This is the sixth installment of the Kentucky Woman series. In this episode, Frank travels to Kay’s hometown of Mittown, Kentucky where he is introduced to some of the secrets of small town USA.


I saw her as soon as I got off the plane ramp. She was tan, radiant, and smiling broadly as she saw me. Her long dark hair was flowing over her shoulders and down her back. She wore a loose blouse that still could not hide her big breasts, while her jeans hugged her voluptuous hips and high round ass. The sight of her immediately sent a tingle through my body.

We embraced and kissed. “You don’t know how happy I am right now, Frank, having your arms around me again.” she said, keeping her green eyes on mine.

“Honey, the feeling is absolutely mutual,” I said, kissing her once more.

We let the embrace linger a bit and then she steered me out of the terminal toward where she had parked her car.

The drive was almost an hour to her house. On the way we passed those fabled fields of blue grass. Coming from the city, the lush greenery was so dense it almost hurt my eyes. She saw me staring at the scenery. “Welcome to Mittown County,” she said.

“It’s beautiful,” I replied.

“Yes it is,” she said with a nod.

We came to her driveway, a long, wooded dirt road and to her house. Her property was surrounded by mostly woods with just the peek of a neighboring home. Her house was a 1970′s constructed Cape. The deep bark of a big dog welcomed us as we drove up.

“That’s just Wolf,” Kay said. “I told you about him.”

And then the dog was upon us. A huge Sheppard Rottweiler mix with big teeth bared was right up at my door.

“Don’t mind him. He’ll soon know you’re friend, not foe.”

“You sure?” I asked Kay tentatively.


With that she got out of the car and went to the big dog. He wagged his tail at her as he kept glancing back at me, still nervously sitting in the car. Kay took him by his collar and hugged him, whispering into his ear.

“You can get out now,” she said.

I opened the door and the dog, though eying me, no longer had its teeth bared.

“It’s okay, Wolf, he’s a friend,” Kay cooed to him. “Give me your hand,” she said to me.

I did as told. She squeezed it and then brought me closer, hugging me.

“See, baby,” she said to the dog.

And like her own child, the dog nudged playfully between us.

“It’s okay now,” she said.

I held out my hand, palm up, and looked at Wolf with a smile. Kay released her hold on his collar and he came slowly to my hand where I could rub under his chin.

“Good, now that we’re all friends,” she said. “Let’s go inside.”

I grabbed my suitcase and followed Kay into her spacious house. It was airy with many windows facing the woods. Through the kitchen I could see the big pool, blue and looking very inviting on this hot afternoon.

“Want to swim?” Kay asked.

“You read my mind,” I said.

“Let’s get changed then. Come. I’ll take you upstairs.”

I followed her to her bedroom. She kissed me again. “I’m so happy you are here, Frank.” She said again. “You get into your suit. I want to go get some food ready and then I’ll join you.”

I changed into my bathing suit and went out to the pool, not wasting anytime getting wet. The water was warm, but the swim was refreshing after the flight and drive. I splashed around a bit and then saw her coming out of the kitchen and down to the pool.

She had on a white bikini, the top not revealing much of her breasts while the bottoms cut to a miniscule V, exposing her hips and endless tan legs. She had put up her hair and was wearing platform sandals. The sight of her was mind boggling.

I got out of the pool, dripping, and staring dumfounded at her. “Damn, baby, no wonder that poor boy couldn’t control himself when he saw you. Is this what you wore?”

“Something like this, but in black,” she said and smiled shyly. “But stop, Frank, I’m still not quite good with what happened with Brock, despite what we talked about.”

“Yeah, but Kay,” I said, looking her up and down again. “He will never forget you and I mean that in a good way.”

“I hope you’re right,” she said. “How’s the water?”

“Fantastic,” I said. “You going in?”

Before she could answer, we heard Wolf bark loudly. He was barking in the direction of the neighbor’s house.

“What’s he riled up about?” I asked.

Kay looked past me toward the woods and the sliver we could see of the neighbor’s house. “Oh, it’s probably Mr. Perry on his deck trying to catch a peek.”

I grinned. “Ahhh, smart man,” I said. “But the dog gives him away, huh.”

“Always,” Kay said. “As soon as I hear Wolf and I’m out here sunbathing, I know Mr. Perry has come out to watch.”

“Do you give him a show,” I asked.

She shook her head. “No, you know I’m not like that, Frank,” she said, blushing slightly.

