Room And Broad For The Night: Cheap

Author: Master_Vyle

The BFE and the BHE, the Best Fuck Ever and the Best Head Ever. I got them, and you probably won’t believe it, just one time and with one person several years ago. It is a night I just can’t get out of my head, and there’s not a day that goes by when I don’t think of it at some point. It was in September 1993. I can remember clearly because I was headed to Key West to meet up with my friend from high school, Austin, who’s band had a steady gig at one of the nightclubs there. Austin’s drummer had been too homesick to keep living there, so I had jumped at the chance to leave North Carolina behind for the Florida Keys.
   
I left in the early afternoon on a Sunday, sure that I would be there by Monday evening if I didn’t kill myself trying to get there too fast. I took 95 South almost all the way there, and that is a little funny because a group named 95 South had a big hit around that time called ‘Whoot, There It Is!’. In fact I listened to it on the radio a couple of times during the trip, thinking I was somehow sampling the local flavor by listening to the Top 40 and rap stations as I drove down the Interstate. Although most of the time I was listening to Sepultra’s Chaos A.D. CD which had just come out a few weeks before I went on the move.
   
Yes, I was still into metal at the time because there were a lot of real metal bands out there, and it was before Metallica pulled all their crap. Fuckers.
   
On the other side of the dial though a “BOOTY” revolution was going on. It had kind of started with ‘Baby Got Back’ and kept on going with other songs over the next few years like ‘Dazzey Duks’, and ‘Dunkie Butt’. The only time before that I remember an ass song being big was when I was a kid and there was this disco song called ‘Ain’t Gonna Bump No More (With No big fat woman)’.
   
Okay, I know I’m getting all off the subject, talking about music, but I do have to mention just one more song. My best friend Eddie had a thing for rap and The 2 Live Crew, so of course after they had their one album banned he was the first one to get everything they came out with after that as soon as it hit the street. So he got the next album and listened to it over and over whenever we’d all go cursing, and there was a song on it called, ‘Ugly As Fuck’. If you’ve never heard it before you’ve got to download it, because, little did I know then, it really is true. I think about one line from that song over and over whenever I think back to that night. It goes, “The pussy was good, but she was ugly as fuck.”
   
Okay, here’s how things got started. I was going down 95 South and it was getting time to check in some place for the night, because I was just starting to get tired. I was jazzed to be going to Key West, but still, even when you’re 22 you start to run out of energy eventually. But I didn’t want to stop anywhere on the coast because I figured the rates would be higher, so my plan was to get off 95 and go five miles or so to see if I could find a motel that wouldn’t charge an outrageous price for a night.
   
Just past New Smyrna I took a turn onto 44 West, headed toward De Land. Five miles was a bad estimate on my part. Yawning and my eyes tearing I went on for forever, which actually about 15 miles, but after being on the road for most of the day I was tired as fuck.
   
I finally saw an exit for a town called Easlund, so I took that feeling pretty sure that there would be at least one motel there. Sure enough there were three right after I got to the top of the ramp, but two of them had No Vacancy signs turned on. So I took my car and guided to the last one, a place called Carol’s Star Motel.
   
I pulled up to the office, killed the engine and turned off the lights. It was a flat expanse of one story buildings that looked like they each had three or four rooms apiece. It was red brick, with a red roof and neon border all the way around, a cross between the typical no-tell motel and typical local steakhouse.
   
Getting out I looked at the door to the office. The glass was fairly clear, with just a faint hint of dust smudged and smeared down it. I could clearly see the front desk, and right then there was no one standing behind it. Up on a wall there was a TV mounted to the left of the desk, just across from on open door behind the office, and it looked like the local news was on.
   
For a second I thought about having a cigarette before going in, but decided against it. Since I was there I might as well get the room first and then I could light one up and relax in a bed. I opened the door and a mini cow bell on the inside handle tinkled and clang as I stepped in. The office smelled a little musty, a mixture of mold and stale smoke. “Anybody here?,” I called.
   
“Just a sec,” came a woman’s voice somewhere from in the room behind the desk.
   
I stepped up and rested my elbows on the counter top. Glancing down I noticed there was a huge hubcap sitting off to one side containing a mountain of cigarette butts. Seeing it was okay I took out my pack of Winston and got one. I had just taken my first drag and slipped the pack back in my shirt pocket when the woman came in through the doorway behind the desk.
   
I really didn’t think anything of her when I got my first look. It was just like seeing anyone else you would see in a motel office, or restaurant, or grocery store and you had no sexual interest in them, they always just look like people. I did however think she looked unfortunately homely. She had a deeply lined face, with sunken eyes and goofy big lips, all framed in with limp brown hair that probably would have looked better if she used conditioner, or at least a shampoo that hadn’t been big in the 70’s. I thought she was maybe between 60 and 65, but as time has passed I realize that when you’re in your 20’s your age perception adds on about ten years, so she might have been between 50 and 55.
   
She did have on an Iron Maiden, Killers, t-shirt, which I thought was pretty cool for someone who was so old. Under the shirt it looked as if everything was hanging pretty loose, so I was pretty sure that she wasn’t wearing a bra. She also had herself stuffed into a tight pair of faded jeans, making her one of the first muffin tops I had ever seen despite the fact that the tail of her shirt hung low enough to cover any skin at that moment. She sat her hands on the desk, tapping her black nails before reaching beside the hubcap ashtray and sliding a pack of Merit Ultima from behind it. On each finger she had a silver and turquoise ring, what I call flea market rings.
   
“Can I help you?,” she asked.
   
“Yeah, I need to get a room for the night,” I said.
   
She got out a cigarette and lit it, quickly exhaling a billowy white cloud. She glanced to the ledger on the desk and shook her head. She put the cigarette in her lips and took another drag. “Sorry, bud, but we’re all full.” She had exhaled her smoke as she gave her reply.
   
I cut my eyes to the window and through it to the sign in front of the motel. “Your sign says, Vacancy,” I pointed out.
   
The woman took another drag off her cigarette and leaned close to the window on her side of the desk. “Shit,” she sighed. “I’m sorry.” She reached under the counter and pulled, flipping a switch.
   
Outside a neon NO flickered and came to life beside where it said VACANCY.
   
