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The voice overhead said, “American Airlines flight 84 to Washington Dulles is now boarding at gate 55.”

It was 10:30 on Sunday night and Spencer was taking the Red Eye to the East Coast. He never liked taking these flights, but getting in early on Monday morning was certainly better than arriving in the afternoon and being totally out of it for the week ahead. He would arrive in Washington around 6:25 local time and be at his hotel by 8:00. He would have some breakfast, check some email and be into a room by 10:00 unless there was a problem at the hotel. He had done this at least twenty times and knew the drill. It was better to arrive early than late. He would adjust to Eastern Time and be fully ready to go by Tuesday morning.

This particular trip was one that he had made several times through the years. He knew what would happen and he knew what to expect. He would arrive early on Monday and leave on Friday morning. The trip would be uneventful and produce nothing of any significance. But it was a part of his job and he had come to consider it a partial vacation. He flew east; he was a part of the conference; he had no stress; he had to make no important decisions and he returned to California rested and with lots of miles to add to his American Airlines account.

Tonight was about what he had expected. The plane wasn’t full. In fact, this flight was fairly empty as compared to flights he had taken recently. As he walked down the aisle toward his assigned seat he was thinking that the flying public was probably a little wealthier now than they had been a few years ago. People generally took these flights to save money. Now it appeared that the plane was less than half full and the flying public wasn’t interested in saving a few coins.

As the plane began to taxi, he looked around and saw that there were many empty seats available and, in fact, some completely empty rows. He determined that after the flight had reached cruising altitude that he would find one of those empty rows where he could stretch out and sleep.

When the seat belt light went out, Spencer walked down the aisle looking for just the right spot. After several rows he found two women seated together that caught his attention. As he walked past them he said, “I hope I won’t bother you, ladies, but I’m planning on taking this row behind you and making it my bed for the next few hours.” As he moved into the seat he noticed that there was no one behind him and very few people in front of the women he had spoken to.

Before Spencer sat down he leaned over the seats and spoke to the two women, “They’ll be serving some drinks and snacks in a few minutes, but as soon as they’ve done that, I’m planning on sleeping all the way to Washington.”

Leaning over the seat, he took the opportunity to check out the women. He guessed that they were probably in their early 40’s and both quite attractive. He told them, “They’ll give you a drink and a little snack. But if you are hungry, what they’ll give you will be less than you might like. They’ll be serving something that might pass for breakfast before we land in Washington.”

After some conversation Spencer offered, “My experience has been that this is a long, boring flight. They’ll sell you drinks until they run out of them and then hope that everyone falls asleep. After about an hour you shouldn’t expect to see any on the crew anywhere near us until an hour before we land.”

“Have you taken this flight many times?” one of the women asked.

“I do this about twice a year,” Spencer replied. “It’s not that I really want to, but when I have meetings in Washington on a Tuesday it helps to arrive a little early and adapt to the time change.”

The first woman smiled at him and asked, “What kind of meetings are you having? Do you work with the government?”

He laughed, “No. I’m about as far away from the government as possible, but I do work with various government departments. I work for one of the Hollywood studios and a couple of times a year I go to the east coast to talk with the various state government groups to see what incentives they are offering for filming in their states.”

“You work in Hollywood?” the more attractive woman said.

“I don’t do anything special,” Spencer said humbly. “It’s not like I work on movies or with movie stars. I work for a studio that has to make arrangements for filming in various locations. Right now there is a conference set up outside Washington DC where people from the state governments come to tell the studio people what incentives they’ll offer if we film our movies in their states. I’m probably one of twenty people from Hollywood studios there to hear their pitches.”

“Do you know any movie stars?” the second woman asked getting quite excited.

“Well,” Spencer replied, “I’ve only had sex with one starlet, so I don’t know if that counts.” He had thought that his remark would get a laugh, but was surprised when it didn’t. The two women obviously accepted his remark as factual.

Spencer sat down in the row behind the two women and began to make himself comfortable. He raised the two arm rests so that he would be able to lay flat (if that was possible). It would rather be like sleeping on a love seat, except that a love seat wouldn’t have the bumps that this one did. Spencer decided to get enough pillows from the overhead compartments to make it a little smoother to lie down.

After getting things fixed the way he wanted he looked back over the seat at the two women and asked, “What are two such pretty women doing dressed so nicely and taking a flight this late? Most people on these flights are in jeans and sweat pants.”

Both women smiled from the compliment and offered that they had been attending a meeting in the Los Angeles area and stayed an extra day to see the sights around Hollywood because they had never been there. They took the latest flight possible so that they could stay in California a little longer.

After some more small talk Spencer learned that both women were married and lived in the area around Dulles airport in Virginia. Both of them had a teenaged child. The shorter of the two women was Ann and the prettier one was Amy. As the conversation continued they became quite friendly and asked many personal questions of him. They found that he was 51 years old and was single after having been divorced for five years. They chatted and laughed with Spencer leaning over the seat between them.

As they talked he had the opportunity to size up his two new friends. Ann appeared to be about 5’4” and had a very nice body. She appeared to be the leader of the two. She was much braver about the questions she asked and the things that she said to someone she had only known for a few minutes.

Amy, on the other hand, appeared to be maybe 5’8”. She looked as though she worked out because she was trim and tight and was very attractive. He guessed that she was also very well built, but her clothes appeared to be designed to hide it. She was much more reserved than Ann, but Spencer sensed something in her that he couldn’t quite define. As they talked he decided that there was some fire behind her big brown eyes.

Spencer looked up and saw one the flight attendants coming down the aisle with a cart. “This is probably the cart with drinks. What would you two like to have? The first round is on me.” As the cart pulled to a stop beside them he was not surprised to hear Ann order white wine and Amy ordered red. “I’ll have scotch,” he told the flight attendant as he handed her his credit card.

Amy spoke up, “Oh that sounds good. May I change my order to scotch as well?”

“You may have anything you want,” Spencer told her and turned to the attendant. “I’m trying to get them drunk so that I can have my way with them.”

“In that case, I’ll take two bottles of wine,” Ann said as she giggled.

The flight attendant handed out the drinks and smiled at him. “Good luck with your plan. If they don’t want to play along just hit your attendant call button,” she said as she handed Spencer back his credit card and pushed her cart back up the aisle.

Ann giggled again and said, “Looks like you’ve made a good impression on her.”