“Uh huh,” I said. “You’re not, but I am. Maybe we should give him a show he won’t ever forget.” I took her in my arms and pulled her too me, turning her to face where Mr. Perry was probably watching. I kissed her on her neck. “What do you say?”

“Mmmm, Frank, I want you. But here? Wolf won’t stop barking.”

“Can you bring him inside?”

“I guess I can,” she said somewhat hesitantly.

I rubbed my hands down her sides and kissed her again on her neck. “Let’s do it. I can’t think of a better way to start my vacation here with you.”

“Ummm, since you put it that way.” She turned and kissed me and then went to fetch her dog.

She came back a few moments later and I took her in my arms again, turning her to face where the voyeuristic Mr. Perry was undoubtedly watching. My hands were on her belly as I kissed her on her neck. She pushed back into me. “Oh god, Frank. Now I couldn’t care less whose watching. I’ve wanted this again for so long.”

I teased her ear with my tongue and whispered. “I can’t lie. I’ve stroked it more than a few times with you on my mind.”

“Mmmm I love hearing you say that, Frank. You make me feel so special.”

“Because you are,” I said, my hands moving to her breasts, still barely covered by her skimpy top. I pulled the top down so I could finger her nipples. She moaned loudly. “There’s no doubt Perry can see these beauties,” I said, my hands cupping under her full round breasts. I pushed them up a bit. “Why don’t you show him how you can suck on your own nipples.”

She did what I said, her tongue swirling over her nipple as I held her breast to her mouth. As she lapped at her nipple, her hand wandered to my shorts. She squeezed, feeling how thick I was already and groaned loudly again.

One of my hands wandered lower now, pushing down her bottoms. Her normally thick dark thatch was now just a thin bikini line. “I had to, Frank,” she said. “There’s no way these suits would hide my hair otherwise. I hope you don’t mind.”

I shook my head. “Not at all. Change makes it even more thrilling.”

She laughed and squeezed my cock again and then turned in my arms.

“Let’s show old Perry how good I can suck a cock,” she said wickedly as she sunk to her knees in the grass, pulling my shorts down in one motion. “Mmmm, my baby,” she purred as she stroked and licked around my shaft lovingly, holding it to her cheek and face.

I looked down at her. She glanced back up at me as her tongue flicked at my cock head. And then she began to work it in her mouth. The sight of her on my cock was beautiful and I told her so. My words made her hum on it more and suck harder. My hands were in her hair, on her head, guiding her as she filled her mouth with my thickness. She gripped my butt with her hands as she bobbed and sucked heartily on me before pulling out to take a breath and move her tongue to my balls. She licked and sucked them gently while using both hands to work my shaft. What she could do with her tongue and hands was pure magic.

She fluttered her tongue lower and dapped at my ass crack before slithering it back to my balls and then again up to my cock. She took it deep in her mouth again and sucked and bobbed rapidly on it while one of her hands traveled between her legs. I normally can pretty much control how and when I cum, but what she was doing was making me lose that control.

I gripped her by her hair and tried to pull out of her mouth, but her lips held tight around my cock, groaning and shaking her head, not wanting to give it up. Finally, I pulled it out, my hand still on her head. “No, Frank. I need your cum!” she wailed while trying to get my cock back into her mouth.

“You’ll get as much of it as you need, baby,” I said. “But I want to fuck you. To cum in you.”

“Mmmmm, yes, baby. Fuck me!” she said breathily as she turned onto her back, raising and spreading her legs. I took her legs to my chest and rubbed my cock over her glistening mound. “Put it in me, Frank! I want it now! I need it now!” Whatever trepidation she had earlier was totally gone,

I spread her pussy with my thick cock quickly and she moaned in pleasure, her body shaking almost instantly in a violent orgasm. I kept my cock deep in her as she convulsed on it and when her orgasm subsided I pulled it almost all the way out and then slammed it back in again. As I thrust my hips in and out of her, she began to thrash beneath me once more. Her green eyes were glazed as they stared at me and her tongue swirled over her own lips. She wrapped her legs tight around my back as I slammed in harder and harder while she pushed up to me to meet each of my hard thrusts until I could hold back no more and drained my cum deep into her.

“Ohhhhhhhhhhhhhh, goddddddddddddddd!”she screamed as her body shook with another orgasm.

Both of us were panting and sweating in the hot sun. Kay’s back and butt were covered with grass and dirt. I pulled her to me and kissed her hard. She shot her tongue in my mouth and moaned into it, catching her breath with mine.