Taking another drag off my own cigarette I sighed. I heard a tick, tick and looking to the door I saw that huge drops of water were hitting the glass. I though that this was just great, because now it was going to rain on top of everything. I looked back to where she stood behind the counter taking another drag own her cigarette. “Is there any other motels down the road, Carol?”
   
She smiled, her big goofy lips peeling back to reveal a set of equally goofy looking teeth, that seemed to me to be miraculously straight. She was smiling, I think, because I had assumed that she was the Carol of the Carol’s Star Motel. She took the cigarette out of her mouth, which she had already smoked to the filter, and rubbed it out among the million butts already in the hubcap. “There’s a lot just up in De Land,” she told me. “Just another five miles.”
   
Well there that was again. I had hoped to find a motel five miles after I got off of 95. I felt so tired that I didn’t want to even get back into the car and drive any further, especially now that it was starting to rain. I though, taking another drag, that I could just find an empty parking space there or at one of the other two motels and take a nap. That way I might be able to save a little more money for the road.
   
Carol lit another cigarette and looked to where I stood looking out the door as the rain come down a little harder. “You don’t want to go out in that, bud. I don’t blame you.”
   
“Yeah”, I said. “But it doesn’t look like there’s much choice.”
   
As I looked back she flashed her toothy smile again. “Well, I could let you stay at my place.” She craned her head to the side, indicating the open door behind the desk that she had come through.
   
“Naw, I wouldn’t want to get you in trouble,” I said. It seemed like the right and logical thing to say, even though I was all about trouble back then.
   
“Well, I won’t get in trouble,” she said. Pausing, she took a drag off her cigarette. “I mean I am Carol, right? Who’s gonna get me in trouble?”
   
I laughed. Of course. She wouldn’t get into any trouble because she owned the place. “Yeah, you’re right.” I was done with my cigarette so I stepped to the counter and rubbed it out in the hubcap ashtray. Then immediately I reached into my back pocket and took my wallet out. “How much do you want?”
   
Smiling, she took another drag off her cigarette. Then she laughed, coughing a little as she exhaled. “I’m not going to make you pay,” she said. Then she got a mischievous grin on her goofy mouth. “Not with money, anyway.” Calmly she put the Merit to her lips and took a long drag. The air was still enough at that moment that I could hear the sound of the paper and tobacco burning.
   
Okay, so I was 22, but far from stupid. I knew without a shadow of a doubt what she meant, and I knew that she was not joking. And already, although I was a little shocked, I didn’t really care. Any single guy between 16 and 24 knows when you’re that age it just doesn’t matter. Fat, skinny, tall, short, younger, older, hot, medium or 100% the ugliest monster walking the face of the earth, if it has a pussy and is willing to be fucked, you’re going to fuck if, if for nothing but the experience points. I had been going through a dry spell for about three months anyhow, and my cock was already semi-hard at the slimmest possibility that I would be fucking her.
   
Besides, I was sure she wouldn’t want too much anyway. I would give her the cock for a few minutes, make her cum and then she would fall to sleep for the night and I would be on my merry way in the morning. It would take five minutes, 15 at the very most before the whole thing was over.
   
Boy was I stupid about that though, and so wrong.
   
Calmly I fished my pack of Winston back up and lit another cigarette of my own. The young stud decided to reward her suggestiveness with some bravado of my own.

“Well, do you think you can handle me, Carol?,” I questioned, doing my best to make it sound like I though she was joking, just in case she turned out to really be.
   
She just grinned back. “Yes, bud. With no problem at all.” She stepped to the far end of the counter and raised the flapper door on top of it, and as she looked back at me there was a gleam in her eyes that told me I was not wrong at all.
   
I took a step, then hesitated, stopping to look back at my car. “Do you need me to move my car out of the way?”
   
She closed her eyes slightly and shook her head.
   
“Do you need to lock up?”
   
She shook her head again. “Naw. Just in case someone has an emergency.”
   
I nodded, then moved toward the open flapper to accept her invitation. She seemed confident and sure of the situation, and my need for a little pussy and to jack up my experience points helped me put off an air of confidence as well. I stepped behind the counter, only remotely thinking about the car and the fact that pretty much everything I owned was in it.
   
Carol closed the flapper door and gave me a wink. She reached to the counter and grabbed her cigarettes. Then she walked up to me and gave the left cheek of my ass a light squeeze as she passed around me to go through the door. “Come on in, bud, no need to be shy.”
   
I had no intention of being shy. I took another drag off my cigarette and followed her through the door and down a narrow hall, that was only about four feet in length, emerging into the next room. I was a little surprised, because the room was a lot bigger than the office and probably bigger than all the other rooms at the motel. It was maybe just smaller than the living room of my parents’ house. There was a bed in one corner with a nightstand beside it, a sofa along the opposite wall underneath a large curtained window, a small coffee table, and a dresser facing the bed on the opposite wall with a TV sitting on it. The carpet, I remember, was brown and looked well worn. There was an open door just beside the dresser and at a glance I could see that it was a bathroom.
   
The room reeked too. Not just the mold and stale cigarette smell of the office though. There was the smell of musty sweat, mixed with old beer, rotten bananas and a healthy dose of burnt marijuana.
   
I was 22, remember, so I was thinking maybe I could score a joint or two for the road if there was any to be had.
   
Carol stood looking at me for a second with her goofy looking smile from around her cigarette. Then she reached down and peeled her Iron Maiden t-shirt up to reveal, just as I suspected at first sight, she indeed was not wearing a bra. Her breasts looked like they might be C cups, or at the very least they once were. They were not well rounded, but kind of flat, big pink nipples pointing to the floor. Everywhere else under her shirt she seemed to have a few extra contours that I had never seen on a woman before, but it was not a lot of flabby, wrinkly, elephant skin like you’re thinking. The only place that seemed kind of loose was her stomach, which hung out and wobbled a little more than I would have thought it would. I was kind of amazed that she had gotten her shirt off without taking her cigarette out of her mouth or loosing it in the fabric. It was something I had never seen before, but after I did get to Key West there was a guy named Frank who played bass in the band that could do the same thing.
   
