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Heather and I had been driving forever it seems, driving from Dallas to Oklahoma City in an ice storm. The highway is icy, traffic is crawling along, every sign post and group of buildings look the same in the dim illumination of the car's headlights. The dreary roads become very ominous once the fuel light starts flashing, I see a motel with a gas station and cafe. The car, as expected, started to stall and finally came to a stop in front of the motel. With a sigh I walked into the lobby and registered for the last available room.

Heather enters the room and I follow her shutting the door and locking it. I walk up behind her, grabbing her from behind wrapping my arm around her waist, whispering in her ear. " I'm so horny." She nods her head yes. My hand slids away from her face to slowly roam down toward the top of her shirt and the exposed skin there. Along the way my fingers lightly trailed their way across her throat's flesh causing a small shiver to run through her. My other arm releases her waist and slids up along her side, those fingers joining the others to dance over her breasts.

She feels her body warming as another shiver runs through her, my touching sending small electrical pulses along her nerves. " Yes, I do like a woman who knows what she likes." I say. My fingers move down to trace along the sides of her breasts through her s and bra before slipping around to the front and back up across the bared tops.
" You are going to be good to me, honey," I tell her. " You're gonna be real good."
Turning to me, she stares into my face, her mouth in a wicked smile. I simply grin mischievously back at her. My fingers begin concentrating all of their attentions to sliding back and forth along the sides of her breasts. While applying soft, firm pressure, enough to make small indentations, they travel from the two mound's back edges out to her nipples again and again. After every couple of passes the pressure I'm applying grows firmer.

I grab the top edge of her shirt with both hands and give it a yank. The garment gives easily under my hands. It rips down the center, rapidly exposing more of her bra and more of her flesh. Cool air blasts against her skin. The suddenness of all this causes Heather to inhale sharply, her breasts heaving with the action. She stares at me lust. " Oh yes," I smile. Following my gaze downward she looks at her breasts. Her nipples poking at her low riding bra's material. I still gripped the shirt and I jerked at it again, ripping it off . Now it laid on the floor, I then quickly unbutton and unzip her jeans sliding them down into a pile on the floor. I return my hands to her breasts. Again applying soft, firm pressure, I trace the edges of her bra, my fingers sliding along her flesh. " Nice," I sigh, watching my own fingers against her exposed flesh. " So nice."

Pushing her hair off her shoulder once more I kiss her shoulder, her neck. I nibble her ear lobe. My lips are light on her skin, my breath warm on her flesh. " What a beautiful woman you are," I whisper in her ear. " So hot and sexy.Just so damn beautiful," I breathe, still staring at her breasts. Heather continues breathing with soft gasps, lust is growing in her eyes. My actions are affecting her. She is loosing her control. She feels a fire smoldering deep inside her and her breathing is growing more shallow. Without thinking she leans her head a little to the side, giving me easier access to her neck and ear. " Oh yeah, don't you worry, honey," I grin. " I'm gonna take real good care of you."

With that my hands reach behind her, grabbing her bra strap. When I give it a hard yank the clasp lets go easily. This time when she inhales sharply her tits slid out from the bra. Cool air licks at her nipples, causing yet another electrically charged shiver in her. Her mouth dropping open just a little. My hands move back to her front where they cup her breasts, my thumbs sliding across her flesh and over her nipples. The already hardening little nubs stiffen more in response. Heather breathes deeply. As I continue to hold the fleshy mounds I move my thumbs over and around her nipples, my eyes gleefully watching them grow harder and harder with each passing minute.

Then I slid my hands from her breasts to her ass where I start to rub and massage her through her panties. My lips continue to run along her neck which is slowly bending further to the side. Whenever I get to her ear I would run my tongue around the inside of it and whisper to her. She listens to me breath dirty things to her, things involving my cock and her body. As she imagines how these things will feel she grows more aroused. Soon My lips just stay by her ear, my tongue flickering inside of it between dirty words. Reflexively she presses her head into me now. Feeling her legs grow weak she leans back against my chest for support. She hears low, small moans rattling in her throat.
" Ohhh," one of those moans escapes when I suddenly tweak her nipples.