After we caught our breaths, with a smirk, I said, “I think we gave one to Mr. Perry for the ages.”

She laughed. “Oh, he might get quite an eyeful this next week,” she said.

“Lucky dude,” I said.

She shook her head. “Naaaw, we’re the lucky ones.”

And I couldn’t agree more.

We cleaned off in the pool and spent the rest of the afternoon just lounging, napping in the sun, sipping beer for me and wine for Kay. Dinner was a delicious slow roasted rotisserie chicken on her grill along with local corn and salad. We ate in our bathing suits outside and when it got dark, Kay turned the lights on in the pool.

“Now that’s what I like,” I said, admiring the deep blue glow coming from the pool.

“Nice isn’t it? I love taking swims in the night after work. It really relaxes me,” she said.

“I’m sure it does,” I said. “Shall we relax some now?”

She smiled at me, reached around and untied her bikini top. “Yes, but we don’t need these to relax.”

“I like your thinking, Kay,” I said, standing and sliding off my suit.

She glanced at my flaccid, long cock and licked her lips as she wiggled out of those scant bottoms.

We frolicked in the pool awhile, teasing each other in the warm water before I cornered her and pressed my body against her, kissing her hungrily. Just as she was getting into the kiss, I pulled away and hopped out of the pool.

“Hey, sexy, where you going?”

I didn’t answer her. I grabbed one of her plush towels and spread it over the edge of the pool and then jumped back in. I took her hand and brought her to the towel and lifted her up to the edge of the pool.

“Hmmm, what might you have in mind?” she asked, a twinkle in her green eyes.

“We never did get to dessert, Kay, and I’m craving something sweet,” I said, a grin on my face.

“Oh are you?” she replied.

“Uh huh,” I nodded and spread her legs with my hands as I moved between them with my head. Kissing at the tip of her bikini trim and wiggling my tongue lower to her clit where I mashed my tongue onto it.

“Mmmmm, my sexy lover,” she purred and stroked my hair with her nails.

Using my fingers in her and my tongue on her clit, she began to moan and arch back onto the towel. I took her clit in my mouth and sucked and gnawed gently on it as she groaned and played with her breasts. Taking my fingers out of her pussy, I moved my tongue into her, curling it and flicking fast inside her. As I feasted on her greedily, her loud moans echoed in the quiet of the night. I felt her squeeze and push at my head as her body tensed and then she gushed from her pussy, cumming hard on my tongue.

I hopped out of the pool and positioned her away from the edge. My cock was thickly engorged and as she lay there, she followed it and me with her eyes, biting her lower lip.

“Turn over,” I said.

She immediately obeyed, getting on her hands and knees and raising her rounded butt. I gripped her by her ass cheeks and she cooed. I teased my cock over her ass and crack and she let out a small yelp. Moving it further down, I eased my thickness into her pussy as she exhaled a throaty wail.

Holding onto her hips and ass, I began to pound into her from behind. “Ohhhhhhh! Yes, baby, fuck me hard!” she cried, her head buried into the towel.

I moved in and out of her, slamming into her to my balls until, feeling the cum rising up my loins, I held my cock deep into her, exploding inside her as she gripped me with her cunt muscles.

I slid my cock out of her and she groaned, collapsing onto her belly. I slid on top of her and kissed the back of her neck. She turned her head to me with a smile. “I think I can get very used to this,” she said.

We swam a little more and then, both of us exhausted, went up to bed where we almost immediately passed out. I slept as well as I had in a very long time and was awoken at day break by the feel of Kay’s tongue circling my cock. I peered at her with sleepy eyes. “You just lay there now and let me do this,” she said. “It’s our tradition.”

“Mmmmm hmmm,” was all I could respond with.

It wasn’t long before her tongue, lips and hands had me thick and hard and that’s when she really went to work. She was sucking deep on me, licking me up and down, playing with my balls, worshipping and loving my cock like no other until I could hold back no longer and shot my wad down her throat. She swallowed eagerly, taking all of it and continuing to suck and lick me until she was sure she had it all.

When she pulled off my cock, she slid back up to me. I held her close. “I love your cum,” she whispered. I stroked her hair and cheek and within minutes, both of us fell back to sleep.


We relaxed most of the next day. She took me out and drove around the area. I could see how she was torn about living where she did. Sure it was quiet; small town living, but it was magnificently beautiful as well.

