My name is Matthew and this is my story. After the death of my wife due to a lengthy battle with ovarian cancer, I began to search for some female companionship. Bars, church, and friends and family were not the answer. Instead, I joined a senior outdoor group. That is where I met June.

June was approaching sixty, but looked ten years younger. She was five foot four with salt and pepper hair, nice breasts and a tight ass. We seemed to instantly hit it off and became close friends. The two of us went on all the desert, forest, and low-mountain hikes.

One day, we were hiking by ourselves. Suddenly, I heard the rattle of a Western Diamondback snake. I told June, who was scared to death of the snake, to go over to left, away from the snake. We avoided the snake and continued our desert walk.

After June felt she was safe, she grabbed me and gave a long, loving kiss. She had never done anything like that show of affection. The kiss caught me completely by surprise. June was shaken up and grabbed my hand as we walked down the trail. We came upon an outcropping of rocks and decided to sit down, rest and wait for June to calm down. June told me that she was still upset and asked if I would hold her.

I said, "Sure, everything will be fine. You are safe with me, I'll protect you."

I held June tight and close to my body and she looked up at me. It was my opportunity to repay her for the earlier kiss. I gave her a soft passionate kiss on the lips. She was surprised by my actions and returned the kiss. Suddenly, our mouths opened and out tongues met. The embrace was getting hotter and hotter.

June whispered to me, "Oh, Matthew, I wanted this to happen for such along time."

I responded, "Me too."

We continued the embrace and I began to feel her soft breast. June did not try to stop or pull away from me. I started to put more pressure on her breasts and felt her nipples becoming erect against my chest. June started to breathe heavily and my erection was starting to grow larger in my hiking shorts.
I unhooked June's bra and began to fondle her freed breast. The tit was hot with a fully erect nipple. She was beginning to cry with excitement and anticipation. June loved the ecstasy that she was feeling. Her excitement level was off the charts.

Next, I moved my hand under the waistband of her shorts and panties and felt the wetness of her pussy. June jumped with anticipation for what was about to happen to her body. I noticed that her pussy was untrimmed and had a musky aroma about it.

I told June, "Shave this and see what will happen to you."

June nodded, "Yes" and I began to finger her. She shook all over and began tell me how great she was feeling.

June whispered seductively, "Matthew, you are making me feel like a woman again. It has been so long. Don't stop. Don't ever stop."

Guess what, I was not about to stop our sexual encounter. My fingers went deeper and deeper into her and were moving furiously. My lust was trying to keep up with June's orgasms.

June purred, "Matthew make me cum with your skilled hands and fingers. It has been so long, so very long since I have really cum with a man. I want you to take me to the top of the world."

It was easy. June was so ready and the more I caressed her pussy, the higher June was getting. She had a monumental climax that she had not experienced in many years of being alone. She was sobbing in a euphoric state after her climax. We had found and pleasured each other. It was now time to leave the desert. The two of us composed ourselves and trekked back to civilization.

I said to June, "Let's have dinner, tomorrow."

I asked June if she wanted Italian, Mexican, or American cuisine. June did not care about what we were going to eat, but just her dinner companion. I said American and that would be red meat. I told her that I would pick her up at seven. We drove to the restaurant, located in Scottsdale, in my red Corvette.

June looked hot and wanton in every woman's 'little black dress' with black stockings and black leather stilettos. As she walked, her breasts bounced freely letting everyone know that she was not wearing a bra. Her nipples were erect as they rubbed against the material of the dress. The dress was naughty with a hint of cleavage and a mystique of sexiness. To me, June was dressed for an evening of total lust.

The two of us had a lovely dinner with a great bottle of wine. During dinner, I took liberties with June by brushing her breast, nibbling on her ear, and sliding my hand up her thigh toward her womanhood. She did not stop me and was delighted by how good she was feeling. June gave me a wicked smile and licked her lips with desire. To make things even hotter, June was purring and breathing erratically.

Luckily, for the two of us, the food began to arrive before we were consumed with each other. As we finished dinner, I recommend that we go to a place that had super view of the valley and where we could enjoy each other's company.