Standing behind her I massage her ass while my dirty words fill her ear with heated breath. Her legs weaken more, and she leans back harder against me. She feels the bulge straining my pants. She moans " aaaahhhh..aaaahhhh," She reachs behind her wrapping her fingers onto the bulge and starts rubbing, trying to stroke my hidden cock. My hand returns to her tit and twists her nipple again. " Mmmmmmmm," she moans.
Heather's arousal is raging, shown in her expression, it is to hungry with lust and desire. She pushes her ass back into me. " Get on your knees," I tell her a minute later. She knows what I have in mind and she feels her fires flare higher with the thought of sucking my cock. " No, please," she moans lightly through her open lips as her grip on my bulge tightened. " N- No." Releasing her nipples I grab a handful of hair on top of her head and push her down roughly. " I said, get on your knees, Heather. Get down there and suck my fucking cock," I growl.

She drops to her knees quickly under my strength. Once on her knees with a hidden cock bulging beneath a pair of pants at eye level she needs little more encouragement. With my hands still tangled in her hair I step forward and Heather's hands rush at my belt and zipper. She tugs at my pants, pulling my briefs down my thighs along them. In response to the appearance of my big hard thick cock one of her hands shot forward to encircle it and she starts leaning in. " Whoa," I stop her with my handful of hair. " Slow down."

Confused, she raises her eyes to me questioningly, a couple tears present in the hunger filled orbs. " I don't just want you to suck my cock," I grin down at her. " I want you to do it right. Take my pants off, spend some time at it. I want to feel you all over down there. Give it a build up and make sure I enjoy it." She slowly nods, reluctantly she removes her hand from holding my cock and works to pull my pants the rest of the way down my legs while I remove my shirt. Once I'm completely naked she starts to pay homage to me with her lips and tongue. She kisses and licks her way across my thighs and entire pelvic region, she slowly strokes my long hard thick cock with her hand. She steadies herself by holding onto my ass with her other hand. Her actions, coupled with the anticipation of actually sucking my cock, fuels her desire. Low moans come from her as she opens and closes her lips, planting soft, wet kisses on my skin.

" Yes, honey, now you got the idea," I assured her, both my hands now in her hair. I was obviously enjoying what she was doing since she hears low moans coming from me as well. " uuuuuhhhhh..uuuuuuhhhhhh..aaaaaahhhhhhhh." Each kiss causes her to grow hotter. Each lick fans her lustful flames. She feels her pussy starting to ache and each time her mouth draws near to the hard cock she feels hungrier. She wants to feel the rigid pole pass along her lips, wants to suck on it. Seeing a drop of precum leak from its tip she reflexively reaches out her tongue to swipe it away and taste it. As she did this she looks straight up into my face. Freezing in place she waits silently asking my permission to take me into her mouth. My answer is me pushing her face forward. Her lips part as they near my cock. Slowly she slids them over the hard thick member to deliberately crawl down its length until they touch her fingers still wrapped around its base.

" Mmmmmm," she moans, holding her head still and sucking deeply. She removes her hand and slowly slids her lips along the rest of its length. Her throat becomes stuffed with the first couple of inches. " Oh God yes," I groan in response. " Fuck yes." She holds me like this for a few moments feeling her pussy quiver hungrily. She feels her juices leaking out to dampen her panties. Then she slowly slids back and dislodges most of me. When only the first inch remains in her mouth she pushes herself forward, then withdraws again. Her hand grabs my cock's base once more as she slowly pumps herself back and forth while sucking on it. As she gradually increases her pace her other hand holds onto my ass. Soon she is sliding her mouth rapidly along my cock, pumping it into her mouth.

" Oh yes, honey. Suck my cock. Suck it." My hips start rocking back and forth in unison with her movements. " Fuck me with your mouth, baby. Fuck me with your mouth."
As our pace increases my hands tighten in her hair and my hips pushes harder, taking over more and more control as my orgasm nears. Emily simply gives into my force. As she holds onto me tightly, her mouth pumping at my cock, her body rocking with our motions. Now a near continuous stream of quiet mewing comes from her throat. " Oh yes, baby. I'm gonna cum in your mouth." I moan. " Fuck me with your mouth, baby. Swallow my cum."