That night we were invited to a dinner party given by her best friend, Pamela. I was reluctant to go, wanting really just to spend the night and all my time in Kentucky with Kay alone. But Pamela was, as Kay had told me, her closest friend in the world; someone who she loved and trusted like a sister. Someone who was there for her when she lost Gregory when there was no one else to comfort her and get her through those very difficult times. Kay had told her about me and she was very anxious to meet me.

Her house was even larger than Kay’s. Apparently, her ex-husband was a wealthy businessman and had left her the house. “Yes, but she’s not snooty at all,” Kay said as we drove up to the estate. “She’s got all the money in the world, but she’s real down home. Maybe that’s why we’re such good friends.”

Pamela greeted us at the door. She was a petite and pretty with short blonde hair, her skin tanned golden brown, blue eyes, and, from the short, tight dress she was wearing, I noticed her nicely rounded ass and muscular, defined legs. A body, I later found out, formed by years of tennis. She smiled broadly at me and held out her hand. “It’s a pleasure to finally meet you, Frank,” she said.

I squeezed her hand. “The pleasure is mine,” I said. “Thanks for inviting us tonight.”

“Are you kidding,” she said. “I’ve heard so much about you, Frank. I’ve been dying to meet you.”

“I hope you’ve heard only good things,” I joked.

“Oh yessss, Kay has nothing but very good things to say about you, you can be assured of that,’ Pamela said as she looked at Kay. “And she wasn’t lying. You are quite handsome.”

“Isn’t he though,” Kay said, looking at me with a smile.

“I guess that’s unanimous,” I cracked and they all laughed.

As we walked into the grand entranceway, another woman, accompanied by a tall, thin, fair-skinned man greeted us.

“Frank,” Pamela said, indicating the couple. “This is my daughter, Becca, and her fiancé, Mitch.”

She was also slender, taller than her mother, but with the same, athletic body. Blonde, like her mother, but her hair was much longer and loose down to her mid back. Still, the resemblance was more than obvious. “Nice to meet you Becca. And you too, Mitch.”

“Becca goes to law school in Boston,” Pamela said. “And Mitch works for the county District Attorney. They’re to be married when Pamela graduates next spring.”

“How nice. Two lawyers. Always good to have one in the family,” I joked and everyone laughed, though I could feel eyes on me and I wasn’t sure if that was good or bad.

After the introductions were made, we had cocktails outside on Pamela’s large deck and then dinner in her formal living room. The grilling was relentless and Kay occasionally squeezed my thigh to indicate she had my sympathy. After dinner we had drinks in the living room and a few times, Kay and Pamela would escape together where I knew Pamela was giving Kay her assessment of me.

“How’d I do?” I whispered to Kay when she returned.

“Hush,” she said, slapping at my hand. “We’ll talk later.”

And in the car on the way back to Kay’s, she told me how much Pamela liked me. “She thought you were irresistibly charming. She even compared you to her favorite actor, George Clooney.”

“Clooney! That is high praise.”

“Absolutely. And you do know he is from Kentucky, don’t you?”

“I didn’t know that.”

“So you’re in with my best friend, Frank, but I had no doubts that you wouldn’t be.”

“Well now I’m very relieved. She seems like a down to earth person despite having so much,” I said.

“She really is. We wouldn’t be friends if she wasn’t.”

“Her daughter seems very vivacious; a real go getter, but to be honest, I can’t say the same about Mitch.”

“Yes I know. It does seem like an odd match, but not if you know, Becca. She knows with Mitch, she’ll get anything she wants.”

“Ahhh, so she’s like that,” I said

“Yes, much different than her mother,” Kay said and then went silent.

“Anything wrong?” I asked her as I pulled her car into her driveway.

She shook her head. “No, just thinking.”


“Hmmmm, we’ll talk about it later,” she said as she got out of the car.

“Now I’m curious. Why later?” I asked as I walked to her side.

She put her arms around me and looked into my eyes with her sexy, green eyes. “Because, first we need to go inside, get undressed, so you can fuck me silly.” She smiled and then kissed me.

“Okay, If you put it that way, I guess I can wait,” I joked.

She was voracious that night. Wanting as much as I could give her and more. Even though I was tired after all that food and wine, we went at it for more than two hours. She was relentless, moving with me at full throttle. Breathing heavily, she went from one position to the next, demanding more and more until, after taking her in almost every imaginable position, she got on her belly, raised her butt, and spread her ass cheeks for me, something she never did before. I obliged willingly and she screamed loud and long as we both came hard.

When we finally caught our respective breaths, I said, “Wow, what brought that on, baby?”