As she looked back to me, grinning, I stepped over to the side of the bed nearest the nightstand and sank down on what felt like a well worn mattress. There was a black molded ashtray on the nightstand and it was overflowing just like the hubcap on the front desk. I thumped my ashes into it, glancing at a couple of pictures that were also sitting on the nightstand. She was in both of them, along with a different woolly and burly looking guy in each one. She was hugged up close to one as they sat behind a table. That guy had a jolly looking round face with a salt and pepper beard, and he was wearing mirrored shades and an orange Phillip’s 76 cap. In the other picture she was standing in front of a semi truck rig by another bearded guy wearing a quilted vest and clutching a nasty looking cigar in his teeth. Carol was a little younger in this picture, wearing a pink halter and a short, hip hugging, black skirt. The outfit did not exactly flatter her body, but she also did not have all the extra curves and dips that she had as she stood bare chested across from me at that moment.
   
Carol took her cigarette out of her mouth after taking a drag. “So, where you from, bud?”
   
“North Carolina.”
   
“Oh,” she said, giving a nod. With her left eye she gave a slight wink. “And where you headed?”
   
Not to be outdone I decided to get my own shirt off as well. I sat my smoldering cigarette down in the ashtray, then peeled my t-shirt up. “I’m headed to Key West. My friend has a job for me in his band.”
   
She threw her shirt aside and stepped through the entry to the bathroom. “In a band, huh?” She disappeared into the darkened room. “What do you play?,” her voice drifted from out of sight.
   
I shifted on the bed, wondering what she was doing. My cock was already primed, hard, stiff and aching to get out of my pants. “I’m a drummer.”
   
“Oh, a drummer,” her voice came back, sounding delighted. “That means you’ll have some pretty good rhythm.” She leaned out, peeking her head back through the bathroom door, smiling widely enough to show the tops of her teeth through her lips. “And you’re how old, bud?”
   
“Twenty-two.” I reached back and picked my cigarette back up, taking a drag. I think I thought it would make me look like a cool and sophisticated 22.
   
Carol’s grin broadened. “Then I guess that means it’s okay if I give you a drink.”
   
I nodded. “Sure.” That sounded fine. Of course it would have sounded better if she was offering me some of the pot I could smell lingering in the room, but as I was about to get a free drink and laid I was not going to push my luck.
   
She ducked back into the bathroom, where unknown to me at the time was a mini refrigerator, and emerged a second later, still only dressed from the waist down. She had a bottle of Pabst in each hand, and there was a slight tinking and scraping as they rubbed against her rings as she stepped up to me. Her nipples seemed to jiggle on the ends of her tits as she came to a stop and offered me one of the bottles.
   
I took the offered bottle with a smile and took a sip. It was not my usual beer, but it was free, so I was not going to complain about the taste.
   
“You look ready to go,” she said. She leaned down as she took a sip of her beer, holding the bottle between her middle and ring finger as she held her still smoking cigarette between her index and middle finger on the same hand.
   
I tensed up, letting out a slight sigh as she reached down and rubbed my aching cock through my pants with her free hand. I didn’t want to sound too surprised, but for some reason I did feel a little surprised that all of this was happening.
   
Finished with her rub she straightened up, and flipping her wrist she took a final drag off her cigarette before passing it to her other hand and rubbing it out in the ashtray.
   
I took that as a slight cue and sat my beer down on the table. Then I rubbed out my own cigarette.
   
As her smile stretched to its broadest her cheeks picked up and this made her face start to look slightly cute. Her tongue darted out and she licked her upper lip quickly. “Why don’t we make you more comfortable,” she suggested.
   
“Okay.” I had no problem with that.
   
She put her beer down beside mine. Then she reached down and grabbed my feet, quickly twisting each of them slightly to pop both of my shoes off. With a sexy and seductive smile on her face, (that’s right sexy and seductive), she put a knee on the mattress between my legs and stretched forward to grab the top of my jeans. There was a tug as she grabbed my belt and undid it. This was quickly followed by her undoing the button and unzipping my zipper. She let out a little moan as she grabbed each side of the opening and pulled to open the top of my jeans as far as she could, as if she was peeling a banana.
   
I could feel my own heart race a little. It had been what seemed like forever, because when you’re 22 a month or two seems like forever, since I had had a girl undressing me. It was also exciting because it was a first. It wasn’t just my first time with an older woman, but it was also the first time I had ever had anyone work at my pants so aggressively to get them off.
   
“Mmmmm,” she cooed as she started shucking my pants down.
   
I knew it was not the first time that she had ever done that. And at that moment I also realized that this was probably not the first time she had lured some poor and stranded traveler back to her room. In fact I was willing to bet there were plenty of vacant rooms at the motel right at that moment. This was probably all a clever plot on Carol’s part to get herself laid.
   
Again, I was 22. I was perfectly fine with her methods, if that was indeed what was really going on. Honestly, I probably been more than willing to go if she had just asked.
   
To help her along I raised my ass up and grabbed the top of my pants and pushed them. Together we worked, her pulling and me shifting my position so that she could work them off. Once they were at my knees I reached back up and grabbed the top of my underwear, sliding them down as she tugged my jeans the rest of the way off.
   
Carol had a pleased look on her face as she looked at my stiff cock.
   
I have to admit to myself that, especially then, I was proud of my jutting boner. Not to brag, but I am just a little over six inches. I’m not Long Dong Silver, but I’ve not gotten any complaints yet.
   
I leaned back against her pillows, relaxing a little bit. I smiled to myself as my cock pointed to the ceiling, waiting for her to get her own jeans off once she slipped the leg holes of my briefs past my ankles.
   
However, right then, something even more unexpected happened. Carol repositioned herself slightly, laying herself out between my legs. I tensed and let out a breath as she wrapped her fingers around my cock and slowly started to stroke it, the hard feel of her rings going along the shaft adding to the sensation. I craned my neck so I could look down, and the next thing I saw was her closing her eyes and slipping her big lips over the head of my cock. I let out another sigh and moaned slightly as she pushed her head down, taking every inch into her mouth.
   
Okay, this was not the first blow job I had gotten at this point. However it was the first one I had ever gotten willingly, with no hesitating or complaining or coaxing. I had never had a woman just go down on me like she did that night. I hadn’t even asked and she was right on it, her head bobbing up and down.
   
BHE?
   
Oh, yeah!
   
