I was living up North at the time and it had been a bitter winter. I was in an upscale apartment and my neighbors were a mid 30s married couple named Rick and Kimber. My girlfriend, Barb and I went out with them a couple of times a month and we usually had great times. Kimber was a little cold with me but had a good relationship with Barb.

In the fall, Rick and I used up a lot of weekend afternoons watching football so I think she resented me a little because of that. She and Rick were having some problems and Im sure our football friendship didnt make things any better! I ran a successful business out of my apartment and Rick traveled a lot leaving Kimber home alone. On the weekend in question, we got dumped on with about 20 inches of snow. Barb was stuck in her apartment about 15 miles away. Kimber was stuck next door. Rick was buried in Chicago and it didnt look like he would get out for at least two days. To make matters worse the power kept going out and along with it, the heat and the lighting! I was in pretty good shape. There was enough junk food in my cabinets to survive for a few days. I had a fireplace and if all else failed, a case of wine! About 11:00 the first night of the storm I was reading by the light of the fireplace and I heard a knock on the door. When I answered there stood Kimber looking pretty frazzled. It turned out that she and Rick had been fighting for the three days before he headed out on his sales trip and that they had continued over the phone while he was gone. They were on the verge of calling it quits and were right in the middle of that conversation when the power went out and the phone lines went down. That had been about three hours before and to make matters worse, she had no fireplace, little to eat and she was freezing, upset and bored. She had come to my door as a last resort! I invited her in for junk food and to warm up. She was still pretty quiet with me so I must not have made it off her bad list but due to the circumstances it wasnt long before we were into the wine. That loosened things up a little. After awhile she started telling me about her problems with Rick and before long we were deep into a conversation about our relationships.

At this point I need to mention a little about Kimber. This was not your run-of-the-mill next door neighbor. In fact she was a kind of a snobbish, upscale, spoiled bitch. In fact, most of the problems she was having with Rick were related to the fact that she wasnt used to living in an apartment. She was more the Mercedes driving, estate living kind who had thought that her lifestyle would continue when she married him. Instead, the whole marriage had been a disappointment. He was kind of an average salesman and while their living style wasnt terrible, it was a long ways from what she had expected. She was, however, an absolute knockout! She was 58, a little on the voluptuous side, with beautiful blue eyes with curly blonde hair and long legs that looked as if she could wrap them around you twice! By the time we finished the second bottle of wine she was pretty much losing her inhibition. She had either decided I wasnt such a bad guy after all or she didnt care.

What was becoming clear was that she had decided to sprout wings. I dont know if she had concluded that she and Rick were through or whether she was going to prove something to him and to herself but I was the target and she was beginning to come on to me in a big way. At first, thinking of Rick, I resisted.

But as the wine started getting to me and her advances got stronger it was getting tougher.

The final straw was when she told me that Rick had admitted to cheating on her on a number of occasions.

It turned out that was really the reason they were struggling. Now I was feeling both horny and sympathetic a dangerous combination! The final step was when she told me that she was a licensed massage therapist not the sex kind but a real physical therapist. When I told her I didnt believe an aristocratic woman like her would get into that field she challenged me by demanding that I let her give me a massage! I was soon to learn that massage was the least of her talents and that she was not the uptight, prude aristocrat that I had made her out to be. After some bantering, she convinced me to lay face-down on a blanket in front of the fireplace and started on my back. I have to admit that she was doing a great job. She was digging in pretty deeply to my muscles but after a while they were loosening up. I thought that would be the end of it but she surprised me. If you really want a good massage youre going to have to take your shirt off. At that point I was pretty agreeable and soon I was lying face down with no shirt. Shed managed to find some oil somewhere and was applying it to my back. Soon she asked me to turn over.

I did so willingly.

Thats when things started to heat up.

Before I knew what was going on she was straddling my legs working on my chest. She had on a tight set of jeans and as she pushed up and down my chest her crotch was rubbing forcefully against my front as well.

There was no way she didnt know that I was sporting a big-time erection at that point! You seem tense she exclaimed. Why dont we loosen up these tight jeans and Ill see if I can do something about that. She didnt even wait for me to respond.

She simply unbuckled my belt, undid the button and my fly, and pulled my pants down off my legs. She stopped to admire the size of my erect length and teased, My, arent you blessed! Thats some pretty awesome equipment you have there. Roll back over on your stomach, she said, Im going to go find some more lotion. I complied.