Spencer shrugged his shoulders and poured his scotch over the ice in his plastic glass. “Not really. She knows me from previous flights. We always kid around like that.” Ann giggled again, but Spencer noticed the look from Amy and thought she wasn’t convinced.

The truth was that he had never seen that flight attendant before and he was certain that it was a come-on. There had been more than one of these red eye flights where one of the attendants had found time to sit and talk with him in the back on the plane. On a flight over two years ago one of the crew had picked him out early. When he moved to the back of the plane to find a place to lay down she came back to him and within fifteen minutes had her hand in his pants. He fondly remembered that trip and one of the finest BJ’s he had ever had.

It was that same crew member that had convinced him that the restroom on any plane was too small for fooling around and that after the first hour of the flight none of the crew members was going to the back of the plane unless the call button was sounded. That was his best flight ever and good advice for the future.

A few minutes later the attendant asked if anyone needed anything else to drink. “I’ll be glad to get you something now, but once I get back to the galley I’m planning on a snack of my own and then a nap.”

“How ‘bout it, ladies?” Spencer asked. “The studio is buying.”

Ann giggled and said, “Sure. Let’s keep the party going.”

Amy smiled warmly at Spencer and said, “Thanks. Another scotch would be very good.”

“There you have it,” Spencer said to the attendant. “Two scotches and two bottles of white wine. And I’d be happy to buy one for you too.”

The attendant turned on the “big smile” for Spencer and thanked him for the offer, but she wasn’t allowed to drink on duty. She was gone for less than five minutes before returning with the drinks and his card. When she handed it to him she asked, “Do you live in the Los Angeles area? I see from your card that you are attached to one of the studios.”

Spencer took his card and told her, “No, I actually live on the East coast and am headed home.” She gave him another big smile and returned to the front of the plane.

Amy had been listening as said, “I thought you said you lived and worked in the Hollywood area.”

“I do,” Spencer admitted. “But sometimes when people, and by that I mean women, see that you are associated with one of the studios they can get a little carried away. I’ve had them track me down through the internet and offer all kinds of enticements thinking that I can get them into the movies.”

“That doesn’t sound like something that most men would try to avoid,” Amy said dryly.

Spencer made note of her response. He was guessing there was some bitterness there. Perhaps her husband hadn’t always been faithful. He decided to lock that information away then responded, “It’s not always a bad thing, but after a while you begin to understand that it isn’t anything personal with them. They just want a contact that can help them. Maybe it’s to get an audition or maybe just to get onto the lot to watch a movie being made. There are a great many people willing to do a great many things for a chance to be a part of Hollywood. After a while you begin to understand their motives and realize that it isn’t because you are so sexy are great looking.”

Ann was almost through her third mini bottle of wine and looked up at him. “I think you are sexy and good looking and I don’t want to be in the movies.”

“Thank you, Ann,” Spencer said with a broad smile. “And I’ll return the compliment to you.”

Ann sat up quickly letting her skirt ride up on her thighs, very near exposing her panties. “Oh now. We are just old married ladies with children. Nothing hot and sexy like in California.”

“I would certainly have to disagree with that, Ann,” Spencer said, giving her his devilish smile. “I think you are quite beautiful and very sexy. Given the opportunity I feel quite certain that I would hit on you big time.”

He turned to look at Amy to find her quietly looking over the rim of her glass as she sipped her scotch. His eyes burned into hers and his silent thought was, “But I would hit on you even harder and find out what you’re hiding under your clothes.”

Before another word could be said a voice came over the intercom system and someone on the flight crew said, “Ladies and Gentlemen, now that the meal service is over we are going to dim the cabin lights so that those wishing to sleep may do so comfortably. If you wish to read please use the reading light above your head.” Immediately the light dimmed.

Before Spencer could move Ann was up on her knees in her seat and facing him. “Do you belong to the Mile High Club,” she asked.

He thought that he heard Amy choke. “No I don’t,” he lied to her.

“Are we a mile up?” she asked seriously.

“Oh yes,” Spencer answered with a grin that she probably couldn’t see. “We are flying at about 36,000 feet, so we are well over a mile up.”

Ann put her hand on Spencer’s cheek and said, “Well, I’d like to be a member of that club and you could join it with me.”

He heard Amy whisper, “Ann! What are you doing?”

Ann looked down at Amy and whispered back, “I’m asking this handsome and sexy man if he would like to join the Mile High club with me. Which means, I’d like to have sex with him while everyone is sleeping. I plan on making this a trip to remember and I think that this would be a great way to end a great trip.”

He couldn’t see Amy’s face too clearly, but he knew that she had a shocked look on her face. “Maybe you’ve had too much to drink,” he said softly.

Ann turned back to him and said, “No sugar, I’ve had just the right amount to drink. Maybe just enough to loosen my inhibitions and let me do something really exciting and scandalous.”

Spencer dropped the kidding and said, “If that’s what you really want I’d be more than happy to help you. Are you wearing stockings?”

“No,” was her almost breathless reply.

“Are you wearing panties,” he asked.

“Yes,” she answered in a whisper.

“Then if that’s what you want, take your panties off and put them in your purse.”

Ann listened and a shiver ran through her body. She stood up, pulled up her skirt and pulled her panties down to her knees. She sat down and took them off, put them in her purse and looked back at him.

“Take your shoes off and then come back here with me,” he said in a whisper that thundered through Ann’s mind.

She stood up slowly, looked toward the front of the plan and turned to Amy. “Please be a buddy and keep an eye out. I want to do this, but I don’t want to get caught.” She looked back to the front of the plane once more before stepping into the aisle and then joined Spencer in his row of seats.

He pointed for her to sit and she did. Before he sat down, Spencer adjusted the seats so that all three reclined a few inches. He sat down quietly beside her, turned slowly, putting his arms around her and kissed her softly for a long minute. Breaking the kiss he looked into her eyes for a moment before giving her a long, hard, passionate kiss. She responded wholeheartedly.

There was no doubt in his mind that Ann was his now. She was committed and under his spell. “I’d love to see you naked,” he whispered into her ear, “but that just wouldn’t be safe.” He felt her nod in agreement.

Once again he took her mouth and gave her a kiss she wouldn’t forget soon. After a few seconds he put his hand on the inside of her leg and began to slowly move it up her thigh. Once his fingers reached her sex he didn’t have to feel inside to know that she was ready.