I knew it then just like I know now. It was the best head I had ever gotten up to that point, and to this day no one has ever done it any better.
   
Carol was on her stomach, back arched slightly as she sucked my cock. She stroked me with one hand as she did, while she alternated cupping and rubbing my balls with the other hand or using the thumb and index finger to squeeze the place where my ball sack started rather tightly. Her doing this made me feel like I was between coming and backing way off right at the same time. It was the first time that getting head had ever been such mind-blowing for me, and it was the first time it was more than just some stroking and sucking at the same time.
   
I hissed and sighed to myself as she went on, and sat up a little more so I had a good view of Carol going to work. Her eyes were closed as her head bobbed up and down. Reaching out I touched her unruly brown hair. That seemed to encourage her on a little more, she sucked harder, pressing her tongue against the underside of my shaft each time she took her head back up.
   
“Ah,” I gasped, not able to hold my excitement back.
   
Carol apparently was not ready for me to go. She backed off, slowing her pace, but continuing to suck on me for another minute or so. She let a breath out of her nose, opening her mouth and sighing. Then she took her head all the way up, again licking the underside of my cock shaft before going back down one more time. After that she took her mouth off of me and lowered her head back down. She gently kissed my balls, and teasingly nibbled at the loose skin of the sack before licking back up the shaft again. She looked up to me, and it has always stuck out in my mind at that moment that she had dark circles under her eyes. Then she stretched her big lips over the head and she gave it a couple of hard sucks that made me squirm before releasing me and taking a breath.
   
“Damn!,” I gasped in a low whisper.
   
Carol smiled and hummed. She had both hands wrapped around my cock, stroking it slowly and lightly. “Never had head before?,” she asked, her tone sounding mischievous.
   
“Mmm, not that good,” I replied.
   
She kissed the head, then started batting it with her tongue. After a second she dipped the tip of her tongue into the slit as she placed a hand back on my balls and began to massage them.
   
“God, damn,” I groaned.
   
Carol let out a little laugh. Then she lowered her head slightly and gave my cock head several light kisses. The whole time she kept kneading and massaging my balls as she stroked my ridged shaft. I thought that I was going to go off at any second and coat her lips and chin with hot cum, but yet it did not happen. Experience had no doubt made her very skilled on knowing just how far to go and not to go.
   
“You want to put that hard thing somewhere nice and warm, and slippery?,” she questioned, her tone hushed and seductive. As she waited for me to say something she gave my cock head another gentle kiss.
   
“Yeah,” I finally replied, a little out of breath.
   
With that mischievous and goofy smile on her face she crawled back and raised herself up on her palms. I had a nice view of her tits swaying slightly, nipples pointed down, as she paused there for a moment. Then she rose up to her knees before slipping off the bed.
   
I turned my head to the side and watched as she picked up her bottle of Blue Ribbon and took another swig before getting the rest of the way undressed. After she put the bottle back on the nightstand the rings on her fingers seemed to dance as she took her hands to her waist and undid her jeans. It was overly apparent that this was a pair she had had to lay down in bed to put on. She grunted and twisted from side to side as she worked to shuck them off her waist and around her thighs. Underneath she had on a pair of lacy white panties, the waistband of which seemed to hug and frame the curve of her loose belly. Those she just hitched a finger into and pulled aside before working them down with one hand and stepping out of them. Sly smile on her face she looked at me dressed in nothing other than a pair of thin orange socks.
   
As I looked at her naked my eyes went right to her pussy. There was a gap, I mean a big gap, where the valley of her mons venus opened. Nestled inside this gap were the petals and folds of her pussy lips. They were big and swollen, and they seemed to be out of place even though they totally sat inside that somewhat obscene looking gap. Everything there looked stark and pronounced because she had no hair down there. Carol shaved, and this was the first time I had ever been with anyone who did that either.
   
Now, you would probably think seeing her pussy looked as if it had been very well used would be a turn off. And if I had been a few years older it might have been a turn off, and I stress might have been. Looking at her then though, all 22 and horny and working on a three month dry spell… Looking at her then though it was a turn on, and if she was in front of me right now it still would be.
   
“Come on,” I said.
   
Carol giggled and stepped to the bed.
   
As she knelt onto it and moved up over me I put my arms around her and she returned the favor. We were kissing, and that was another one of those things. I didn’t really think that there would be any kissing involved, but we were both doing it, and not only did it feel like the natural thing to do it was also not an unpleasant experience.
   
I was aware of her body moving against mine as she probed into my mouth with her tongue. I felt her tits against my chest, the nipples hard and tickling as they traced small circles on my skin each time she moved the slightest bit. Her titties were soft. They weren’t exactly a couple of a sag bags, but they were nowhere near as firm as any of the tits I had ever felt on girls my own age.
   
There was a knee slightly rubbing my cock and balls, and I groaned into her mouth. My head was reeling a little bit, and I think I had just a slight buzz of the couple of sips of beer I had taken. Plus I was still amazed that I had not cum when she was messing with my cock earlier.
   
Reaching back she raised her ass slightly so that she could slip hand between her legs from behind and wrap her fingers around my cock again. I let out another sigh as she stroked the last couple of inches, her thumb and index finger tight around the base of the head. “Wanna get the up in me?,” she sighed.
   
FUCK YEAH!
   
“Yeah,” I whispered, my lips brushing hers.
   
Carol sat back and positioned herself, raising her ass up higher. I let out a gasp as she rubbed the head of my cock into that valley and then along the hanging petals of her pussy lips. With a couple of strokes she positioned the head between two moist folds. When she felt I was in she let go of my cock, placing the hand on her hip as she lowered her body weight down, slipping every inch into her hot and humid pussy hole. I never thought it would feel so different, getting into a pussy that was shaved. I understood why so many of my friends swore by it then, and since that night I myself have sworn by a shaved pussy as well.
   
I let out a little moan as she ground her crotch against mine. I have to admit I was surprised at how my cock fit into her pussy hole like a glove. I thought it was going to feel open and empty, judging from the way everything was open, gaping and hanging loose on the outside, but the inside was comfortable, not tight, but not too loose. I reached down with both hands and placed each one on a soft ass cheek.
   