This was getting interesting. In a few moments I heard her pop the cap on something and could hear her hands rubbing together to warm up the lotion. Then she started on my legs beginning with my feet and working her way up. She moved up the back of my thighs and didnt even slow down as she reached my buttocks, slipping her fingers under the legs and up over my soft place. I had to lift my hips up off the floor to adjust my length! She immediately went for the next step. Lets get these out of the way she said as she dragged my shorts down my legs.

Now I was completely naked and loving it.

This was going to be the massage of my life! She went back to working my back then back to my legs.

It was clear that she was teasing me by holding off on the good part. Finally it came.

Again I could feel her straddle my legs.

It felt like bare skin against mine but I couldnt see. She began to concentrate on my soft place.

My, youre muscular she said. This ought to relieve some of the stiffness.

Then she did something I had never had done to me before.

As she worked on my buttocks she started to move some lotion into the crack of my soft place. At first I thought it was just part of the massage, but soon I learned differently. She started running her thumbs up and down in my soft place crack and it was having quite an effect. Before long her thumbs were brushing across my warmth and it was getting lubricated as well.

Suddenly with almost no hesitation, she slid her finger into my soft place. It wasnt just a little way in. Her fingers were lubricated well and she slid it into the hilt and I felt a form of arousal Id never experienced as she brushed my prostate. I was getting harder and the feel of her finger buried deeply in me was maddening. I groaned and lifted my hips up off the floor trying to help her go deeper.

Get up on your hands and knees, she ordered me. I was putty in her hands. Before I knew it she had reached underneath me with her other hand and grabbed my length and started stroking. How do you like this massage? she asked.

With the finger of one of her hands jammed up my soft place and massaging my prostate and the other hand jacking me off, how else could I reply with anything but a moan! The next thing I heard was her telling me Get on your back! I complied anxious for her to continue. But I wasnt ready for what happened next. Unbeknownst to me, she had stripped when I laid face down on the blanket and was completely naked and what a sight she was. She had large, beautifully shaped breasts with long pointed nipples and a trimmed softness that I soon found out was teasing in anticipation! You didnt think this entire process was going to be for your pleasure only, did you? This was only getting better as far as I was concerned! As she grasped me in her hand, she lifted one leg up over me and soon my length was posed at the entrance to her softness. She was soaking wet and it showed as she slid down to the base of my length with almost no resistance. It was intense! Her softness felt like it was gripping me all the way in! She gasped as she pushed down to make sure she was enjoying every single inch of me and then she started a slow rocking motion. I cant believe Im playing you she said. But she was and she was doing a fantastic job. Forward and back she rocked. Over and over. Because I was already so stimulated, it was all I could do not to cum right away but I wanted to watch! I wanted to see her lost in pleasuring herself. I wanted to see the look in her eyes when she climaxed. I wanted to see her lose control! I didnt have long to wait.

Soon she was raising her hips up and slamming down on me in quest of the big one. She reached down and added another vision to my list as she started playing with her personal place trying to push herself over the edge! She started moaning and uttering a bunch of things I couldnt understand. She was pushing closer and closer. Suddenly she screamed Play me baby! Turn me over and play my brains out! No it was my turn to take charge. I flipped her over and climbed back between her legs.

I pushed her knees back against her chest trying to reach deeper and deeper into her with my length.

I slammed into her with all the force I could muster. She screamed. Yeah baby, thats it. Take me home. I wanna cum! She reached up and grasped my hips trying to pull me deeper into her. We were slamming against each other. Everything was a blur! Then it happened! I groaned, Here it cums baby as I could feel my cum stream into her.

She moaned, Oh play yeah, Im cumming too! NNNNNNGGGGgggggggggggg! Yes Yes Yes.

She exploded. The next thing I remember was waking up an hour later.

She had snuck out of the room to grab a wash cloth and was cleaning me up. I looked up at her and commented, That was incredible! Where did you get the lotion from anyhow? She smiled and said I brought it with me in my purse. I knew we were going to need it! I knew I was going to play you from the time I left my apartment! As I lay there contemplating all that had happened she stunned me yet again. Its good that I brought the lotion with me, she whispered sexily, Youre going to need it again tonight when you take my virgin soft place! All of a sudden I was hard as a rock - again.