She was curled into me, playing with my chest hair. “I just love you so much, Frank,” she said.

I kissed her head and stroked her hair.

She was quiet again until she picked her head up and looked at me.

“Frank, would you do something for me? Something really special.”

“You know I will,” I said, continuing to stroke her thick hair. “Whatever you want.”

She nodded. “But this is a little unusual. Maybe even a little kinky.”

I smiled. “I can handle unusual,” I said. “And kinky? Well kinky’s never scared me off, you know that.”

She kept her eyes on me. “Kinky like having you sleep with my best friend?”

It took a moment to register.

“You want me to…to fuck Pamela.”

She nodded. “I do, Frank,” she said seriously. “She’s so lonely and she sleeps around with a lot of creeps who just don’t treat her right. I want her to experience you. I want her to feel some of the pleasures I’ve been feeling. Despite all she has, it hasn’t been easy for her. She’s…”


“Just like I said, despite getting plenty of attention from men, she’s really very lonely. There’s a void in her life and maybe you can help her forget it, if only for a short time.”

I didn’t know what to say. It was an unusual request and one I truly didn’t expect from Kay.

“Have you asked Pamela if this might be something she would want.”

“No, but….”

“Kay, how can you presume she would sleep with her best friend’s man?”

“Sweetie, I know my friend. And I know the way she talked about you and looked at you. I bet she’s at home now all wet just thinking about you. Of course she would never say anything like that or be crude or anything, but I know her.”

“You might be risking your friendship by bringing this up. She might take it the wrong way.”

“Let me worry about that,” Kay said. “So you’ll do it?”

“If it’s what you want…and Pamela agrees, I’ll do it, but I don’t know how you’ll get her to agree to it.”

“You leave that to me,” Kay said and kissed me hard. “Now I need to get to sleep so I can…well…you know…wake you up the proper way.”

“Mmmmm, I’ll have pleasant dreams thinking of it.”

Kay didn’t talk much more about what she had in mind the following days after. The holiday was coming up and she had planned a Fourth of July party at her house for colleagues at work and their families. I helped her with the preparations; buying hot dogs, hamburgers, rolls and all the condiments along with watermelon, corn on the cob, salad, and cole slaw.

When we were at the supermarket, Kay said, almost matter of factly, “Oh, and Pamela’s coming.”

“Oh?” I looked at her.

“She’s volunteered to help you with the grilling,” she said, giving me a knowing smile.

“She did, huh,” I said, still curious about whether Kay discussed what we talked about the other night with her friend. “Anything else she volunteer to do?”

Kay squeezed my hand. “She’s a little nervous about it,” she said. “She’s just not sure…yet. But I want you to be very nice to her. Make her…less nervous, if you know what I mean.”

“Whatever you want, honey,” I said, smiling at the beautiful and big hearted Kentucky woman by my side.

The Fourth of July was a hot, sticky day and perfect for the pool. Kay’s co-workers seemed like a friendly bunch and really cared for Kay. There were many children, lots of activity in the pool, but I stuck mostly by the grill cooking off what seemed like an endless supply of hamburgers and hot dogs while Kay, who refrained from swimming or appearing in one of those eye catching bikinis, moved among the crowd, making sure everyone got what they want and serving as the perfect hostess.

Pamela arrived well into the afternoon dressed in khaki shorts and a loose halter top. I could tell she was nervous as she immediately helped herself to a glass of wine.

“Bout time you showed up,” I said, kiddingly. “I thought I’d never get a break here.”

“Well I’m here to help you, Frank,” she said. “I know how to cook a hot dog.”

“I’m sure you are proficient in many things, Pamela,” I said, smiling at her lewdly and making her blush a deep red. “So I will leave the barbecue utensils in your lovely and capable hands while I cool off with a swim.”

With that, I pulled off my shirt. Pamela was staring mutely at my chest. Finally she stammered, “You…go ahead, Frank. I’ve got this.”

After my swim, I returned to the grill station and both Pamela and I worked as a team to feed Kay’s hungry co-workers. The wine and my easy flirting with her seemed to loosen Pamela up and she was more at ease with me. Once it got dark, Kay gave everyone sparklers and we lit them in honor of the Fourth of July. The guests began to leave after that until, finally, just Kay, Pamela and I remained.

The mosquitoes were biting in the humid night air and we all went inside. Pamela helped Kay clean up whatever was left to clean up and then both women came into the living room and sat on the sofa together. I got up from the leather reading chair and sat on the other side of Pamela.

