a rapier in his mouth and he caressed it with his own before sucking on it.

Our seductress shifted her body enough to free his left arm from beneath her.  He took this opportunity to gently trace his fingertips about her groin and with a little help along the cleft of now sodden pussy.  As a sign of respect he toyed with its silky covering and marvelled at how curly and fine the strands were.

"Are we alone?"

"You ask some stupid questions," she replied.

She lifted his hand to her face, where first she inhaled deeply then licked it in a long swipe from the wrist to the fingertips.  Next he felt the tip of his index finger entering her mouth which she sucked all the way in with a force that made him moan involuntarily.  She held his finger for several seconds then slowly rolled her tongue before pulling it out of her mouth while at the same time maintaining a powerful suction.  Tony did not have to imagine how delicious it would be to have that mouth wrapped around his manhood for it had only been a couple of days ago that he had succumbed to Katherine’s early morning desires but never the less he still felt himself hardening into a massive erection.

Katherine released his hand and began kissing his chest.  She found a nipple and tugged on it gently.  He groped at her in the darkness and found a breast again.  He explored the smooth skin of her fine, motherly orbs before reaching down to assess the state of the rest of her body.

He discovered that below a rounded belly lay a soft mound of hair between silky thighs.  He searched further and discovered, to his delight, Katherine’s moist womanhood whilst her busy mouth and hands followed the strip of hair that ran down the middle of his torso.  He felt her kiss, then lick, then nip at his chest and stomach while he fondled her.  He could hear her breathing quicken and deepen as he stroked her wet folds and tickled her slippery clit.  She parted her legs for him, stopped her own exploration of his body, and moaned as he plunged a finger into the warm depths of her.

She resumed caressing and kissing his stomach until her hands and mouth reached the top of his pants.

"Are you sure?" he asked, his curiosity exceeded only by his arousal.

"You talk too much," she said with an inflection in her voice betraying her impatience.

Having seen the masked outline of Katherine’s body through her housecoat, the thought occurred to Tony that he could easily satisfy his curiosity by rolling over then turning on the bedside lamp.  But he wanted nothing to break this incredibly seductive scenario he was undergoing.

Soon the duvet was flung aside to be quickly followed by a hand running along the waistband of his pants.  His seductive visitor eased the elastic over his swollen cock then lifting his hips slightly off the mattress Katherine pulled his pants down.  She shifted herself onto her knees with her back towards him.  Now that his eyes were more accustomed to the dark he could see her outline; a blonde cascade of soft curls fell off her shoulders, a slightly thickened waist lead to a pair of mature hips.  He rejoiced at caressed her back then sliding his fingers along the ridge of her back he found the smooth cleft of her bottom as she pushed his pants down to his ankles where once there he quickly with a stepping motion discarded them to the floor.

Tony felt his seductress turn to face him then using her hands gently spread his limbs apart before kneeling between his legs, here he experienced a sudden twinge of fear as he realised what a vulnerable position he was in; spread-eagled with his male parts completely exposed and at her mercy.  His imagination raced along some of the terrible, painful things she could possibly do to him at this moment then with his hands by his sides, he closed his eyes, took a deep breath, and waited...

Katherine gazed down at the barely distinguishable sight in the darkness before her, god how she wished she could turn the light on now, to see his splendid erection but no, that would spoil the occasion.  She was more excited than she'd ever been in her life, but even as anxious as she was to partake of all he could give her, she wanted to make this experience last as long as possible.  As for Tony he was almost to the point of no return for he was so aroused that he was afraid he wouldn't be able to control himself.

Kneeling between his legs, she sat back on her ankles and began caressed his thighs, her eyes strained in the dark to make out his engorged member; she already knew its size and texture but what effect was today’s charade having? Was he copiously leaking pre-cum, leaning forward, she grasped his rigid penis, wiped a thumb across its leaky head then guided it into the valley between her full, firm breasts, which she then squeezed together with her hands, pressing them around his shaft.

"Fuck," he murmured.

"Different," she murmured, knowing that this attribute was one her daughter lacked.

“You bet,” he replied

She kept him enveloped within her breasts, pressing him into her, lifting her breasts to completely bury the head of his cock and then lowering them to reveal it again.  She pursed her lips each time it emerged from the top of her cleavage and relished at its soft, velvety feel as it slide between her lips.

“Oh, fuck,” Tony uttered whilst moving a hand towards his seductress’s breast, which was quickly slapped down.

She alternated between rubbing, kissing and licking his tip whilst moving her breasts in first a circular, then up-and-down motions.  She could hear his breathing now, for it was no longer even and deep but quick and shallow.  Soon she began to feel the uncontrollable twitching which to every man denotes a cock about to cum.  Being a woman of the world Katherine grabbed the base of his cock and squeezed hard, this was a new sensation to Tony who at first tried to remove Katherine’s hand then as the intense feeling of wanting to cum subsided just laid back and waited.

