It was nice and after looking at each other smiling for a moment, we kissed again, letting our tongues mingle. As we passionately kissed, I reached my one hand up until it cupped her left boob. Moving my hand up until I was feeling on her boob, Penny let her hand drop between my legs. Spreading my legs slightly, she moved her hand up, until she was feeling on my crotch.
When we happened to stop kissing and looked at each other, Penny smiled and then stood up. Not sure what she was doing, I looked at her inquisitively, and then smiling she motioned for me to follow her. Smiling myself, I stood up and as she took my hand, she led us back toward her bedroom.
As we went through the door, she turned and then leaning toward me, she gave me a kiss. I knew we’d be back in her bedroom and as we held each other and kissed, I again let my hand slide up to her chest. She really had small boobs and after a little while, I let my hands move until they were both on her firm little butt.
Giving her ass a gentle squeeze as we continued to kiss, she too put her hands on my ass. This made me smile to myself and then feeling a little feisty, I put both my hands down the back of her leggings. As my hands found their way further into her legging, the waist band happened to flip down a little as my hand moved past the thin band on her panties.
I could feel Penny smiling as we kissed and then she moved her hands to the front of my pants, fumbling to get them undone. Realizing what she was doing, I leaning back and took my hands out of her leggings. Smiling as she got them unbuttoned, I tried to give her better access, and immediately tried to lift her shirt over her head.
Seeing her hard little nipples, I smiled and quickly reached up feeling on her soft, flaccid little tits through her bra. Penny eventually got my pants unzipped and inched them down until they dropped to the floor. I could see her smiling and as she reached down to feel on my cock through my boxers, I rolled down her leggings a little.
After getting our clothes off, Penny climbed on the bed and as she watched me take off my shirt and my boxers, she backed up on the bed. She was seductively posing, showing off her body with one leg bent and the other spread slightly. I couldn’t believe it, but as she sheepishly looked at me, she spread her legs. She had great legs and as she looked down, I couldn’t help but look down too.
Penny had one hand on her thigh and seeing her shaved little pussy, I moved closer to the bed. Penny leaned toward me and taking hold of my hard cock, she started stroking it. It felt good and as she looked up at me standing there she asked, “Do you like that?”
She was obviously a little drunk and giving her a nod I simply said, “Yea,” as I moved right against the bed.
As se continued to jerk my cock, I was instantly hard and when she happened to lean forward a little more, I thought, “Maybe she was going to suck it.”
Instead she looked up at me and smiling, she let go, and moving to the middle of the bed, laying on her side, facing away from me, I watched as she reached back spreading her ass, and eventually started fingering her pussy from behind. I wanted to be in her and as Penny now leaned forward, spreading her legs a little more, I casually climbed on the bed behind her.
As I inched closer to the bed, Penny looked back smiling. She then reaching back, taking hold of my cock, and pulling me closer, I felt she wanted me in her. Penny awkwardly tried to rub and stroke my cock as I positioned myself behind her, but then stopped and went back to finger herself.
It was really turning me on to watch her but then she suddenly leaned forward and took something out of the nightstand. It was a tube of lube and as I watched her squeeze some out on her hand, she again reached back again fingering herself. Continuing to jerk myself wanting to fuck her as I watched, she pushed her ass back toward me.
Spreading her legs and reaching back, spreading her pussy lips she again took hold of my cock smearing some of the KY on it. Moving closer, she guided me to put it in her and as I took hold of my cock, I slowly pushed into her.
She was really tight even though she had two kids, and when I said, “You’re really tight,” she glanced back and smiling said, ”Like a virgin,” with a slight giggle.
Penny definitely wasn’t a virgin but agreeing I said, “Yea,” as I grabbed her waist and slowly started moving my cock in and out of her, fucking her.
She really was tight and when she happened to reach back and spread her ass, I couldn’t help but looked down. Seeing her tight little pucker butthole made me spread her ass cheek too, I thought about wanting to fuck her ass. Penny then spread her pussy, and as I went back to fucking her, I reached forward and felt on her little boobs.
I really wanted to cum in her; I didn’t want her to stop me, but when she suddenly rolled to her side and moved to lay on her back, I smiled and moved us up on the bed. Penny brought her knees up, and as she spread her legs, I moved between them.
She really was sexy and when our eyes met and I saw her smile, I again reached up, feeling on her boobs. Leaning down to kiss her, I reached down and tried to guide my cock in her again. As it went in, she pulled away slightly, gasped, and then wrapped her arms round my neck, holding on as I pushed into her deeper.
It felt so good and as I started moving my cock in and out of her, fucking her again, it didn’t take long. I was close to cumming, and I think Penny could sense it too, because she suddenly stopped me and said, “Don’t cum in me.”
Stopping, I looked at her and smiling, I nodded, and then after giving her a subtle kiss, I returned to fucking her. Immediately out of breath as I hunched over her with my hands under her shoulder, I tried to move faster with deliberate strokes.
Penny was now holding my sides, and feeling her trying to help, I really wanted to cum in her, but knew I had to pullout.
I was going to cum and after a couple more deliberate thrusts, I pulled out and knelt in front of her jerking off. Penny immediately leaned up on her elbows to watch and as she rubbed her fingers along her sides, I concentrated on wanting to cum.
Leaning forward as cum shot out, she pulled away slightly. Eventually after a couple good shots of cum, Penny reached out and took ahold of my cock. I could see she was smiling as she continued to stroke it.
Cum only dribbled out now, but her stomach was covered and there was a little that had dribbled down toward her pussy. It really felt good to have cum, and seeing her smiling, I took my cock from her. Looking at her as I squeezed the last few drops out, I moved to put my cock back in her.
Penny hastily said, “No, don’t!”
Smiling, Penny pushed me away and as I tried to lay next to her, she rolled off the bed, and headed into the bathroom. It wasn’t long before she returned again and rolling to my side, I could see she had a big smile on her face.
Penny quickly climbed back into bed with me and as we lay together, we kissed. Leaning toward her, I moved my hands to gently felt on her tits.
It was way late and as we lay together, cuddling we eventually both nodded off, falling asleep. Later when I happened to wake up, I realized it was actually almost morning.
Feeling I should probably get going, I stirred a little, which woke her up. Penny smiled and leaning toward me, she gave me a kiss and said, “Good morning.”
She had a big smile and as we laid there holding each other, I could see that the sun had started to creep in through the window. After a few minutes, Penny explained that her kids where coming over, which suggested I should probably get going.
After getting dressed, she walked me to the door wrapped in the sheet, and after a kiss, I left.
We didn’t talk to each other for a few days, and when we finally did, it was definitely superficial. Penny explained that her kids were spending a lot of time with her now, which told me she was going to be busy.
I hoped we might be able to meet up, but it never happened. To this day we, every time I go to the grocery store, I looked for her, hoping to run into her again.
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