I was spending the day with a good friend, John. In his early sixties, a widower, polite, good looking, very funny, he could keep me laughing for ages. Not with corny jokes, just by talking. He had such a fun way of looking at the world. So, what was my problem with him?

He treated me as a friend. That was all. Just a friend. I had known him for over two years, and in all that time he never made any move on me, never had a crafty touch, or made any suggestive remark. Not even a compliment on how I looked. It was as if I was not even female, just a friend.

I was certain he was not gay. He had commented on other women we saw, and once, when I went to his home for coffee, I saw a men's magazine before he hid it away in the magazine rack. So what was his problem? Was it me? Did he just not fancy me in that way? I think I started to regard him as a challenge. Besides, I had always enjoyed older men, they were so considerate. there was no rush, just lots of foreplay, and lots of satisfaction for greedy me.

Today, we had gone to Southport, where he had a small retail unit in a collector's arcade. We went over together once a month, sometimes more in summer. He restocked and tidied his stall, while I checked out the other stalls, then we went out, my arm in his, to check out the shops.

We usually strolled around them, mainly window-shopping. Occasionally I would buy something trivial, a scarf or gloves maybe. Today I intended cracking through that shell John seemed to have erected around himself. It was rather chilly so we went for a coffee, and I determined to get him talking. I could have saved my breath, he talked about anything and everything, except why he was not interested in me as a woman. Ok, time for more pressure.

After leaving the coffee shop, I steered us into a department store and the lingerie department. I could see he was embarrassed, especially once I found a wonderfully sexy bra, in pale green, with matching bikini briefs, very lacy and almost see-through.

I held them up so he could see them clearly, and asked, "What do you think, John?" 

He had to clear his throat before answering, and all I got was a quiet, "Very nice."

I paid for them, and after a bit more shopping, including a cooked chicken from the barbecue shop, and a ready-prepared salad and fresh bread from the food counter, we headed home. Once there, he walked me to my door as always and tried to get away with a quick kiss on the cheek, but I grabbed his arm.

"Do you really need to dash home so soon, John?" I asked him.

"Well, no, not really." he admitted.

We went in, and I turned the heating on, before putting the kettle on for a drink.

Going into the living room, I told John, "Put the telly on and take your jacket off. You are not dashing off yet, are you?"

He did as I said, sitting in one of the armchairs. If he thought that would save him, he was dreaming.

"What do you want to drink, tea or coffee?" I asked.

"Coffee please, Marie." he said.

I made the drinks and returned, putting them on the side table, before dropping onto his knee, sideways on to him, and putting an arm round his neck.

"John, are you really going to run off to an empty house?" I asked, "leaving me alone to eat a solitary meal when I have just brought a roast chicken for us to have together?"

"Well, when you put it like that," he admitted, "no, of course not."

"Good," I told him, "so relax. John, how long have we known each other?"

"A little over two years," he admitted.

"Over two years," I repeated, "So tell me, what is wrong with me?"

"How do you mean?" he asked, "There is nothing wrong with you, you look wonderful."

"Then why do you avoid showing any interest in me?" I said bluntly, looking straight at him.

He closed his eyes for a moment before telling me, "Marie, beautiful Marie. I am sixty-three. I am not the stallion I once was."

He snorted before continuing, "Truth is, I never was. You are young, attractive. No, You are more than that, you are gorgeous. What can an old man like me have for you?"

I kissed him on the lips, gently, for the first time since I had known him.

"Well, for now, you could try kissing me," I suggested, "and we will worry about the rest later."

He took my suggestion, and after several minutes I broke away for breath.

"Oh, wow, John," I told him, "that was a kiss! Well, that answers one question." My hand softly touched the rather evident swelling in his trousers.

"And that answers another," I smiled, "Now, could you kindly remove that hand which seems to be holding my bottom, and I will go get some food ready for us. Salad, cold chicken, and bread ok?"

"Perfect," he told me, "Do we need any wine getting?"

"Some in the fridge, if supermarket brand is ok for you?" I said, "Grab some glasses out of that cupboard, and I will get the food."