Kneeling over him once again, Katherine now turned her attention to her ultimate goal, with all-consuming passion she licked his hard shaft round and around, first one direction and then the other, fondling and stroking it while licking and then biting softly with her lips, careful not to hurt him by letting her appetite run away with her.  She savoured the taste of him and wanted more, until a harsh rap of reality brought her back to earth.

Removing her mouth from him with one last long suck, she reached up to place her hands at his sides then with a quick burst of agility straddled him.  She grabbed his throbbing member then rubbed its head against her pussy, back and forth and up and down, letting it tease her engorged clit and her waiting slit.  The time had come and with a gently sitting motion she slid his cock into her.

She settled herself onto him slowly, feeling the wide head of his cock work every inch of its way into her.  “Fuck its big,” she muttered to herself as he slowly filled her.  She felt his hands stroking her arms as she finally engulfed him completely and let the full weight of her body settle upon him.

"Oh, my god," she exclaimed, amazed at the intensity of her pleasure and relief that she finally had him buried deep within her, where he belonged.

"Oh, fuck...  you feel so good," he replied in a voice thick with desire.

Content for the moment to sit still on top of him, she revealed in her ownership of his manhood.  She caressed his chest, stomach, arms and thighs while savouring the feeling of her fervent pussy wrapped around him.  She felt his hands move up her arms, and she leaned forward enough to allow him to reach her breasts.  He took hold of them, and she sighed deeply.

"Oh, Katherine," he said, his voice deep and lusty.

She began moving on him now, slowly working her hips in small circles, her fingers stroking his nipples while he fondled her tits.  She felt him give her nipples a firm tug, and then he released them to pull her toward him.  Lifting his head off the pillow, he reached his mouth to her.

"Ahhhh..." she moaned blissfully as his cock rubbed against her magic spot; she took his head in her hands then guided his lips first to one breast then the other.  She held him tightly and kissed his forehead as he greedily sucked on each hard teat, for that what her nipples were, Penny had seen to that during her suckling days.  She wondered how she could possibly endure such joy, and then her lust for him overtook her.

Needing more than just suckling, Katherine released his head from her arms and laid him back on the pillows.  Her palms on his chest, she quickened the pace of her movements, urgent to feel the friction of his heavy shaft rubbing against the walls of her slippery insides.  His hands held her hips as she eagerly rocked forward...  and back...  and forward again.  Faster and faster she rode him, the force of her momentum causing her breast to move in opposite directions as she pumped him.  Soon her toes beginning to tingle, not through lack of circulation but sexual enjoyment, the prickling soon spread up her ankles to her calves, and she knew she was on the verge of a powerful climax.

Suddenly she felt his hands gripping her hips as if to constrain her movements.

"Stop," demanded Tony. "Slow down a minute; I'm that close."

Katherine complied, reluctant to let her budding orgasm fizzle, but pleased that he wanted to contain his own.  The longer this wild encounter lasted, the better it was for her for once a man has ‘shot his bolt’ that was it.  Oh why can’t Bill or Gerald treat me like this; one’s only after my arse whilst the other well all his interested in is himself.

She slowed her movements to a stop and sat quietly astride him, caressing his nipples and the hairs on his chest.  She felt his hands over her thighs, hips and abdomen then she let out a loud gasp as an enterprising thumb found her hard, exposed little clit and lightly teased it.  

Suddenly Tony took her into his arms, pulled her in tight then with their bodies in a tight embrace then rolled them over so that he was on top of her, his cock still deeply embedded within her.  At first our seductress was a bit reluctant to have lost her dominant position but now she was anxious to discover whatever he had in store for her.

Tony adjusted himself so Katherine lay between his knees and elbows.  Her hands gently caressed his back as her legs engulfed his cute arse; she was enthralled with the exploration of these exciting new territories.  Her hands travelled up and down his arms and across his back to relish the hardness of his flexed muscles; God, what must it be like to be young again.  In spite of his strength and her submissive position beneath him, she felt as if she possessed him, encompassed as he was within her arms and legs and womanly parts.

He began to slowly slide himself in and out of her...  in then then out..., tantalising her with his leisurely, youthful thrusts.  With each thrust she could feel the texture of his cock, its ribs, its veins as it slid… in…then out …in…then out; her throbbing, aching cunt screamed out in agony for satisfaction.

"Oh, more, more" panted our seductress as she tightened her legs forcing him yet deeper inside of her.  No wonder Penny adored him.