I hold her head firmly in place as I proceed to roughly fuck her mouth. My hips pounding into her face, my hand gripping my cock's base the only thing stopping me from shoving my cock all the way into her throat. The mixture of pain and pleasure causes her to whimper through the assault as she continues to suck on my member as best she can. " Yes, let me fuck your mouth, Emily." I growl. " Fuck your face while you suck on my cock. Suck it, Heather. Suck my cock until I cum in your mouth. Yes, Heather, suck it. I'm cumming. Swallow my cum. Swallow my cum."

Suddenly I freeze, my entire body tenses. My hips are thrust as far forward as possible, cramming her lips against her fingers. I grip her hair hard, holding her firmly in place and groaning happily. " aaaaaahhhhhh..aaaaaaaahhhhhhhhh..aaaaaaaaaaahhhhhhhhhhhh."
As my cum shoots into her mouth she swallows as fast as she can. Her fingers wrapped around my cock's base tugging and squeezing. As the last squirts of cum sprays out she continues suckling while my member starts to soften. When it finally slips from her mouth she whimpers. I chuckle, pushing her off of me.

I pull her up to her feet, I wrap my arms around her, she whimpers with the sensation of my touch. She allows herself to be led to the bed, It was there I slid her torn panties off. When it lays on the floor at her feet she stood with her nude body on full display feeling completely vulnerable and exposed for the third time that night. " Wow, would you look at how wet you are?" I exclaim. Heather knew what I meant without looking, knew that her panties are dark with her wetness. She feels her swollen labia visible and the wetness on her inner thighs. She stood there, horny and excited, her bare chest rising and falling as she pants shallowly, her legs partially spread and shaking. Then I start running my fingers on her flesh sending a series of quivering shivers coursing through her. Then I maneuver her onto the bed and the sensation of my touch causes her to whimper.

I place her with her legs spread, breasts topped by swollen nipples heaving from her panting, her head on the pillow. From beneath heavy lids she stares up at my hard thick cock and her hips begin to roll slightly upon the pillow under her ass, as hungry moans escape her open lips. " oooooohhhhhhh..oooooohhhhhh..mmmmmmmmmm."
" Do you want to be fucked?" I chuckle. " Mmmmmm," she whimpers in response. She watches me reach toward her, watches my hand lay on her inner thigh, and she feels her skin burn with my touch. Slowly my hand slids up along her thigh until it cups her mound, two bent fingers penetrating her barely to the first knuckle. My thumb hovering just above her clit, nothing except a thin space of air between the two pieces of skin. Her hips jerk, rising up trying to force contact. " Ohhh," she cries.

Her orgasm teeters on the edge, just waiting to be nudged over, and that is exactly what she wants. She whimpers again and again, her hungry desperation growing with each second as her body quivers and tenses with feverish anticipation. Through her slitted eyelids she sees my rock hard cock dangling near her. Whimpering louder she reaches for it, her fingers wrapping themselves around it and tugging. " You want my cock in your pussy?" I ask as I stare down at her. " Yes," she sighs. Her hips rolling and pushing more insistently at my hand, physically begging my to touch her aching, throbbing clit. I refuse her body's pleas, keeping my thumb just near enough to tease her without actually making contact. " Ohh. Ohh, ohhh," she whimpers and mews as she feels the hard thick cock in her hand and her orgasm teeters closer to the brink.

" You want it, Heather?" I chuckle, squeezing her tit. " You want me to fuck you? You want my cock in your wet tight pussy?" " Yes. Oh God yes." Her back arches off the bed to push her tit into my hand and she tugs harder at my cock. " Oh God yes." Her orgasm slips forward. It now hangs precariously over the edge, threatening to explode without any additional coaxing. Then her hips jerk, rolling and popping upward simultaneously. The action is too quick for me to keep my thumb from bumping her clit or my fingers from sliding further into her, and the orgasm is freed. It crashes through her body with an amazing amount of force. Her body tenses as her back arches up off the bed, her breasts being crammed into the set of hands fondling them. Her ass twisted into the bed matteress, her hips rolling and popping again and again as they hump her pussy on my fingers, grinding her clit against my thumb. Her hands grip the sheets and comforter tight. Her head rolling back on the pillow, her mouth falling open as a combination of both audible and silent moans flow from her.