“Your fuckin’ cock feels good in there,” she hissed. She began to pump herself up and down a little, her tits bouncing wildly even though the motion was slight. “Unh.” She looked down at me, that huge and goofy grin on her face. Then she put a hand on my cheek and rubbed. “What are you?,” she asked. “You look nice and dusty.”
   
“Uhhm. Quarter Cherokee”, I sighed. “I think. Mom’s half.”
   
“Un, yeah”, she purred. She raised herself up until my cock nearly slipped out, then slowly back down. “That’s nice.”
   
“What about you?,” I asked, trying to be playful.
   
Carol let out a laugh as she continued to ride me, her ass pressed on and off my hands. “Just a run of the mill southern white girl.” Her eyes gleamed as she looked back down. Then she threw her head back and laughed again as she picked up her pace.
   
It was not turning out the way I initially imagined. I had thought that this was just going to be a quick and sweaty fuck between a couple of horny strangers. But the pace was going slow, and we were being together as if we had known each other a long time and were very comfortable together.
   
“Ever been with an older woman before?,” she asked, looking down at me.
   
I took my hands off her ass and reached up and grabbed her downward pointing pink nipples, giving them a light and teasing twist. “No.”
   
“Uhm, no”, she giggled.
   
“No”, I repeated. I cupped her tits, again noting they were soft, yet not saggy. The skin, except for around the nipples, felt smooth and silky.
   
“Have a lot of flings?,” she questioned, still being playful as she rode me.
   
“Once or twice”, I breathed. I was sure by flings she meant one night stands.

Looking up to her I decided to give back what she was giving. “What about you? Do you lure a lot of unsuspecting travelers back here to have your way with them?” I let out a little sigh as she came all the way down and ground herself onto me rocking back and forth.
   
“Ummm,” she purred. “Not as often as I want to, bud.” She kept herself down, working at grinding my cock inside her. “I usually like something a little darker. Mmm.”
   
“A little darker?,” I whispered, savoring the feel of my cock crushed and squeezed around her insides.
   
Carol closed her eyes and leaned her head back to the ceiling. The slight change of position shifted her weight, making the last, smallest, exposed bit of my cock push up into her. “Mnn, yeah dark.” She placed her hands on my waist and pushed herself up and down on me a little harder. “Yeah, I love a nice hard and black cock, buried all the way up my cunt.”
   
I groaned and gave a sigh, finally raising my own hips to buck her up slightly off the mattress. As she raised up I did it a second time. I don’t know why but the idea made me hot. I could picture her in bed with some black guy really giving it to her, and I thought that it would be really hot to watch her doing it.
   
Then I was on fire, overheating as several thoughts and ideas I had never had before went through my head. I let go of her tits as we thrust against each other and grabbed her waist. Then I pushed her up, pounding her up with a thrust that made her yelp and sigh out. Keeping my waist raised I used every bit of strength I had been able to save by just laying back and being ridden to flip us over. Carol looked a little dazed as her head hit the pillow. Her body relaxed as I pounded her with several quick thrust, thrust that were punctuated by her making a different loud noise as she closed her eyes and twisted under me.
   
Again in my head I was imagining some well hung black guy bending her over the bed and fucking her for all he was worth. It was a new idea to me. Back then black on white was still something I had not really seen or thought much of. The first interracial couple had moved to Camden when I was a junior in high school and that had only been about five years before. I hadn’t even seen any interracial scenes in any of the pornos we all used to get a hold of and watch on the weekends. Of course I am the product of an interracial relationship, as are a majority of people who I grew up with, but we’re all native and white. I was used to that and it seemed the norm. White and black however, for some reason, seemed like new territory.
   
Under me Carol moaned as I thrust my cock into her hot and dark meat craving hole. She remained relaxed for several moments, not trying to grind against me, or meet my thrust. The smirk on her face and slight rolling back of her eyes was enough to let me know she was enjoying herself. “You’re fuckin’ good,” she hissed.
   
I dipped my head down, not missing a beat, to kiss her tits. I took a nipple in my mouth and gave it a hard suck before letting it pop back out. I looked back down, doing my best to look serious, and then gave her a couple of thrust that were just a bit harder.
   
“Um, that’s it,” she breathed. I was taken off my rhythm a slight second as she swiveled her hips and raised her knees. Her hands went to my shoulders and she rubbed them, the rings on her fingers tickling slightly. Then I could feel her knees come a little higher. The heels of her sock covered feet rubbed my sides as she slowly moved them around my waist until her feet were in a position to lock her ankles together. “So good.”
   
I thought it was good too. The whole experience was a surprise. I was just starting to sweat and my heart was thudding harder. I grunted as she squeezed her legs together, encouraging me on. I know I had never been with anyone who needed it so bad before. Carol’s hip action as I fucked her was at least twice that of anyone else I had ever been with.
   
“Oh, give it to me,” she sighed. Her legs relaxed and her sock covered feet slipped down to my hips. “I want you to work my pussy. Give it to me hard.”
   
“You like it hard?,” I questioned, still not slowing my pace. I leaned down and brushed my sweating upper lip against her cool cheek.
   
“Yeah, I love it hard,” her voice sounded musing and dreamy. “Please.” She relaxed her body a little more.
   
I took the feeling of her going limp as a cue. If she wanted to lay there and take a hard fucking I was not about to refuse. I rose up instead of laying against her, and as I did I put a hand on her ass and coaxed her to lay on her right side. Carol took my guidance and soon she was laying slightly on her right. Then I grabbed her left leg and stretched it out, placing the sweaty crook of her leg on top of my right shoulder. I did not miss a thrust as I positioned her, and I was a little amazed that a woman as old as I thought she was was so flexible.
   
“Uhhhn, yeah!,” she cried out. It was more than obvious that she liked the positioning. Despite her apparent desire to lay there and have it given to her hard it seemed that she couldn’t help herself, trying to buck and grind up on my cock as I fucked into her from that awkward position. “Uhhhh-hhuu!”
   
I put a hand on her right tit and it was squeezed between her chest and the mattress each time I buried my cock home in her hot pussy hole. Somewhere in the midst of all this action, without even thinking, I had reached down and found her left hand. Our hands touched and stroked at each other, and before I knew it our fingers were laced together as I fucked her and she lay moaning and panting under me. Even then I felt a kind of connection. Having our hands laced like that made it feel like we had a loving passion for each other instead of being two people who had only met less than half an hour before.
   