It was the moan of pleasure that finally got Amy’s attention. She had wanted to peek over the seats to see if they were really going to have sex, but had decided that she would not. She would just sit here quietly and finish her drink and not pay any attention. But when she heard Ann’s soft moans of pleasure, she simply couldn’t hold out any longer.

Quietly she turned in her seat and looked over the high seat back. When her eyes cleared the back of the seat what she saw was Ann legs spread open, her skirt up around her waist and his fingers moving smoothly in and out of her. Amy could even hear the sounds of his fingers because Ann was so wet. They were kissing, but Ann was obviously out of control. She was pushing against his hand and making noises that made Amy believe that Ann was lost in a world of lust.

Amy was thinking to herself that what they were doing was disgusting. Right here in the open on an airplane. But the truth was that she couldn’t take her eyes off of them. As she was about to turn around and face toward the front of the plan she saw Ann’s hand move to the front of his pants and find the large bulge. Ann squeezed it and moaned again. Inside Amy moaned as well.

Amy was mesmerized with these two people that were lost in each other’s lust. She was anything but worldly. Her husband was the man that had taken her virginity. Before him she had had boyfriends, but never had anything other than light petting. The first penis she had touched was her husband’s. She hadn’t gone down on him until after they were married. Their sex life had been acceptable, or at least she thought so, until she found out that he had been having an affair with his secretary for almost three years. He had repented and swore that he would never stray again and they had gone on.

She had never thought that she had missed anything until this very minute. Watching these two people it occurred to her that she had probably never felt anything this intense. And they were just getting started.

Spencer’s fingers continued to glide in and out of her as Amy watched Ann’s hand find the zipper of his pants. She was trying to put her hand into the opening when Spencer sat up, unbuckled his belt and slipped his pants down to his knees.

A quick second before he turned back to Ann and her open legs Spencer glanced at Amy. “Oh my god. He knows I’m watching,” she thought. His eyes were dark and she felt like he wanted her to watch. But the truth was she couldn’t have looked away if she had wanted. She had never seen anyone do this, not even in a movie. She tried to remember if she and her husband had ever had a moment like this. This was just so hot!

Once Spencer had his fingers back inside Ann and she had begun moaning again, her hand found the bulge in his boxers and pulled his erect penis out. She squeezed it and began to slide her hand up and down the shaft.

Again Amy was mesmerized. Not since she was 17 had she seen a man’s penis other than her husband’s. And this one was beautiful. Could a penis be beautiful? This one was, of that she was certain. It was darker than the skin around his belly and obviously very hard. She had no idea how large it was, but based on the size of Ann’s hand it was certainly larger than her husband’s. But it was perfectly shaped and she saw a drop of clear fluid at the tip.

Suddenly a feeling of jealously rose up inside her. She wanted to be the one in Ann’s place. She had watched his eyes while they were talking. There was no doubt that he preferred her. She felt a longing inside to touch Spencer where Ann’s fingers were. She wanted to stroke him as Ann was doing, but she knew that she could never be as bold as Ann and would never have the courage to do what she was watching right now.

Spencer put his mouth beside Ann’s ear and whispered, “Are you ready, Ann? I’m going to fuck you now.”

Amy heard Ann say, “Oh yes. Oh god YES.”

Spencer moved back and let Ann move around until she was lying flat on the seats. He made certain that there was a pillow under her head and positioned himself over her. As Amy watched his bare ass drop she also saw Ann’s eyes widen and heard her whisper, “Oh … god … yes.”

Amy watched as he slowly moved up and down on Ann. From this angle she couldn’t really see anything, but there wasn’t any question about what was happening. Ann’s eyes were almost rolled back in her head and her mouth was open. As she watched Amy thought to herself, “I’ve never had sex that made me act or look like that.” The couple continued to move together, obviously completely enjoying every second of their passion.

Amy finally found the power to take her eyes off of them and glance down the aisle to make certain that no one else was watching. After she had determined that everything was quite, she discovered one more thing. While watching them she had slipped her hand under her skirt and was rubbing herself as she was watching. Her panties were so wet that she thought for a second that she must have peed on herself.

Then she realized how excited she was, put her hand inside her panties and felt something that she had never felt before. She was excited and extremely wet. She moved her finger to her clit and found that it was hard and sensitive. There had been very few times in her adult life that Amy had touched herself. She could only remember masturbating twice and that was because her husband had demanded it.

This was different. She was dripping wet and it felt wonderful to run her fingers over her clit. “So this is what they were talking about,” she thought to herself. A surge of power ran through her.

Spencer was completely enjoying his session with Ann. Her body was at least as good as he had surmised and she really liked sex. She was wet and wild. He couldn’t help but think how good she would be on a large bed and without the restrictions they had tonight. He would love to get to her boobs that he could feel through her clothes, but that just wasn’t possible right here and right now.

He was stroking in and out of her very wet pussy and loving every second. This was a woman that loved sex and he was willing to bet that she could be loud and wild given the right circumstances. He felt her body tighten and knew that she was about to climax. He put his hand on her ass and started giving her fast and deeper strokes.

That was all she needed. Her arms clamped around him and her entire body shook as her orgasm swept over her. Spencer pushed his cock as deeply into her as he could and held it firmly there until her orgasmic tremors subsided.

He was about to say something to Ann when he felt a tapping on his shoulder. His first thought was that the flight attendant had come back and discovered them and he rolled away from Ann’s face to see what was happening and hoping they weren’t going to be in trouble.

To his total surprise Spencer saw Amy standing in the aisle, holding out her panties saying, “I want to join the club too.”

He looked down at Ann and found her smiling broadly. “OK girl, it’s your turn. I’m just about worn out and he’s already made me cum twice.”

Spencer moved back off of her, sitting back in the seat beside the window so that Ann could get up and out into the aisle. He looked back at Amy to see her standing still with her eyes focused on his erection.

Ann pulled her skirt down into place, stood and smoothed out her clothes. She kissed Amy on the cheek and whispered, “This may be the smartest decision you ever made.” Ann stepped around Amy and took a seat in the row where Amy had been.

Amy sat down beside Spencer and looked into his eyes. “I don’t really know what to do,” she said softly.