He succumbed to her need, gradually increasing the strength and speed of his movement.  As if with a will of its own, her body responded automatically, her hips and bottom reached up to meet him thrust for thrust as his cock was devoured over and over again by her adoring pussy.  Katherine panted and moaned with abandon, shamelessly expressing her passion as she climbed toward her release.  She strained to lift her lower body up higher, getting her hips at just the right angle until she could feel the head of his organ rubbing against that special sweet spot, which is the centre of a woman’s desire.  Tony sensed this change in position so he moved his hands, cupped Katherine’s arse and held her there.

Back and forth his member rubbed inside her, driving her into a frenzied state of hunger.  He relentlessly but rhythmically slammed himself into her, as their heat built up so their bodies began to perspire freely making it harder and harder to control their motions.  She begged him not to stop nor change the pace as she felt herself falling into glorious ecstasy.  If her legs were tingling now, she was unaware; every conscious perception she had was consumed with the sensations inside of her and the incredibly erotic sound of his voice encouraging her to come for him.  Her climax rose and fell in waves, a lengthy, drawn-out explosion in slow motion, and she moaned a long, guttural cry of blissful release then collapsed trembling beneath him, giving in to the post-orgasmic spasms that wracked her body like delicious little earthquakes.

She felt Tony slow his movements and she was grateful for the chance to recover.  She caressed him with her hands and legs again as her breathing and her muscles began to relax.  She remained extremely aroused but completely sated as well.

"Are you OK," he asked her.

"Oh, you have no idea," she answered with a sigh.

She was astounded at the intensity of the entire experience, from the time she entered the bedroom until now.  It had all been more amazing than she ever could have imagined, but one thing was lacking, she wanted to be the receiver of his cum, she wanted to feel the burst of seed as it left his body and raced into hers.  Impulsively and completely without conscious thought she suddenly embraced him tightly and bit him on his neck, just hard enough to hurt.

He let out a gasp and uttered, "Ouch that hurt," then with his hands under her arse he impaled her once again with a powerful thrust, filling her so completely that she felt a little twinge of pain as his cock bottomed against her cervix.  “Touché,” she cried before adjusted her hips for a more comfortable penetration as he pumped himself slowly in and out of her.  Finding the perfect position to fit him snugly but easily within her, she met his thrusts with her own as her eager body swallowed him hungrily.  She began humping her own hips to meet with his as he continued to grind against her.

He pounded his rock-hard member into her with a rhythmic if not hypnotic pace, each forceful plunge kept her groaning in ecstasy.  Banging back against him with thrusts equalling his, she felt herself entering that peculiar state of simultaneously falling and soaring, she was well past the flashing lights and rainbow colours for now she was in the land of never-never.  She embraced this quiet, gently rolling orgasm as it blossomed and spread throughout her, so different from the first remarkable explosion but just as satisfying.  And as she moaned in her sublime release, she noticed a change in the pace of her lover.

His thrusts had become slower, more deliberate, and she felt as if his already engorged cock was, impossibly, even larger and more rigid.  She could feel his excitement as if it were a tangible, touchable thing, and she kept her own movements as regular and consistent for him as she could, giving him full control of their slippery bodies.  He began moaning quietly and she urged him to cum for her, telling him how good he felt and how much she wanted to feel him let go inside her.  His first was a powerful burst which sent her completely over the top then he came in rhythmic spurts accompanied with a deep primal groan only now did she rejoice in feeling his cock pulsing, throbbing deep within her eager pussy.  Never had she felt anything more pleasurable than the extraordinary sensation of his release.

"Katherine, you were...are incredible, now I know where Penny gets it from."

"Mmmm," she replied happily.  "You were everything I hoped for...and more."

For a while he lay with her in his arms, cosy, silent and spent, basking in the comfortable warmth of her voluptuous body as he recovered from the most intense sexual encounter he'd ever experienced.  It’s said that in their youth a boy should experience at least one mature woman, how right they are.

Tony looked towards the heavily curtailed windows and no longer saw the glint of daylight trying to peep through.

With Tony’s cock now wilted and his semen slowly dribbling from her pussy Katherine gently pushed him to one side then swung her legs over the side of the bed before standing up and making her way towards the door.

"Where are you going?" Tony asked inquisitively.

"To clean up and get dressed," Katherine.  "I have to go."

"Go where?”"

"Well, you’re on nights and I’ve got to prepare a meal for when Penny comes home,”

"Fuck…yes," he replied quickly glancing at the clock.

Katherine turned away then uttered "Don’t worry, there’ll be other times."

“Can we do it with the light on next time?” he hesitantly asked

“Perhaps, we’ll see.”

With those words, Tony now knew he was in heaven.

This story is protected by International Copyright Law, by the author, all rights reserved. If found posted anywhere other than with this note attached, it has been posted without my permission.

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