“God, you’re so fuckin’ good,” she panted in a gasp.
   
“Yeah?” I was panting myself, a little out of breath. I gave her hand a squeeze.
   
“Yeah,” she agreed. She squeezed my hand back. Then she leaned up as I slammed her pussy a little harder. Bringing her face up she tried to kiss me but she couldn’t reach. Instead she pulled our hands to her and twisted them gently so she could lean up to them and kiss my wrist.
   
I don’t know. There was something about it, something about the way we were together. I felt like I was with someone I was deeply in love with, and that someone was loving me back with all her heart. I think that’s why I remember it all so well and still can’t get that night out of my head. Maybe I really haven’t found a woman that I’m truly in love with yet, one that I was so in tune with, and that’s why that night with Carol was the best fucking sex I ever had.
   
“God, you’re so good,” she gasped. “I think I’m gonna cum now.”
   
Well that was enough to let me know that I wouldn’t have to hold back anymore, or at least that much more. I picked up the pace, and now my forehead felt like it was about to be dripping with sweat. The funniest thing was that as I realized how sweaty I was it made me wonder how often she washed the sheets. Like I say it’s just one of those funny things you sometimes think at the strangest times.
   
“Oh, yeah. Oh, YEAH!,” Carol cried. With a quick shift I rolled her back onto her back, still doing my best not to miss a beat. Her legs went back around me, ankles locking, urging me on. She shuddered and gasped and her pussy squeezed my cock hard.
   
“Yeah, you like that, baby?,” I questioned. I kept my rhythm even while slightly accelerating my pace. “You like a big hard cock in there?”
   
Carol shuddered and whimpered, her legs giving my waist a hard squeeze. “YES!”
   
“You like it?”
   
“YES! YES!”
   
I had already realized she was turned on by hot talk and decided to push it a little further. “You like that big cock even if it ain’t black?”
   
“Ummm, yeah!,” she gasped. Adjusting herself she placed her right arm around me and pulled her chest to mine. Her tits were moist, a sheen of thin sweat covering them as she rubbed her chest against me.
   
“You like a big, hard black cock,” I panted as I thrust harder into her.
   
“Yeah, oh, yeah,” her voice was soft and quiet. Her right arm tried to hug me closer and she slightly ground herself onto me with shaky legs.
   
A switch inside me was like it had been flipped, and I found that I just couldn’t stop myself from going on. “I bet you wish you had a nice, hard black cock right now?”
   
“Ffffftt-mmm, yes.” Suddenly strength returned to her legs because she squeezed, her feet shifting slightly so that she could lock her ankles a little more tightly. With another whimper she gave another tight squeeze. “I’m gonna cum again.”
   
Again??!!
   
For me it was another first, something I hadn’t expected at all. I had heard some I’m just not there yets, and fuck you just missed its, but never, I’m gonna cum again. Girls I had been with before either came or didn’t. There was no coming again until it was time for round two.
   
Carol dropped back slightly, looking into my face with pleading eyes. She turned slightly and moaned as her pussy clamped down hard on my cock. When it eased up a little she looked back to me with those eyes. “Please talk dirty some more,” she gasped. “Talk to me like I’m your filthy slut.”
   
Again it was a wish that I was not going to refuse granting. Most of the other girls I had been with were not real talkers, and only two had ever wanted me to talk dirty to them. I think even they would not have wanted me to talk as dirty to them as Carol wanted me to talk to her. There was one I know that would have probably slapped me in the face and left if I called her a filthy, dirty slut.
   
And it was still funny, because even though I was with a total stranger and doing this stuff it felt like I was with someone I knew and being loving and caring. Well, at least loving and caring in a way she seemed to need it.
   
I picked up my pace, now holding nothing back. Carol had already come twice so I felt pretty sure that she would not be disappointed if I came before too much longer. I bucked back and pounded her to the old mattress hard, as if I wanted to break the lock of her ankles and shake her off my body.
   
“Uhh, UHH, UHH, AHH, UHHHH!,” she punctuated each time she was slammed onto her back with a sound of pleasure bordering on fury.
   
“Yeah, that’s it,” I panted. “You want more than this don’t you?”
   
“Nnnnhhh, YEAH!,” she cried.
   
“I bet you wish there was someone else here too. Yeah?”
   
“YEAH!”
   
I drew back and pounded her into her mattress. Once. Twice.
   
“Nuuh! Uhhhahl!”
   
Again I gave her hand a squeeze and she squeezed back.
   
“You wish there was some big and hard black guy sitting on the foot of the bed watching.”
   
“Nuh, yes, OH YES!”
   
I gave her another hard thrust. My heart was pounding like a pile driver. It felt so hard that I imagined that it alone could have shaken the bed, if not the whole room. My mind kept reeling with dirty and suggestive things to say.
   
“I bet you would suck his cock while I’m fucking you.”
   
“Yeah. It’s coming again,” she panted.
   
“You feel that big black cock in your mouth? Swelling up. Getting bigger.”
   
Carol squeezed her legs around me again. “Yes,”, her voice was dreamy as sweat broke out on her forehead just under her hairline. “Sucking his gorgeous black cock. Mmmmm, tasting his precum. Ah.”
   
“Yeah?” Now I wanted to know more. “Tell me more.”
   
Her hand squeezed mine and I squeezed back.
   
“I’m sucking him, stroking his long cock and playing with his balls.” Closing her eyes her lip quivered. She sucked a harsh breath in between tight lips as her legs relaxed for a second and then tightened again. “You’re fucking me. So good. So good.”
   
“Yeah?”
   
Carol panted. “I’m going to come again.”
   
I found that I couldn’t wait because I was getting close now. There was a tingle in the pit of my stomach and there was a tightening in the head of my cock like someone had put a knot in the tube leading to the end. “Come on again.”
   
“Mmmm, I want to cum. Wanna cum with you in my pussy and a big black cock in my mouth. Nnn, want him to cum in my mouth.”
   
“Yes,” I hissed.
   
She gave my hand another squeeze and I squeezed hers back. My hand was getting tingly and numb, and I am sure hers was too, but I doubt she wanted to let go any more than I did at that moment.
   