Spencer took the panties from her hand and tucked them into his shirt pocket. He leaned over and brushed his lips against hers. “You don’t have to do anything,” he whispered in her ear. “You just let me take care of everything.”

He began to kiss her softly only to find her reaction much stronger that he would have imagined. Within seconds she had her tongue in his mouth. He returned her passion and within seconds they were both breathing hard.

She might have expected him to do to her exactly what he had done with Ann and quickly put his hand between her legs. In fact, she was anxiously awaiting him to do just that.

But Spencer had decided that he wanted find out more about her body before doing anything else. He let his hand slip to her side and then ran it over her breast, taking it gently in his hand as he felt the soft material under her blouse. As he suspected, she had full breasts that she must have been trying to hide under bulky clothes.

Before she knew what he was doing Spencer had unbuttoned her blouse and slipped his hand inside so that he could touch her bare skin. Her bra was very soft and he could feel her nipple through it. He ran his fingers over it, feeling how hard and erect it was and was rewarded by hearing her gasp with excitement. With another quick move he had unfastened her bra and slipped his hand under the cup to hold the bare breast in his hand.

Amy felt like she needed to scream. This all felt so good. It was so sexy. It was so erotic and so totally alien to anything she had ever sensed. His hand was soft and caressed her breast as it lightly glided over her skin. Lightly he squeezed the nipple between his thumb and finger.

This was absolutely heaven. At least she thought that it couldn’t get better until he dropped his face to her chest and sucked the nipple into his mouth, running his tongue around it and then lightly biting it. She almost came undone. She wanted to say something to him, but couldn’t find the words to say. When he moved his mouth to the other breast she was ready to rip off her clothes.

He placed his mouth beside her ear and dropped his hand from her breast to the inside of her thigh just above the knee. “Why do you hide these beautiful breasts?” he whispered. “I could make love to them for an hour.”

By now Spencer had determined that Amy did indeed have a terrific body. She probably exercised or worked out in a gym because she was firm and tight with nothing flabby on her. He was slowly assessing her legs and found them like the rest of her, very shapely and toned. He couldn’t wait to check out her ass.

But as his hand began to slide up her legs he felt that she was spreading them open for him, inviting him higher. When his hand was about an inch from her most private part he felt her hand slide under the blanket covering him searching for his erection. He moved so that it almost jumped into her hand. He felt her take it firmly into her hand and simply held it for a long minute.

“Do you like the way my cock feels in your hand, Amy?”

Amy didn’t know who was controlling her body, but all she could do was nod her head up and down.

As his fingers found her dripping wet opening he pushed two fingers inside and whispered, “Is it going to feel good buried deep inside your pussy?”

Amy’s head exploded. The sensation of her hand holding this throbbing, hard penis, his fingers moving inside her unbelievably wet vagina and the words he was whispering in her ear. Never in her life had those words been used during sex. She was in the midst of an erotic frenzy. All of the stimuli bombarding her at one time and all of it totally wonderful! All she could do was moan softly and nod her head again. Then one thought became clear in her mind, “Yes. Please. Take me.”

His fingers were covered with her juices, which seemed to flow faster as he moved them in and out of her. Once his thumb was completely coated he found her clit and began to massage it. Within 30 seconds Amy was unable to do anything but squeeze tighter on his cock. She felt something building inside her, but didn’t really know what it was or what she was supposed to do. At least not until Spencer nuzzled her neck and whispered, “Cum for me Amy and then I’ll fuck you the way you want me to.”

At that second her body exploded. Waves of mystical pleasure ran through her. She opened her mouth to scream, but no sound came out. She could feel her body clasp around his fingers and fireworks go off in her head. Her entire body trembled.

As the sensations began to subside she heard her own voice in the back in the back of her head asking her college roommate, “How do you know when you’ve had an orgasm?” And she heard the reply, “You’ll know, Amy. You’ll know.” Now, for the first time in her life, after having been married for twenty years, she knew.

As her mind cleared she opened her eyes and looked into his eyes. He knew what she wanted before she did. In a small voice that Spencer could barely hear she said, “Yes. Please fuck me right now.”

By the time that Spencer turned her around and helped her to get her head on the pillows, she was trembling in anticipation. She couldn’t remember a time in her life that she was this eager to have sex. She wanted to yell at him to hurry up, but was caught up in the vision of him getting into position to take her.

Her eyes fixed on his dark, large penis and suddenly realized something. Her husband had a penis. This man had a cock and he knew how to use it. She could feel how wet she was and knew that she was about to have the sexual experience of her life. He lowered himself to her and placed the head of his cock to her wet opening, pushing just enough to move the head inside her.

He moved his mouth beside her ear and whispered, “What I really want is to have you naked. I would fuck you until you begged me to stop.”

Where she found the courage to do it, Amy didn’t know, but she put both of her hands onto the cheeks of his ass and pulled him into her as she begged, “Fuck me now, please.”

As she pulled him into her she dug her well-manicured fingernails into his skin. She felt him sliding deeper and deeper into her slick pussy, filling her up as she had never been before. She had never used the word “fuck” when she and her husband had sex, not once in 20 years. Not once had he ever referred to her sex as a “pussy.” Those had always been taboo words. Those were words that just weren’t used by proper people.

But those words were suddenly right. He did have a cock and it was buried in her pussy and if there was a God in heaven, this man that she had known for about two hours was going to show her what it was like to get fucked.

Spencer and Amy were both too tall to be trying to have sex lying down on three seats in the coach section of a passenger jet, but they both wanted what was about to happen very badly and would adjust as necessary. He knew that she was married and had a child, but he hadn’t felt any women this tight or wet since he’d popped his first cherry. He was somewhat hesitant until he heard her say, “Fuck me now, please.”

He waited just a few seconds for her to adjust to him and them slowly pulled out and slid back in again. She was unbelievably wet and he slid easily. He hadn’t felt anything quite this sweet in many years. She moaned very softly and he looked at her face, seeing what looked to be the face of a woman in a state of rapture.

Picking up speed, he made certain to take it deep with each stroke before pulling back until the head almost came out. She really wasn’t moving much, certainly not like Ann had done just a few minutes before, but he believed that she was a different woman with totally different reactions. He just hoped that he could get her off one more time before he had to pull out.