After an enjoyable meal, (food always tastes better with good company, and interesting conversation), I refilled our glasses, and we sat on the sofa, comfortably close.

"Marie," John said quietly, "before we go any further, we need to talk."

"What's wrong, John?" I asked, "Changed your mind?"

"No, of course not," he stated, "but look. It has been a long time since I made love to any woman, let alone somebody as beautiful as you." He looked embarrassed as he continued, "What I am trying to say is, don't expect me to last long. I almost came when you touched me earlier."

I put my glass down, before kissing him softly and saying, "Oh, John. Is that all you are worried about?"

He nodded sheepishly. I kissed him again, this time feeling his arm go around me.

"Listen, If I told you that you could spend as long as you wanted," he looked at me as I spoke, "doing anything and everything you wanted with me, but no actual love-making, would you still want to stay?"

"Of course." he declared, "Any man would."

"And If told you," I added, "that this includes any dream or wish you ever had, and using hands, mouth, and a selection of toys which just happen to be in my bedside cabinet?"

"Darling, I would think all my Christmases had come at once," he told me.

"So where is the problem, my dear?" I asked, "The whole point of this is for two people to make each other happy. And if at some point, you decide to make love to me, that is fine too."

He looked relieved at this.

"Besides," I went on, "nothing in the rules says the game has to end with your climax."

He smiled, then kissed me deeply, his hand starting to explore.

"Ah, not just yet, greedy boy," I told him. "Work first. I have the washing up to get out of the way, and a couple of other little jobs to attend to before we can start."

"Soon solved," he said, landing a firm smack on my bottom as we stood, "I will wash up, you go do whatever else is needed."

I took advantage of his offer, turning up the heating a notch, and then going upstairs. When I came back down shortly after, I found him still in the kitchen, looking around to see where plates and cutlery went.

"Leave them on the worktop," I told him, "I thought you might like to see how this looked when I was wearing it. You did not seem too impressed in the shop."

I slipped off the silky dressing gown I had put on, to reveal the pale green bra and briefs I had got earlier that day. His eyes lit up at the view. They certainly were almost see-through.  

"Oh Marie," he breathed, walking over to me and hugging me, then walking with me to the living room. "You look... Wow! Words don't come close."

"I thought we could start off down here," I told him, taking a drink of my wine, "Anything you have always dreamed of, but never tried?"

He nodded. "Lots of things, sexy darling. I have had a rather boring sex life, I am afraid." 

"Then here is your chance to start changing that." I said, "Now tell me, anything at all, don't be shy."

"Well, if it is alright," he almost whispered, "I always wanted a handcuffed girl on my knee."

He looked at me as though expecting laughter or horror. I smiled, walking over to the wall unit, and taking a pair of furry pink handcuffs out of the drawer.

"I have a girlfriend who enjoys that too." I told him, as I handed them to him, "The key is there, and don't be deceived by the fur, these are steel. Once in them, the key is the only way of getting them off."

He looked at me in amazement, suddenly speechless. I turned my back to him, wrists pushed towards him. After a few seconds, he clicked the cuffs into place, making sure they were not too tight, then stroked my barely-covered bum. I sat down sideways on his knee.

"Anything else, Oh, master?" I asked, playing the humble slave girl.

In lieu of a spoken reply, I was leant backwards, and kissed deeply, and very thoroughly. Once I was sitting upright again, he started exploring my body. At first, I could feel his hands trembling as they touched me, but soon he was gaining confidence, as I started squirming gently.

I twisted my head to one side, and he nibbled my neck, something that always arouses me, and I let out a soft moan, resulting in him repeating the action. Then a hand found my nipple, hardly hidden by the flimsy fabric, and firm fingers rolled it and squeezed, causing more squirming from me. His hand went to my bottom, cupping the cheek to hold me steady.

He squeezed my bottom, whispering, "Perfect. What I would give to spank that perfect peach?"

"John, you have an almost naked, handcuffed girl on your knee, with permission to do anything and everything you ever dreamed of," I whispered back to him, "if you want it, do it, darling.