“Great party, honey,” I said to Kay. “And I thank your friend here for bailing me out more than a few times when I was burning some burgers.”

“Awww, you did fine, Frank,” Pamela said, her hand grazing my leg. “He’s very impressive for a Yankee, Kay,” she teased.

“Uh huh, impressive is the right word, sweetie,” Kay said to her friend.

With that pronouncement there was strained silence between us until Kay finally spoke up.

“Pamela, I don’t want to force you to do anything you don’t want. But you are my best, dearest friend and I want what I think is best for you. I want you to be happy. To feel good. You deserve that.”

She squirmed a little next to us. “I know you do, Kay. It just….just feels awkward and strange that my best friend would offer her man for….you know.”

I reached out to caress Pamela’s hair and the back of her neck. She let out a very low purr as I did so. “I would like very much to do this, Pamela, if you wanted. It would be an honor and a privilege.”

She turned to look at me. “Really?”

I nodded, my eyes looking at Kay who smiled and nodded back to me.

I moved my hand to Pamela’s bare thigh and pressed on it lightly. “God, this is…” She covered her eyes in embarrassment.

With that, Kay hugged her friend. “It’s okay, sweetie. Let it go. This is for you. With my deepest blessing.”

Pamela let out a loud sigh and then looked at me. “Okay, you, you’ll be nice?”

“He better be,” Kay said.

“Now the pressure is on,” I said, trying to lighten the mood. I stood up and held my hand out to Pamela. “Come,” I said.

She looked up at me and then took my hand. I pulled her up. Kay got up too. “Do you want me there with you, sweetie?” she asked her friend.

She shook her head. “No, that would be too weird.”

“Whatever makes you most comfortable,” Kay said. “If you need me at anytime, I’ll be down here.” And with that she kissed her friend on the cheek and I led her upstairs to Kay’s bedroom.

She was still visibly nervous when I closed the door behind her. I took her by her chin and brought her lips to mine. “You’re a beautiful woman, Pamela,” I said as I kissed her gently. “And a fabulous friend to Kay.”

She kissed me back. “She’s the best, Frank,” she said. “You are very lucky to have her.”

“Believe me, I’m very aware of that,” I said and then took off my shirt. She bit her lower lip as she stared at my hard hairy chest. “Something interest you?” I asked with a sly grin.

“Uh huh, I love a man with a hairy chest,” she said. She moved closer to me and grazed her long red lacquered nails over it, her eyes roaming over my chest.

While she played with my chest, I moved my hands behind her and then down to grip her firm, round ass. “And I’ve had my eyes on these since I’ve met you,” I said, squeezing her ass cheeks.

“Mmmm, that feels good, Frank,” she said and then bent to kiss between my pectorals. She rubbed her nose in the hair, purring and kissing lightly until she came to one of my nipples, and flicked her tongue on it. I squeezed her ass cheeks harder and then moved to take her hand in mine. I brought it to my chest and down my abs and then to the thickening girth in my pants. She purred into my chest as she groped at my crotch.

I pulled away from her and made a show of sliding off my shorts, teasing my briefs down a little at a time to reveal my thick tuft of dark hair and then my cock. She watched breathlessly as I did it and when my cock was revealed, she let out a low moan. “My god, Frank. I…I don’t know.”

“What don’t you know, Pamela,” I asked as my hand circled the girth of my cock.

“It’s so…thick. How does Kay…”

“Oh, she has her ways,” I grinned.

“She must. I…I just hope I can take it.”

“Wanna try?” I smiled.

She nodded eagerly and bit her lower lip. “I can’t wait to.”

“Why don’t you get undressed for me, Pamela.”

She nodded again. “But do you mind if I undress in the bathroom and you lower the lights?”

I shrugged. “Whatever you are comfortable with.”

She went into the bathroom. I turned off all the lights exceptthe dim bedside light. She came out a few moments later; her hands were crossed over her breasts. I was sitting up on the bed looking at her. As she came closer, she took her hands off her breasts. I immediately noticed that one of her breasts was oddly shaped and somewhat larger than the other. She saw what I was looking at. “You’re staring at it,” she said.

I looked at her, not knowing what she was talking about.

“Didn’t Kay tell you?”

“Tell me what, Pamela.”

“I had breast cancer and lost a breast. This was the best the plastic surgeon could do,” she said, indicating the misshapen one. “I know, it’s a turn off. I understand if…”

Before she could continue I took her in my arms and kissed her hard. “Shut up,” I said. And then kissed her again, my tongue in her mouth. She immediately responded with passion, her tongue finding mine as she moaned into my mouth.