Each time Spencer’s cock thrust deeply into her, Amy’s brain lit up with Christmas tree lights. Each plunge was heavenly and each withdrawal sorrowful, but he filled her again and again. “More,” she was thinking, “More, More, More.” She wasn’t aware of it but she was whimpering with each of his thrust and kept her hands on his ass, pulling him harder and faster.

Suddenly her eyes flew open. She was looking up into his face and saw he was watching her closely. She saw him grin at her and then she felt her second orgasm take her with the power of the jet engines on the wings of the plane. She dug her nails into his ass and opened her mouth to scream out in total ecstasy.

He sensed it coming and grinned at her as it hit. She opened her mouth to scream and he covered it with his mouth, smothering the noise and turning the scream into a long and passionate kiss. Spencer stopped moving and let it wash over her. He waited until she stopped trembling and began to slowly pull out of her.

“No!” Amy said, “Please don’t. Stay inside me just a little longer,” she asked softly. “Please don’t go yet. Please let me feel you a little longer.”

He kissed her and whispered, “Sweet lady, there is nothing I’d rather do that stay inside your sweet pussy, but the truth is that I’m very close to filling you with a lot of hot cum and I’m guessing that you wouldn’t like that very much. Cleaning up on an airplane isn’t easy and besides that, I’m also guessing that you don’t want to go home to your husband with the smell of another man on you.”

He was thinking rationally and Amy was not. Amy understood what he was saying, but she was feeling that something just wasn’t finished. Spencer moved carefully around the seat so that she could sit up and smooth out her clothes.

As she moved over by the window Spencer sat up enough to look over the seat at Ann. He had expected her to be watching everything they did and also being their lookout, but found that she was fast asleep … probably the result of some exercise and all of the wine she had consumed. He looked down the aisle of the cabin and could see no one moving. There were only a few reading lights on and absolutely no movement in the cabin. Other than the drone of the jet engines, there was no sound at all.

Spencer sat down next to Amy and once again covered himself with the blanket. He turned to her and said, “So, tell me darlin’, was that good for you?”

She looked into his eyes for a few seconds and answered, “I don’t think you could understand just how good it was. In fact, good is not a word I would use to describe what happened between us. I can’t thank you enough for giving me such an exquisite moment of pleasure. I can only hope that I pleased you a little as well.”

“I meant what I said to you, Amy,” Spencer said very seriously. “I would love to have you on a soft bed where I could provide pleasure to your naked body for hours. You are a sexy and extremely desirable woman, but I’m guessing that you don’t know that. We were ships that passed in the night and I am so very pleased that our ships got this close.”

He leaned over and kissed her softly before he sat up and said, “Now you’d probably better get back to your seat and get a little sleep before we land.”

Without questioning him she stood up and moved past him to move up beside Ann to her seat. As she reached the aisle she stopped, turned and sat back down. She slipped her hand under his blanket and found that he was still extremely hard. “Maybe I shouldn’t go just yet,” she told him.

Amy slowly removed the blanket to expose his bare skin from the bottom of his shirt down and ran her fingers over the clear liquid that appeared to be flowing from the tip of his cock. She ran her fingers lightly around the head and then ran her fingers through the fluid and all around the head. Spencer pushed himself back against the seat and groaned before saying, “You’ve either got to stop what you are doing or keep going at your own risk. I can’t stand a lot more of this excitement without making a mess.”

Amy lightly ran her fingers over his cock, feeling the heat and the tension. She recalled that he had made her have two mind blowing orgasms. She knew that she owed him something special as well. Leaning over, she kissed him once again, letting her tongue trace his lips before lowering her face to his throbbing cock and taking at least half of it into her mouth. Had anyone within five rows been awake, they would have heard it.

Amy was no virgin at this. She had performed oral sex on her husband many times. But within seconds it became clear to her that what she was doing was not “oral sex.” She was giving this man head. She was giving him a blow job. She was sucking his cock and absolutely loving it.

She loved the way it felt in her mouth and was stunned by the tastes that she discovered. Not only was there the taste of his clear fluid, but something that she knew must be the taste of her own fluids from when he fucked her. She suddenly realized that she was fucking this man with her mouth. She was doing the fucking and it was an incredible feeling.

She felt his hands in her hair and heard him whispering that she needed to stop. But there was no stopping her now. He fucked her to an orgasm and now she was going to do the same to him.

She felt his entire body go stiff for a second. She squeezed his cock with her hand and clamped her lips around his shaft. Two seconds later the cannon in her mouth went off, shooting volley after volley into the back of her mouth. She swallowed as fast as she could, taking every drop he delivered without ever letting go.

She was certain that she had another small orgasm and didn’t let go of him until he pulled her head away. She looked up at him with eyes glazed over in wonder, excitement and lust. She had never done anything like that in her life and was now wondering why. What had she been missing for so many years? “Did I do it right?” she asked him.

He didn’t need someone to explain things to him. Spencer had known for some time now that Amy had led a sheltered life. Despite the fact that she was married and had a child, she knew nothing of lustful sex. He was willing to bet that she had never given a man a complete blow job in her life. He was also willing to bet that if she had enjoyed sex at all, she had never had an orgasm like he gave her, not once, but twice.

And at the same time he was grateful for the opportunity to have sex with this beautiful, sexy woman. He was also saddened to know that a woman with such obviously “hot blood” had been kept away from the joys of sex for her entire life. He looked down at Amy and answered her question, “I’ve never had better in my life, baby. Never.”

The look of joy on her face was almost childlike. She jumped up and straddled Spencer, putting her hands on the side of his handsome face and kissing him. “I’ve never done that before,” she told him. “I mean, I’ve done oral before, but not … ummm … all the way like that.”

“You could have fooled me,” Spencer replied trying to hold the sarcasm out of his voice. “If it was the first time, tell me this, did you like it?”

“I did!” she beamed. “I really did. Some of my friends have told me that it was an awful thing to do, but it just felt so right. And, oh my god, when you exploded in my mouth I had a little orgasm of my own. That was so exciting. Please tell me the truth. Was I awful? Did you hate it?”

He slipped his hands up under her blouse and took one of her full breasts in each hand. He let his fingers slip down to the nipples and squeezed them lightly causing Amy to close her eyes and give him a sigh of pure pleasure. “It case you missed it, you made me cum like a stud horse. That would not have happened if you were awful. I just wish I could return the favor.”

Amy frowned a bit and said, “Return the … oh … you mean you wish you could give me an orgasm with your mouth?”