" Ohhh," she whimpers as it starts to subside minutes later, her body slowly dropping back to the bed and relaxing once more. "Ohhh God!" For Heather it was another powerful orgasm she has been experiencing, and each time she doubts it could ever be topped. " That was fucking beautiful," I growl. A soft whimper escapes her as I pull away from her repositioning myself between her legs. I rest on my knees stroking my semi-hard cock as my other hand rubs her clit. In a few minutes my cock is rock hard again, I place the tip of my cock against her entrance. Being so soon after the explosive orgasm Heather did not expect her body to react so quickly, she is surprised. As my cock head parts her lips and enter her, she feels her excitement refreshed, a second orgasm immediately awakened. Her legs snap around my waist, her hips driving upward to rapidly push me deeper inside her.

" Oh God," she moans as I fill her again. We start to rock into each other, our lower bodies finding a rhythm together, our pace gradually growing into a fast rhythm. A wet sloshing noise coming from my cock pumping in and out of her pussy. With my hands gripping her waist, as I slam hard into her. I'm staring down at her lustful expression and rolling tits. " Oh God. Fuck me, fuck me," she encourages me, her head lulling from side to side. " Fuck my pussy, You bastard, fuck my pussy harder." The new orgasm is quickly building, making her hungry for its release. Her ass bounces up off the bed, fucking her pussy at me. " Fuck my pussy. Fuck me with your cock." She tells me. " Oh God yes. Fuck me, fuck me, fuck me."

Having recently cum myself, My own second orgasm is nowhere near as close as hers so I did not rush my pumping of her pussy as much as she wanted. This makes her look up at me. What she sees serves to fuel her heated loins and pending orgasm. I'm hovering above her, leering down at her lust filled features and bouncing tits while my cock slams in and out of her wet pussy. The idea of this causes her orgasm to suddenly explode inside her. " Ohhh God," she cries out.

She crams her pussy against me, burying my cock all the way inside her, her pussy clenching at my rigid member like vise. Her body arches up off the bed again, lifting her chest into the air, her swollen nipples shining atop her bouncing breasts. The site of them is too enticing for me to pass up and I clamp my mouth over one of them. This sends her orgasm into overdrive. She tries to simultaneously hold her pussy tight around my cock and more of her tit into my mouth. " Ohhh God," she cries, one hand grabbing the back of my head and shoving it against her breast. " Ohhh God yesss. Suck my tit. Fuck me. Suck my tit. Ohhh God." The orgasm crashes through her with wave after wave of pleasure, causing her body to shake and tense.

Then, as it slowly fades, her body relaxes again. My lips around her nipple, my tongue licking the hard nub, feels too good to loose so she holds my head in place, making it follow her tit down. As her hips drop I begin slamming my cock into her again and she pumps her hips back at me. " Oh yes, fuck me," she moans. " Fuck my pussy with your cock. Fuck me, fuck me, fuck me. Yes, fuck me."

My mouth remains locked firmly on her nipple, sucking. She feels the force of my thrusts growing harder as my own fires are stoked. My cock slids easily in and out of her soaked pussy, my pelvis bumping into her clit with every stroke. She whimpers and mews with pleasure between urging me to go faster as her pussy muscles clench my cock. Soon I'm slamming my cock into her roughly, ramming it into her harder with each forward thrust. " Oh yes. Oh God yes," she cries. "Fuck me. Fuck me with your cock."

Suddenly my mouth release her breast as my head roars upward. My hips slammed between her legs. My pelvis grinding against hers, bumping into her clit. My cock is buried inside her all the way. My balls slapping hard aganist her as she feels my cock throbbing and jerking, feeling it start to pump my semen into her hungry pussy. She feels my explosion kindling the embers of yet another orgasm in her. " Oh yes," she whimpers with its first, initial shivers. " Damn, that was good," I grin as the last of my load is released.
I remain hovering above her until my cock slowly slips from her pussy then I climb off and step back. She remains laying with her legs spread, her now puffy labia red and swollen, a mixture of our juices visibly leaking out. " Damn good," I re-affirmed.