“I wanna cum again,” she whined, “but I want you to cum with me.”
   
“I’m gonna cum”, I panted, keeping my tone assuring. “I’m gonna cum too.”
   
“Really?” Again kind of a whine.
   
“Yes.” I bucked back and slammed her down hard. “I’m gonna cum!”
   
“Oh, yes.”
   
“I’m gonna cum as soon as that hard black cock fills your mouth up with some hot black man’s sperm.”
   
“UH! YEAH!” Her lips quivered and her eyes rolled back as she made another whimpering sound. Her legs tensed and there was a double squeeze, I was not sure if she meant to do or if it was involuntary.
   
“And you’re going to lick up every fucking drop, swallowing it down.”
   
That had been the thing which finally drove her all the way over the edge.
   
“NHH-YEAH! YEAH!,” she cried, screaming in my face. “Here it comes. HERE IT COMES!”   
   
Her pussy spasmed around my cock. Once. Twice. Three times. It kept on going, and each time it was like a hard and tugging pull from within her pussy hole that ended with a jerking squeeze.
   
I think it is needless to say that I could not take any more. I arched my back as I gave a final burst of energy, pounding myself hard enough into Carol that her ankles finally came loose and her legs opened and slipped off my sides. I was aware that I was looking into her ecstasy twisted face and seeing her eyes looking back up to me as sweat dripped off of my forehead and onto her cheeks. “Here it comes, baby!,” I hissed through my teeth.
   
“Yes?”, she panted, her insides still squeezing and pulling at me. It felt like there was a faucet turned on down there. Her pussy hole was getting slick and with each thrust I ran the risk of having my cock pushed right out of her.
   
“Yeah,” I groaned, giving her another hard thrust, dipping down and letting my chest rub against her sweaty tits each time before I rose back up to thrust into her again. “YEAH! YEAH! YEAH!”
   
Now it was my own excitement and thoughts driving me over the edge. The whole room felt steamy. It felt like steam was rising off the mattress and off of Carol’s body. In my head I was imagining being finished with her. I could see myself rolling off and watching as her imaginary black stud got in between her legs and took my place.
   
“UH-GOD!” That was the last image I could stand because I came and came hard. I let out a loud groan as I felt myself pump that first spurt of sperm into her. I continued thrusting, trying to keep my rhythm. My balls felt like they were tightening as I sent down a second spurt, and then the third. For a moment I didn’t feel like I was aware of anything else, other than my coming and filling her dank and moist pussy hole. After a moment I was aware of something else, Carol was squeezing my hand.
   
I looked down at her, only slowing my pace slightly. She leaned herself up on her elbows, pushing herself up toward my face. I gave her several quick jabs with my throbbing cock. Then I squeezed her hand back and leaned down to meet her. Closing my eyes we kissed and I felt the last huge throb as I spurted the last big part of my cum into her sopping pussy hole.
   
After a moment I slowed my pace and stopped. I laid myself on top of her and my cock finally slipped out. We laid there for a little bit, a sweaty and gasping tangled heap on her old mattress. Then I moved my head down slightly and rested it on her sweaty, cushiony tits. Carol coughed, then laughed slightly. I realized that our fingers were still laced together. I gave her hand a squeeze and she squeezed back.
   
“That was fucking awesome amazing,” she said in a dreamy tone once we had relaxed for a couple of minutes.
   
“Yeah,” I agreed, feeling a little spacey.
   
Carol wiggled her fingers slightly to loosen them. I loosened mine as well and felt our fingers slide against each other as she slipped them apart. It was throbbing in between each of my fingers where her rings had rested and made indentions. Moving my head up I looked to see her smiling up at me. She had her hand up, shaking it in an attempt to get the circulation going again. “Oh, my God, you’re so fucking good.”
   
“Thanks”, I said, trying not to sound too proud of the fact.
   
“I mean-,” she sighed. “I thought this was going to be just okay, but it was so-”
   
“Hot,” I offered.
   
“Uh-hum,” she purred.
   
Of course I understood where she was coming from, because I said near the beginning I had been thinking pretty much the same thing.
   
I had to raise up as Carol shifted. She was reaching for her beer so I got off of her and moved to sit next to her on the bed. Once she had picked hers up and taken a swig she grabbed my bottle and passed it to me. “That was one good, hot fuck,” she commented as I took a swallow.
   
“Hell yes,” I agreed.
   
“Wanna smoke?”
   
I know I came alive. “Sure.” Of course I was hoping it was some of the pot I had been smelling since I had stepped into her room.
   
Carol moved herself to the edge of the bed and leaned over the side. When she came back up she was holding my shirt. As I watched her dig into the pockets to fish out my Winstons and my lighter I felt my heart sink. She took two out of the pack, then stuck them in her mouth and lit them, taking a deep drag and exhaling a lot of smoke. Once she had passed me one she sat up beside me on the bed, crossing her legs. I couldn’t help but run a finger along the side of one orange sock covered ankle.
   
“You sure know what to say and do,” she commented after another swig of beer and drag off her cigarette.
   
“Actually it just kind of came to me,” I admitted.
   
Carol smiled, again all toothy and goofy. “You’re still good.”
   
As I lay next to her she reached over and grabbed the overflowing ashtray, sitting it at her feet so we could both use it. I still had hot thoughts running through my head. As I looked at her I really took in her features. I noticed that her face was tanned pretty dark, as well as her arms, but the rest of her was milky white. I turned her skin tone over in my mind, more keenly imagining her with a dark black man pressing his body against her. Thinking this I could feel my cock beginning to stir again.
   
“Have you ever done it?,” I found myself asking.
   
“Done what?”
   
“A threesome.”
   
Carol got a huge and toothy grin on her face. Her cheeks seemed to darken a bit. She took the final drink of her beer, then held the bottle against her body, letting it rest between her tits. “I’ve been in a lot of threesomes.”
   
“Really?” It made me more curious and a little hotter. This is the kind of thing that would usually make someone run from a chick, but at that moment I wanted to be with her again. “White guy and black guy?”
   
She laughed. “White guy and black guy. White guy and white guy. Black guy and black guy. White guy, white girl and black guy.” Looking me in the face she grinned, raising her eyebrows. “Black guy, black guy and black guy.”
   