“Not exactly,” Spencer said with a smile, “Orgasm is such a sterile word. I’d like to put my mouth between your legs and taste you. I’d like to run my tongue around your clit until I made you cum so hard that you screamed.”

Amy’s eyes were wide in wonder. A man had never talked to her like this before. She thought to herself, “This man could probably make me cum with his words and I have no doubt that he could make me scream with his tongue.”

He continued to fondle her breasts and found that her nipples were once again very hard. “You’ve joined the Mile High Club now two ways, vaginal and oral. Now maybe I should turn you around and take you in the ass so that you could get all three badges.”

Now Amy was shocked. “Anal?” she whispered in disbelief.

Spencer put his hands on the sides of her face and pulled it down to his. He kissed her hard, waiting for her passion to sooth her shock at what he suggested. When he felt her begin to relax he told her, “I don’t know what your friends have told you, but I will tell you this. And we’ll take out all the sterile words that you use. If I turned you around and fucked you in your beautiful ass, you would love it and you would ask for more. The truth is that I have no plans of trying that on this airplane, but if we spent some time together in a quiet bedroom I would get to your ass and you would enjoy it.”

Amy was quiet for a full minute, studying his face and his eyes. Finally she said, “Do I have a beautiful ass?”

“Yes you do,” Spencer assured her. I’ve checked you out from stem to stern since you got onto this plane. It looks to me like you try to dress to cover up your assets, but I could see it and if you’ll notice, I’ve been holding you by your ass for the last five minutes, so I know what it feels like as well. Write this down Lady; you’ve got a great ass.”

Again she paused while thinking. “Did you enjoy … ummm … fucking me?”

Spencer didn’t say a word. He simply took her hips in his hands and moved her downward from her kneeling position and directly onto his hard cock. With precision he moved her so that he entered her wet pussy in a single motion. He made one small move to slip his cock deeper and said, “Does that feel like I enjoyed it? Now you’re on top and you can fuck me.”

This was truly a night of firsts for Amy. Never once, not even on their honeymoon, had her husband had sex with her more than once in a night. Their lovemaking sessions always ended when he had his orgasm. Now this man was back inside her and obviously wanting more. Amy could tell that she remained dripping wet, so obviously her body wanted more.

“Is this the way it’s supposed to be?” she asked herself. She leaned back and let him slide deeper inside her and once again she had that feeling of being filled up. It felt so good and she felt so sexy. Amy put her hands on his shoulders and looked into his eyes as she began to slowly move back and forth, grinding his cock into her wetness.

Once again he slipped his hands under her blouse and cupped her bare breasts. As she began to move a little faster he let her nipples rub against his palms as her chest moved up and down. This man knew how to make her come alive. She laughed to herself thinking that he also knew how to make her cum.

“You are so fucking hot!” Spencer told her in a loud whisper. “I’d like to have you for about three days. Your sweet ass would never get out of bed. Come on, Amy. Show me how you like it.”

This man just kept throwing gasoline on her fire. When she thought she couldn’t be more aroused, he did or said something that made her a little crazier. She gripped his shoulders and moved harder and faster, now feeling her juices flowing onto his skin. She could feel her clit beginning to be stimulated by the friction of their bodies and enhanced by her fluids.

She closed her eyes and let all of her senses move between her legs. All she wanted to think about or to feel was this wonderful cock filling her up and making her feel so alive, so sexy and so wanted.

Spencer took his hands away from her breasts, slipped them under her skirt and grabbed her bare ass. He pulled her harder and deeper against him and with his hands encouraged her to move faster.

“Oh god,” she murmured, “Oh god. That is so good.”

“Let it go, Amy,” Spencer told her. “Cum for me one more time.”

She opened her eyes and looked into his. Once again she felt the volcano raising. She felt the tingling in her legs and the hardness of her nipples. Once again this thing was going to take her to a place she had never been. The wave was about to crash against the rocks. Her eyes opened wide, she looked at Spencer and whimpered, “Oh god!”

The explosion ripped her apart. The first two orgasms were fantastic, but this one was mind numbing. She fell against his chest, her head on his shoulder and her mouth next to his neck. Over and over she repeated, “Oh my god … Oh my god … Oh my god.”

When she was finally able to raise her head and clear her mind she could feel that Spencer was still inside her and still hard. There was so much fluid on his belly that she thought that he must have cum inside her. She looked at him to find him smiling. “Did you cum?” she asked softly.

“No baby,” he said. “That was all you.” He moved his hands back up under her blouse and once again caressed her breasts and watched her close her eyes as she enjoyed the feeling. “Let me ask you something. Have you ever fucked your husband like that?”

Amy opened her eyes and looked at him seriously. “I’ve never fucked my husband. We’ve had sex and made love a lot through the years, but what we just did? You and me. No, never.”

“And why not?” he asked simply.

She frowned, “I don’t know. I’ve never felt anything like this in my life. I can’t tell you how excited I am to have felt it, but at the same time I’m very sorry that I didn’t know such feelings existed.”

“Most women go an entire lifetime without ever having a real orgasm. You’re just lucky that you found me, Spencer the Travel Guide, taking you to unknown lands. But one thing we now know for certain. You are as hot as a three dollar pistol and you need to get fucked in a very unladylike fashion.”

“Am I really hot?” she asked.

He smiled broadly, “Oh yes you are, baby. Maybe you need to let your husband see that side of you.”

She shook her head, not really wanting to think of her husband right now. Not when she could still feel this man deep inside her. What she did know was that if she continued to stay in this position she was going to want to start all over again. She leaned forward and kissed Spencer softly on his lips and said, “Let’s not talk about that right now. I don’t want to regret what I’ve done.”

He kissed her cheek. “You aren’t going to regret it. By the time that you give it some thought it won’t be regret you feel. Most likely you’ll feel like you’ve been cheated.”

“Why would I feel cheated?” she asked.

He didn’t hesitate with his answer, “Because you met a total stranger that showed you all of the passion that you’ve missed in just a few minutes. When you think about it you are going to consider that you missed all of the joy of sex for many years when you didn’t have to.”

Amy refused to accept his position. “I’ve always enjoyed sex with my husband.”

“I’m certain that you have,” Spencer said sincerely. “But you’ve just learned that what you enjoyed was about half of what was available. You can tell me that I’m wrong, but I’m guessing that you have had some things for the first time in the last hour.”