" Come here, Heather," I growl. " I want you from behind. Bend over the side of the bed."
Weakly she pulls herself up and moves to lean over the side of the bed, her knees resting aganist the side of the mattress, her legs spread. I waste no time in stepping up behind her, she feels my hand on her upturned ass and she slowly turns to look over her shoulder. I stood above her, my hard cock in one hand. Seeing it she whimpers with a mixture of desire and fear. Part of her yearns for it, but the other half wants nothing to do with it. " P- Please, It will hurt," she whispers up at me. Then I shove my hard cock into her ass, she whimpers with my rough intrusion.

Heather buries her face in the mattress, I reach a hand down rubbing at her sore pussy then stuck two fingers in her. " Ohhh," she whimpers. " No, please." Surprisingly my fingers work gently in and out of her, pumping at the mixture of juices present. The flames of her orgasm are fanned by my gentleness, yet it still hurts having my cock buried in her tight ass and she whimpers with indecision. " Ohhh," she squirms. "Oh God." " Ughhh-ohhh," she moans.

For a moment I held it like this, my cock fully implanted, my balls rubbing her flesh, my hips making small rotations. Then I slowly withdraw part of my cock before sliding it back in. As my hands grip her hips and my thumbs spread her ass cheeks to give me a better view of my cock fucking her ass I begin to steadily pump myself in and out. After a few rhythmic strokes she starts to respond. The sensation of my cock fucking her ass makes her orgasm crawl toward the edge and her body rocks to pump her ass back, meeting my forward thrusts. With her face buried in the bed she fucks herself back at me.

" Oh God yes. Oh God yes," she mews into the bed. " Oh, oh, oh. Yesss. Oh God yes."
As the rhythm of my fucking increases, so does the intensity of the fire fueling her orgasm. Each thrust of my cock into her ass sends fans swirling over the glowing heat, pushing it nearer and nearer the precipice. I fill her time and time again, my rigid shaft stuffing her full and she drives herself back to meet me. " Oh God yes," she moans louder now, her ass slamming backward. " Oh God.. You Bastard. Fuck my ass. Fuck my ass with your cock." Our rhythm increases until we are slamming into each other, slamming our bodies together with a wildness echoing by a fleshy slapping sound.

" Fuck me in the ass," she cries. " Fill my ass with your cock. Fuck me, fuck me, fuck me. Oh God yes, fuck me." Her orgasm blazing toward its climax. Her body screaming for its explosive release. " Fuck my ass. Fill me with your cock. Fuck me. Fuck my ass. Fuck my ass." Her entire body is tingling with electricity. She feels the orgasm teetering on the edge, mere centimeters from crashing. " Fuck me. Fuck me. Fuck me." Her whole body starts shaking. Her ass jerking at my cock. " Fuck me in the ass. Fuck my ass Bastard. Oh God yes, fuck me."

She feels my cock growing harder, feels it filling her more. " Ohhh yes. Fuck me. Fuck my ass." Our pace is frenzied. I start jerking in my pumping actions. Behind her I moan. " uuu
ggg..uuuggg..aaaahhhh..aaaaahhhhh." My grip on her hips tightens. I begin slamming into her. No longer keeping a rhythm, only slamming hard. She can not match my frenzy. She can only lay there having her face crammed into the bed. She feels her orgasm teetering so close. My continued pounding nudging it closer and closer. " Oh, fuck yes," I roar as I slam myself forward and inside of her.

She feels my cock slam as deep into her as it could. Her orgasm hanging on the verge of crashing through her. Matching my force, she grinds herself against me. She feels my hard cock jerking within her, spurting my semen. The sensation sends her orgasm blasting through her with force, smashing its way along every single nerve. Her ass jumps and bucks on my exploding cock one second, then grinds hard against me. She whimpers, she cries, she moans. " Ohhh God," her muffled words come from the bed. " Oh God yesss. I'm cumming! I'm cumming!" " Oh yes," I agree. " Oh fuck yes."

As her own orgasm is starting to subside she feels me growing limp inside of her. My cock soon slids from her anus and she feels sperm seeping out behind it. She collapses onto the bed, panting with exhaustion. She hears me leaving, the evening had taken a lot out of her. She is on the verge of passing out when a noise caught her attention. Seeing me again, she slowly stood up. On weak and wobbly legs she walks towards me.
" I'm going to soak in a hot bath," she tells me. Without waiting for a response she pushes herself past me. On wobbly legs she heads for the bathroom and the hot, wet soaking her body so desperately needs.
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