White women and black men had went from being something I had never though of to being the only thing in my head. I tried to imagine it, Carol, naked and on her back as three black men took turns using her pussy. “I wish I had been there”, I found myself saying, only barely realizing it.
   
Carol giggled and laughed. “Oh, me too. God, that was forever ago.” She took a drag off her cigarette and flicked then reached over to sit her empty bottle back on the nightstand. “What about you?”
   
“Me?”
   
“Ever been in a threesome?”
   
I shook my head. “No. I’ve never done anything but the usual.”
   
“The usual?,” she laughed again. She leaned a little closer noticing I was getting hard again. “It really turns you on?”
   
“Yeah,” I said. “I think it’s hot.” I finished the last of the beer and passed her the bottle. As she sat it aside I had another drag off my cigarette. “How did you-.” I was not sure of how to put it. “What made you get turned on to doing it with black men? You don’t look like the type-. Well-.” I gave a slight nod toward the pictures on the nightstand.
   
There was a glow about her as she looked at me and giggled. “Nothing complicated, really. I just love to fuck.” She picked up the picture of her with the guy standing by the semi rig. “I always liked to get out on the road with someone and find new people to fuck with. I don’t get out as much as I used to, but when I have a chance-” She paused and sighed. “Just watch out.” She looked at me and winked.
   
I wondered, for what would only turn out to be the first time, what that would be like. What if, instead of going the rest of the way to Key West, I just offered for Carol to come along with me somewhere, anywhere else? What if we just took off from the motel with little money and no real plan, hitting the open road in search of nothing more than horny men who wanted to use her in any way they wanted to?
   
Carol took a deep drag, burning her cigarette the last quarter of the way down to the filter. As she exhaled she thumped the extra long ash stem off and reached down to rub it out in the ashtray at her feet. Looking over to me she grinned a little wider. “That really has turned you on,” she observed again.
   
Glancing down I could see she was right. My cock was rock hard again, stiff and ridged.
   
“Better finish your smoke,” she said.
   
I took a drag, then looked at it and exhaled. It was just a little more than half gone. “I can’t suck them down as fast as you do,” I admitted, somewhat of an apology.
   
She rocked and gave a little snicker. Then she reached over and took the Winston from between my fingers. “Yeah, I can suck a lot of things down good and fast,” she said in a very suggestive tone. She smoked my cigarette down to the filter in a drag and then extinguished it. Then she took the ashtray and put it back on the nightstand. “Ready for more, bud?”
   
I couldn’t help but smile and nod.
   
Without a word Carol positioned herself to kneel down beside my head and stretch her body out. My mind wasn’t processing what was going on fast enough because the next thing I knew she had given my cock a couple of loose strokes and then sucked it right into her mouth. I gasped, sputtering and groaning lowly. It hurt, but like that old John Cougar song said, “it hurt sooooo good.” It was another new thing for me. I had never had a girl go down on me after sex before. Hell I had a hard enough time to get one to go down on me before sex.
   
I closed my eyes, feeling them roll back a little behind my lids. Again she was doing an expert job, sucking, licking, stroking and keeping a tight ring with her thumb and index finger at the top of my ball sack. I could feel it swell bigger and as it did I gave a squeeze with my abdominal muscles, thinking maybe I could push whatever cum I had left out and into her hungry mouth.
   
Turning my head to the side I opened my eyes and looked to see Carol’s bare ass sitting right beside my face. I craned to look around as she sucked me. I moved enough to see the open gap of her pussy and the well stretched out lips within it. Her cock sucking felt so good that I really wanted to return the favor. I reached up, first rubbing her ass and then slipping my index and middle fingers into her pussy.
   
Carol cooed around a mouthful of my cock, pausing briefly and exhaling. She jacked my shaft up a couple of strokes, then put her mouth over the head and gave it a hard suck.
   
I let out another moan of my own, then I started to slowly work my fingers in and out of her pussy. She was sopping and sloppy wet, my spent sperm inside her no doubt making the walls a little slicker. I wondered what it would feel like to be fingering her like this, but instead of it being my cum inside her it belonged to some anonymous black donor. The idea was almost too much for me to take. I pushed the thought out of my head and jammed my fingers in harder.
   
Carol jerked her head up, letting my cock slip out of her mouth. “Nu-AH!” I felt her insides tense around my fingers. It seemed that she stayed pretty sensitive after coming, and I did quickly figure out that as long as she was like that it would be easy to make her come over and over.

“Harder,” she gasped before lowering her head back down and sucking my throbbing cock back into her mouth.
   
I straightened my fingers out a little and began to jab them in harder, putting them at a slight angle. The inside of her slick pussy seemed to beat with a slow and steady pulse, and I knew it would not take too much to push her to another orgasm.
   
Again I considered the feel of my own cum inside of her. I wondered if it would drive her absolutely crazy if I decided to move around and eat her out. I could just imagine licking and teasing the distended folds of her well worn pussy, kissing and nibbling. I knew to do this I would be licking my own cum, and at that moment I couldn’t bring myself to do it. I don’t know. I think I was just too much of a coward to do it, at that moment, even though I found the idea another hot one.
   
This again lead to another thought. What if, like I had been thinking moments before, it was someone else’s cum and not mine? The thought made my balls ache a little. It was kind of a hindsight though. I pushed it out of my head right then, but as the years passed I would fantasize about licking her pussy, slurping and eating out the sperm of a black stud she had been with as I watched.
   
I felt her insides spasm and clamp down as her body wobbled. She let out a slight little moan around my cock as that little orgasm subsided. I loved the feel of it and decided to make her do it again. I started to rub her ass with my free hand as I continued to jab my fingers in, slightly slowing the rhythm, but giving them to her a little harder. “You like that, baby?”
   
“Mmmmm,” she purred around a mouthful of cock.
   
“You know what would be hotter?”
   
“Mmmm?” She didn’t miss a beat.
   
I shifted just slightly, letting out a loud sigh. “It would be hotter if that wasn’t my fingers up in there.”
   
“Mmmm.”
   
“It would be hotter if that was another black stud fucking your pussy doggie style while you’re sucking my cock.”
   
“MMMMMMM!” The feel of her humming on my hard cock was enough

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