Amy closed her eyes and thought about the cock inside her. It wasn’t a penis, it was a cock. It was still hard and it felt wonderful. She knew that if she began to move that all of those wonderful feelings would come rushing back to her.

She thought for a minute and then said, “OK. I will admit it. The truth is that I’ve never had sex like this. The second truth is that it’s rocking my foundation just a little bit, because I’m wondering how I’ll deal with it tomorrow and the next day and the next.”

He pulled her mouth to his and kissed her long and hard. When he stopped he told her, “Don’t worry about tomorrow, baby. Right now, at this moment, we have found the perfect person to be with. Tomorrow that situation will change. But for right now we have found perfection. You and me, joined together. Could there really be anything better than this?”

Her response was thoughtful, but didn’t take long, “No Baby. There really couldn’t be anything better than this.”

They held each other tightly for several minutes without a word being spoken before Spencer said, “Sit beside me for a while and let’s rest.” Amy slid off of him and into the seat at his side. He kissed her softly and covered her with his blanket before they both drifted off to sleep.

Somewhere in the neighborhood of an hour later Spencer woke up. Something in the sound of the airplane engines sounded an alarm in his head. “I’ve been flying too long,” he thought to himself. “Every little change wakes me.” He turned to find that Amy was not asleep, as he had been, but her eyes were open and she appeared to be watching him. “You didn’t go to sleep?” he asked.

For several seconds she simply looked at him before saying, “No. I tried, but the noises in my head wouldn’t let me. I kept thinking of your hard cock sliding in and out of me. I was thinking of it in my mouth and in my hands and I just couldn’t sleep. I’ve never had an experience like this and I just don’t know how to let it go.”

Spencer moved over and kissed her. “You don’t have to let it go, darlin’” he whispered. “You just need to accept and enjoy it. The chances are that we won’t meet again. But just maybe we met for this short time for a reason. I needed to find a gentle soul like you and maybe you needed to find a jerk like me that was willing to take your innocence and show you something you didn’t know.”

“You aren’t a Jerk,” Amy insisted.

“Sure I am,” Spencer countered. “You got carried away with the situation, you were aroused and I took total advantage of you. I did it; I admit it and I loved it. Shall we say that I ‘deflowered a beautiful lady’ and I loved every second of it? You have probably never strayed in your married life and I took you down that path without a single regret. And I’ll tell you right now. If you wanted to do it again tomorrow and the next day and the next, I’d be ready, willing and able.”

She looked into his eyes for a long time before she said, “I’ve never cheated on him.”

“Not until tonight,” he said, “Until a jerk took advantage of the situation and seduced you.”

Again there was a long pause as she watched him. “You didn’t take advantage of me, Spencer. The truth is that I watched you and Ann. I watched her face as you were fucking her and saw something that I had never seen on my own face. And I didn’t really know what it was until I opened my legs and let you put that wonderful cock inside me. I had never known the pure joy of sex until then. The word is “joy.” Not duty or responsibility. Not a wifely duty, but the joy that a man and a woman can feel together. You wanted me and I wanted you. Unfortunately I got the better of the proposition and got the greater enjoyment. I’m not terribly sorry about that, but I’d be glad to make it up to you if we ever get the chance.”

Spencer had to laugh at her last remark. “I promise that if we ever get the opportunity, I’ll let you repay me,” he told her.

Amy put her hand on his face and said, “I’m telling you honestly. I’ve never felt anything like what you did to me in my life. I just don’t know how else to say it. With your mouth, your fingers and your, oh so beautiful cock, you made me feel things I’ve never known. And right now I’m trying to figure out how I go back to my real life without these exceptional feelings. I’m not stupid, Spencer. I know the difference in real life and fantasy. But for the last few hours I’ve been living in fantasy and I’d like not to go back to reality.”

He looked into her eyes and felt the honesty there. He had spread a lot of bullshit in his life to get laid, but at this moment he knew better. He knew what she was saying was basic honesty and he had to reply with truth. “It’s a good thing that I live in California and you live in Virginia. If we were close I would do everything in my power to get you into my bed every minute that I could. I wouldn’t really care if it destroyed your marriage. That’s just how self-centered I am. I would devour your body, Amy. I would show you every possible way to enjoy your body and mine. I would cum in your mouth, your pussy and your beautiful ass. I would suck your nipples until they hurt. I would tie you down on my bed and work you until you had a squirting orgasm and you cried out in pleasure, begging me for more. And I would never give a damn about your husband or your marriage.”

He paused a few seconds before saying, “I’m what people used to call a ‘cad’. I would use you as long as I could and never regret what I was doing. I’ve met few women as hot as you. I’ve met few women that I’ve wanted more than you. I know that I’m not good for you in the long run, but I also know that I would love to get you into my bed, here or in California. There are women that were built for sex and darlin’, you may not know it, but you are one of them.”

Amy sat very still and listened to Spencer talk. She could feel her insides churning when he said that she was hot and that she was built for sex. “You would tie me down?” she whispered.

“You’d better know it,” he replied as he nuzzled her ear.

“You really like my breasts?” she asked.

“What? Are you kidding?” he asked very honestly. “Your boobs are incredible. Have you ever had a tit fuck?”

Amy was glad that it was dark and that he couldn’t see her blush. “I don’t think so,” she answered. “I don’t think that I know what that is.”

Spencer put his mouth next to her ear and as he began to explain what a tit fuck was to her he began moving his hand up under the blanket and her skirt. As he explained to her how it worked she opened her legs for him once again and his fingers found her hot, wet pussy.

Amy was floating again. His fingers felt so wonderful inside her and his words were soothing and mesmerizing. She wanted this to never end. “Tell me what you would do to me if we were in your bed,” she whispered hoping that he would keep talking and fingering her.

“I’ll tell you what I would do,” he whispered back into her ear. He pulled his finger out of her pussy and replaced it with his thumb. Once the thumb was coated with her juices, he put his finger back in her and began to slide his thumb over her clit. “Once I got you naked, I’d put you on your back on my bed and admire your beautiful, naked body. Then I would run my tongue up the inside of your thigh until I reached your pussy. I know that when I got there you would be dripping wet and I would run my tongue over your clit before I sucked it into my mouth.”