His eyes lit up at the realisation.

"Just one request, oh master," I laughed, "please, don't damage the new underwear?"

As soon as I had said that, I felt the bra undone, and slipped over my head, to slide down my arms to the handcuffs. One wrist was unlocked briefly, and the bra removed, before the cuff went back on. Now my tits were on display, and both nipples were being teased and nibbled. They were already hard and sensitive to start with, so I was soon squirming helplessly, and moaning softly for him.

Then, I was turned face down over his knees, and the briefs were slid down. One hand gripped my hip firmly to hold me in place, while the other caressed my bare arse, stroking and squeezing, before rising, and coming down sharply to spank me. I squealed at the sudden stinging smack. That was not gentle. More caressing and squeezing followed by another spank. And another, eight in total, each with the period of caressing between each stroke. I was squirming wildly by the time it was over, and my bottom was smarting.

Then the panties were slid right off, and my legs were parted slightly. A hand started rubbing along my bum crack before several fingers pushed their way in, rubbing all the way along it to the start of my slit, which by now was already very wet. Needless to say, the exploring fingers soon felt the wetness, and went further in, probing gently.

I felt myself being turned onto my back, still over his knees, with one hand under my shoulders holding me, and another between my half-open legs, probing, then rubbing along my slit, back and forth, again and again. I could feel my wetness already seeping onto my inner thighs. I was getting more and more aroused when at last, two delving fingers slid deep inside, finding that golden spot as his thumb started rubbing the clit harder. The fingers were sliding in and out in time to the thumb rubbing the clit, and I came and came for him, arched backwards and calling out, as it hit me.

The next time I was fully aware, I was lying on the sofa, a worried-looking John hovering over me. When he saw me looking up at him and smiling, he kissed me again and again.

"Marie, I am sorry, I am so sorry." he was saying.

"John, it is ok, I am fine, more than fine," I reassured him, "have you never seen a woman climax before?"

"Not like that," he admitted.

"Well, I don't always come like that," I told him, "That was a fantastic climax, very strong. You are so good, darling."

He looked pleased at the praise. My pussy was still twitching happily. He helped me to sit up, and I kissed him, feeling his arms going around me.

"Now, what other sexy dreams or wishes are you hiding?" I asked, "I enjoyed that first one so much, I can't wait to see what else you have in store for me."

He looked a little crestfallen at that. "Does that mean I have to undo you now?"  he asked.

I kissed him again. "John darling, you are my master, you get anything and everything, remember?" I reminded him. "I get released when you decide to release me, not before. Now, what else have you dreamed of doing?"

"You mean apart from having you naked in bed," he told me. "I have dreamed of that since the day we first met."

"Well, darling John, you already have me naked, so let's go upstairs," I suggested, "and maybe once you see some of my toys, you will get some new ideas."

That idea appealed to him, all right. He was a gentleman I thought, as he let me lead the way. Until I realised it was so he could watch my bottom, as we went up the stairs, and caress it every few steps. Once in the bedroom, I sat on the side of the bed.

"Smaller toys are in that cabinet", I indicated with my chin, "and bigger stuff in the bottom of that first wardrobe."

"Bigger stuff?" he queried, opening the wardrobe door and coming out with a long bar.

"Spreader bar," I explained, "you open it to the width you want, then clip my ankles to it with those straps, holds my legs open".

"Mmmm sounds fun," he exclaimed, pulling it open and locking it. "So your ankle goes in here like this? And like this?"

He stood up to admire his handiwork. My legs were very wide-spread, slightly wider than I usually have them but I was not going to spoil his enthusiasm.

"That chain in the middle, you clip that to the stud at the bottom of the bed," I told him, "Stops me squirming away from you."

He looked at the bottom of the bed, finding the stud I had fitted there, and clipped a link of the chain over it. Another delve into the wardrobe saw him emerge with a strap-on, which he put to one side, and another strap-on with double-ended prongs for two females to enjoy. That was replaced.