My hands went to both her breasts, caressing them as she moaned again. My fingers found her nipples, I tweaked and rubbed them both and then turned her onto her back on the bed.

I kissed at her neck and then to her breasts. She arched back and my mouth went to the disfigured one, my tongue swirling around the areola and then taking all of it into my mouth. “Oh, Frank,” she whimpered, her hands in my hair, cradling me to it.

I kissed and tongued both her nipples, moving back and forth between them for what seemed like hours. “So good…so good…” she cooed.

My hand wandered between her legs. She was soaked and I trailed my tongue down her flat belly, through a thin patch of light brown hair, to the essence between her thighs. I looked at her as I moved my hands down under her ass cheeks and jerked her legs up and over my shoulders, pulling her pussy to my mouth.

“Goddddd!” she moaned as I held her tightly in my strong arms and began to lick and suck at her clit. She squirmed wildly and my tongue found its way into her, curling up in her and flicking. I ate her greedily, devouring her pussy with my mouth. She gripped my hair hard and squeezed her muscular legs around my upper back.

“Ahhhhhhhhhhhhhhhhhhh” she yelled as she came on my mouth.

I let her down as she recovered from her orgasm, her hand over her eyes as she caught her breath. And then as if she remembered something, she sat quickly up and her hands went to my chest. “Mmmm, honey, I could play with your chest all day,” she said.

“I’m sure you could, but there are other things to play with.” I said, pulling her closer to me.

“Of that I am very aware,” she said as she glanced at my thick, engorged cock. Her hands moved down to it and using both hands she stroked its length. She tickled under and cooed. “Oh my, hairy even on your cock.”

She kneeled between my legs and licked at the tip, swirling her tongue over it as her hands continued to stroke. Moving her hands to my balls, she gently caressed them as her tongue fluttered up, down and around my cock. She moved her lips to the underside of my shaft where I had hair, kissing and licking there as she made cooing, happy sounds as if she found something sweet and delicious.

I had my hand in her soft, short blonde hair as she licked lower, now to my balls, sucking on each of them while her hand played with my cock head. Her tongue worked back up my shaft and she positioned her lips over the head. Gripping my cock with both hands, she opened her mouth wide and worked my thickness into her lips. She slowly eased her mouth lower and lower on it, her hand again on my balls and stroking the hair near my ass crack.

She soon began to suck, her head bobbing up and down. She was good. Very good. What was it with these Kentucky women and sucking cock? Was it in the air here? I leaned back against the bed’s headboard as she diligently and lovingly sucked my cock, doing my best to hold off; to not shoot my load down her throat.

When I knew if I didn’t stop her, she would get me to cum, I pulled her off my cock. She looked at me, her face flushed, lips wet with saliva and precum. I quickly had her on her back, her legs up and spread as I guided my cock to her pussy.

“Mmmmm, honey,” she purred as I teased it over her clit and started to ease it into her wet slit.

“Ohhhhhhh,” she groaned as my thick cock spread her. “Ohhhhh! Ohhhhh! Ohhhhh!”

She was tight, my cock practically spilling out of her, spreading her lips as wide as they could spread. “Okay, baby?” I asked.

She nodded. “More than okay. Fucking amazing.” She grinned and kept her blue eyes on me as I began to move in and out of her. I took her ankles up to my chest, and now, my cock lubricated by her juices, was able to move faster and harder in and out of her. With each thrust her moans became more pronounced. Her eyes opened and closed and she thrashed her head back and forth in ecstasy.

I felt the cum begin to rise up my loins and moved onto my side, turning her on her side as well, keeping one of her legs high, my cock continually moving in and out of her. With my other hand I gripped her round ass.

“Frank, Frank, Frank!” she cried as I pounded into her and then, spreading her ass cheeks, slipped a finger onto her rosebud and probed into her. She screamed, her cunt muscles gripping my cock as I exploded into her, her body convulsing on it in a loud, long orgasm.

I kept up my motion until I let go of her leg, took my finger out of her ass, and slowly pulled my cock out of her.

“Ahhhhhhh,” she cried as my cock snapped out of her tight pussy. I lay by her side now, caressing her flushed face. “That was….my god….”

“So you liked it?” I smiled.

“Oh my…I….no wonder Kay is a changed woman.”

I kissed her. “Who has a sexy, good, loyal friend.”

She kissed me back in a more friendly manner now. “We are both lucky to have each other as friends.”