Amy groaned quite loudly and put her hand on top of his between her legs. It was as if she was trying to push his finger deeper and move it faster. “Oh my god,” she said.

Spencer continued, “I would fuck you with my tongue until you had an orgasm and covered my face with your lady cum. Then I’d move my mouth to your luscious tits. I would lick them and suck them until you screamed with pleasure. Then once you did that, I would move between your legs and sink my cock deep inside you and fuck you until you begged me to stop.”

That was all it took. Amy’s orgasm was the largest she had ever had. Her body shook and she would have screamed out if Spencer hadn’t covered her mouth with his. His mouth on hers, his tongue in her mouth and his finger inside her flowing pussy. Her orgasm was so hard that it left her literally unable to move for a full minute afterwards.

When she had finally calmed down and the aftershocks had passed, Spencer took his finger out of her pussy and while she watched, put it into his mouth and sucked it as he slowly moved it in and out of his mouth. Amy watched him with wide eyes.

“I have something for you to consider,” Spencer told her. “I’ll be staying at the Marriott by the airport through Thursday night. I’ll have meetings off and on throughout the week, but with a little notice I could be free for several hours. I know that your home isn’t too far from the airport, so, I think that you should consider spending some time with me in my hotel room. If I can give you this much pleasure in an airplane seat, how much can I give you in a hotel room where we don’t have to worry about someone walking in on us?”

Amy stared at him for a while before she said, “If I can arrange it, I promise you that I will. At this moment I think that I might kill someone to have another chance to feel more of this. I would do almost anything to be naked with you and have you fuck me, not make love to me, but fuck me until I beg you to stop.”

Once again Spencer heard (and felt) a change in the airplane’s noise. “I think that we must be getting close to Dulles. You should probably go back to the restroom and straighten up a bit.

He took her panties from his shirt pocket and handed them to her. She took them and kissed him. “I’ll go get myself together, but I don’t want to put my panties on if there is a chance of having you back between my legs again.”

“You need to trust me on this,” Spencer said as he gave her a tender kiss. “I would not be deterred by panties. If they get in my way I’ll either tear them off or slide them aside.”

Amy chuckled, took the panties from him and walked back to the rear of the cabin to the restroom.

Spencer smiled to himself and settled back in his seat thinking that he hadn’t had “blue balls” since he was in high school. That last round with her had caused him to be at least as excited as he had been when she sucked him off. He thought to himself, “Once I finally get into a hotel room I’m going to have to relieve the pressure myself. Damn, how could I have this much sexual entertainment and get off just once? Something’s wrong with me.”

Not a second had passed from him putting the period on his last sentence than he felt someone beside him. He turned to find Ann sitting there with a large smile on her face.

“I was watching,” she said. “Amy’s kind of a tight ass and I’m really glad that she could loosen up and enjoy herself. But I’m also thinking that you gave a lot and didn’t receive much.” Ann slipped her hand underneath his blanket and found that he had not pulled his pants up. His cock was still quite stiff and covered with his own fluids. She grabbed it and stoked it with her hand. “I know what you need and I know what I want. So let’s get this done before Amy comes back.”

Ann pulled the blanket off of him and dropped her mouth onto his cock. She sucked the entire thing into her mouth and then out again. She looked up at Spencer and said, “Hold onto your socks, Mister, ‘cause Ann’s about to show you how a real blow job is done.”

He was so aroused from what he had been doing with Amy that he didn’t need a lot of encouragement from Ann to be ready to cum. She sucked him into her mouth and took his balls into her hand. Within two minutes he was on the edge and she knew it. Ann looked up at him and said, “Come on, big boy. You made me cum. Now you cum for me.”

Thirty seconds later she squeezed his balls again and he shot off like a cannon. Burst after burst of hot cum shot into her mouth and she swallowed greedily. When he was finished and beginning to shrink, Ann sat up and kissed him. “Damn,” she said with a smile. “You are something. Let’s do this again sometime.” She pulled the blanket back over his bare cock and moved back to her seat in the row in front of him.

Two minutes later, Amy came down the aisle, took her seat in the row with Ann and started to say something when a bell sounded and the cabin lights came up.

“Ladies and gentlemen,” they heard overhead, “We are approaching our landing at Dulles Airport outside Washington DC. We should be arriving a little after 5 AM local time. If you would like a light breakfast, we have something for you and will be passing down the aisle within a moment serving coffee and juice.”

After the flight landed, everyone left the plane and started walking toward the baggage claim area. Ann, Amy and Spencer walked together talking casually, as if nothing had happened between them on the flight from Los Angeles. Anyone listening in on their conversation would have had no idea of the things that happened on American flight #84.

No one would have known that Amy’s insides were churning trying to figure out a way to see Spencer while he was in town for the week. No one would have guessed that Spencer was thinking that he hoped that Amy had enjoyed herself enough to want to join him again this week. And no one would have guessed that Ann was still tasting his cum in her mouth and trying to figure out how she could arrange to make that happen again.

They reached baggage claim and stood there watching as the carousel began to turn.

“Is someone picking you up?” Spencer asked finally.

“No,” Ann answered. “I drove my car and parked it in the lot here. Since we were getting in so early in the morning, it seemed silly to have someone pick us up. I’ll drop Amy off on my way home.”

After getting their bags, they all stood looking at each other for a second before Spencer said, “Ladies. This has been a trip to remember. I could only wish that all of my future flights could be as good.” He reached into his pocket and produced two business cards. “Please use the information on these cards to contact me at any time.” He looked directly at Amy and said, “I’ll be here until Friday. My flight home leaves around 11:00.”

Ann moved beside him and gave him a big hug. “You are quite a man, Spencer. I hope that we meet again.”

As Ann began walking toward the bus to take them to the parking lot, Amy stepped up to Spencer and hugged him. “I’ll be in touch with you before you leave. I promise. But if I don’t see you again for some reason, thank you for our time together. I will never forget.”

They kissed sweetly and she was gone, following Ann.

Spencer watched her until she was through the door and out of sight. His eyes had been focused on her nicely rounded ass. “I would certainly like to have another shot at that,” he said out loud.

An older woman standing near him said, “I’m sorry. We you speaking to me young man?”

He smiled at her, “No, sorry. I was just talking to myself.” He smiled again, nodded and struck off to find the Marriott bus.

The above constitutes the first four chapters of my Kindle E-Book by the same name.