The bedside cabinet revealed cuffs and cords, blindfolds and ball gags. Some butt-plugs, and a selection of vibrators ranging from a five-inch baby to seven, nine and ten-inch toys plus a massive twelve-inch monster that rarely got used. John turned on a seven-inch vibe, feeling it pulsing, then turned it off again. He lay next to me, stroking gently between my wide-spread legs.

"I have heard about these," he told me, holding up the vibe, "but never seen one used. What do you do?"

"I use it when I am alone and need to come," I told him. "It is also useful for playing with when I have girlfriends staying over".

"Ah, I get it," he said, turning it on, "like this?"

He rubbed the vibe slowly along my gaping pussy, from anus to clit, slowly and deliberately, and gently, making me clench my teeth at the delicious agony, and trying to push my pussy further towards it. He smiled at my reaction. and did it again. Then he found the speed control and turned it down low before sliding it into me.

Oh God, I could feel the gentle purring making me squirm, but knew from experience I could not come with it this low. Meanwhile, John had finally started to undress. As his clothing came off, I noticed his erection was rather evident. When he was naked, he lay next to me on the bed, hands stroking my boobs.

"Marie," he murmured in my ear, "did you mean it when you said I could do anything?"

"Of course," I answered, "Why? Is there something naughty you are afraid to ask me for?"

"Actually, yes," he admitted, "but I don't know if you will like it."

I smiled at him. "John, I have done most things, and enjoyed almost all of them." I turned my head to kiss his cheek, "So, what is this awful thing you want?"

"I have always wondered what it would be like to... " he broke off, looking afraid, "I have never had oral sex." The words tumbled out.

"You mean doing it to a woman, or having it done by a woman to you?" I asked.

"Both," he admitted, "my late wife did not believe in that kind of thing. She regarded sex as something a wife had to put up with, in exchange for having a husband to look after her."

"Well, that is easily rectified," I told him, "kneel up, near my head."

He did so, and I turned my head, easily taking his erection into my mouth. As I started moving my lips up and down his shaft, he gasped with pleasure, but after a few minutes, he pulled away from me.

"Oh God, that was, oh god," he exclaimed, "I had to stop you before I came. Thank you, Marie, oh thank you."

"Are you ready for the other part?" I asked.

"What? You mean... I really can?" he looked at me in amazement.

"John, darling," I told him, "I am handcuffed, naked, and my legs are tied wide open. What is there to stop you?"

"But, how, I mean, what do I do?" he babbled.

"The same as you did so wonderfully with your fingers," I said, "You will soon know if I am enjoying it."

He settled between my outstretched legs, removing the vibe and stroking along my wet slit a few times, before lowering his mouth to me. Oh God, for a total novice, he certainly knew how to use lips and tongue. His fingers held my pussy lips wide open and his tongue traced a path along the slit, again and again, probing deep before teasing the erect clit. Once he saw my reaction to the first touch of his tongue there, he nibbled and teased it unmercifully, and I was soon writhing and bucking as much as I could. It took very little time before I was coming again for him.

Once he realised he had made me come, he lay next to me, gently caressing my boobs, and kissing me softly.

"I want to release you before we make love," he told me, "I want to feel those arms and legs around me. I have dreamt of that for so long."

Once my ankles were loose, I rolled over for him to unlock the cuffs, then turned back to face him. I put an arm around his shoulders.

"Just remember," I admonished, "It is not a race and not a competition where you get marked. This is two friends making each other happy, right? And so far, you have made me very happy indeed."

He nodded, and gave a gentle kiss to my lips, then got between my open legs. His erection was rather impressive, but I was so wet that he slid into me easily. His first few strokes were gentle. Too gentle for what I needed.

I whispered into his ear, "John, I won't break, you know. You can go harder than that."

He did. I wrapped my legs around him, my hands holding his shoulders, as he drove his entire length in and out of me, over and over, filling me, pushing me higher and higher. Before pounding into me until I came, my twitching cunt clutching his cock, forcing him to explode inside me as I cried out.

Afterwards, we lay, side by side, arms around each other, finally friends with benefits.