We arrived, got a table with a view, ordered some more wine and began quietly talking to each other. June was giggling and starting to feel no pain.

June leaned over and whispered to me, "Let's get out of here and go back to my place for the rest of the evening. We will really enjoy the night."

I paid the bill and set land speed record going back to June's home. We walked up to the front door and kissed passionately. June did not care about her neighbors seeing us embracing. We entered the home and June excused herself to put on something more comfortable. I went into the kitchen to get us a couple glasses of wine. Then I returned to the family room with the wine and sat down on the couch.

Jane had really gotten comfortable. She had taken off her dress and put on a full length sheer black robe. It left nothing to the imagination. There was June standing in front of me in the robe, black garter belt, freshly shaved cunt, black stockings and stilettos. I immediately got up from the couch, walked over to June and kissed her passionately on her open mouth. June was inflamed with lust and desire. I suggested that we get comfortable on the couch.

June did not immediately move to the couch. Instead, June ran her hands up and down her body. She was looking up at the ceiling and standing there with her legs spread. .June was fondling her own breasts and rubbing her freshly shaved pussy. June was her own Sonoran Desert brush fire. She was masturbating right before my eyes. It was one of the most arousing scene that I had ever witnessed in my life.

June came back to earth and began talking to me as she took a seat next to me on the couch. She was interested in becoming a hot sexy woman. From my point of view, June was well on her way. She asked me what it would take to complete her metamorphosis.

I said, "Get rid of the of the granny bra and panties, the 'cutesy' outfits, and to start to open yourself to try anything at least once in your life. I will make you my sexual pupil."

June said, "Great, I'll do that. This will be my Sexual Renaissance."

Next, she moved closer to me and we began to passionately kiss and explore each other's body. I went back to her breasts and erect nipples. June told me to suck her nipple and she began to cum in a sea of passion. I moved down her body to her steaming crotch. It was a lava pit of lust.

June started on my rock hard erection. June's breathing was heavy as she was stroking my cock. Her hand job was fantastic because of her firm but gentle touch. She had my undivided attention.

It was my turn to explore June's pussy with my nimble fingers. One, two, three, the fingers found their way into her love tunnel. We were totally involved in the other person. I decided it was time to get down on my knees in front of June and kiss, lick and tongue fuck her shaved cunt. As I ate that shaved pussy, she started to talk dirty. It was having the desired effect on both of us.

June screamed, "Matthew, eat me pussy, stick that vicious tongue of yours into me, I love it."

We were sending each other into orbit with climaxes. So, I got off my knees, June pulled down my pants and jockeys, releasing my manhood into the free world. I took off my shirt as June returned to giving me a hand job. Next, June asked sheepishly if she could suck my cock.

I replied, "Yes, and you never ever have to ask. It will always be yours for the taking."

I could tell that she had not given a fellatio for a long time. June started slowly and until she began to remember her technique. She was a pro coming out of retirement. Up and down my shaft, June licked, nibbled and sucked my throbbing rocket. She was climaxing and shaking like a leaf. June took my cock out of her mouth and let out a yelp to let me know that was a long over due orgasm. It was time to finally fuck. 

I pushed June back flat onto the couch. She looked at me with a sexual wantonness as I was about to enter her pussy. June was filled with anticipation that would soon become sexual joy and ecstasy. June responded with guttural groan as I pushed into her cunt. Her cunt was warm, moist, pulsating, and quivering. It was astounding feeling. June was ablaze with passion.

Luckily, I regained my composure as I began to make love to June. We started slowly and gently. As our momentum was building, things changed drastically. The two of us became wild animals. Dirty talking, total lust and each of us trying to destroy the other. It was a earth shattering experience,

June screamed, "I am cumming again, shoot your load into me." 

I yelled at her, "Take that June. You fuck like no one else in the world."

We both collapsed in a monumental climax. I got off of June and sat down on the couch totally spent. I looked over at June and saw my sperm oozing out of her cunt. We had just moved from being friends to 'friends with benefits'. June was about to get a sexual education from me

Part 2 will follow soon.