“Yes we are,” I said, looking into her eyes.

“I…I would like to stay here with you much much longer, but…”

I nodded.

“This was memorable, Frank. Thank you so much,” she said and then slipped out of bed to the bathroom.

She came out dressed a few minutes later, glanced at me shyly now, and then went out of the room.

I stayed in the bed, exhausted from the day and my session with Pamela and about to fall asleep when, finally, Kay walked in. “I think you were a success,” she said, smiling at me.

“You do?”

“Not that I had any doubts. You made my friend very very happy and I appreciate it.”

I nodded. “Why didn’t you tell me about…”

“Her cancer?”


“I didn’t want that to influence you in any way, Frank. She’s proud of being a survivor and doesn’t use that she was sick to get sympathy. Did it bother you to see her…breast?”

“No, it didn’t bother me,” I said. “I just wasn’t prepared for it.”

She nodded. “How could you be. You are something, my Frank.”

“Glad you think so,” I said with an impish grin.

“Yeah, I do, but I hope you have something left for your poor lady,” she said, pulling off her shirt and unclasping her bra, releasing her magnificent breasts.

“For you, I will call up all my reserves.”

She slid off her shorts and her panties and crawled onto the bed next to me. “I’m sure your reserves will suffice.” She caressed my thighs, staring at my cock. “I have to say, you had her making quite a ruckus. Hearing her cries got me more than a little wet.”


She shook her head. “Only that I wasn’t in the room with the two of you.”

“Now that wouldn’t have upset me in the least, having you with us.”

Her hand went to my limp cock. She began to stroke me softly. “I don’t think Pam would have gone for it, though. I’m pretty sure she’s one hundred percent straight.”

I reached for Kay’s hair and cheek. “Hmmm, you looking for a friend with benefits?” I asked with a smile.

She shrugged. “Not if it meant upsetting our friendship.”

“But you’ve thought about it?”

“I cannot lie, Frank. Ever since you introduced me to the pleasures of another woman, I’ve thought about the possibility of being with Pamela that way. I wouldn’t resist, that’s for sure.”

“Well, you never know what might happen in the future,” I said, looking at my beautiful woman.

“No, but like I said, I would never push anything like that on her. My friendship with her is just too valuable.”

“I understand that,” I said.

“But, in the meantime,” she said, gripping my thickening cock, “I get to taste her on you.” She grinned wickedly and licked up and down my shaft.


“Mmmmm, oh yes. She would be delicious,” Kay said and then took my cock deep into my mouth.

She worked on my cock with her mouth until it was fully thick and erect and then, not letting me move over her, straddled my hips and impaled herself on it with a grunt. She bounced on my cock, taking her own breasts to her mouth, licking and sucking her nipples. “You like watching me do that, don’t you, Frank.”

All I could do was nod and she smiled, did it some more until I shot my heavy load into her and she moaned loud cumming in unison with me.


We spent the next day recovering from the party, just hanging out by the pool and eating whatever leftovers there were. The following day Kay had to go into work leaving me by myself. I didn’t mind. I had to leave the next day and I could use the free time to make a few work calls, send out some emails, catch up on my reading, and get a workout in.

I was in the middle of working on a few kickboxing moves on the back lawn when my cell phone rang. It was Kay.

“Hey, baby,” I said. “Everything okay?”

“Yes, but I just wanted to tell you, you’re going to have company over there? Becca called and asked if she could come over for a swim.”


“You remember, Pamela’s daughter.”

“Yes, pretty like her mother, but taller and with that, well, let me be blunt, wimpy, boring fiancé.”

“That’s Mitch. Wimpy and boring, for sure, but a man going places in this county and Becca knows it which is why she latched on to him. But don’t let that fool you about Becca. She’s given her mother plenty to handle over the years. She appears demure and conservative, but I happen to know she’s plenty promiscuous.”

“And why are you telling me this?” I asked.

“Because I think there might be another motive for her request to come for a swim.”

“Ahhh, you think?”

“I do.”

“Well this is unexpected. And interesting. What do you want me to do, Kay?”

“I want you to be yourself, Frank. Do whatever you want to do. I’m going to try to leave here a little early, but don’t tell Becca that. Surprising her might be even more interesting.”

I smiled, liking the way my Kentucky woman was thinking. “Okay, we’ll see what happens. Mittown County is just full of surprises.”

“Yeah, sure,” Kay cracked. “I’ll see you soon, I hope,” she said and then hung up.

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June 2018
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