I have been feeling down a lot lately. I think the realization that I will be 77 this year has been hard to take. I look at obituaries and almost everyone who dies is younger that me. I feel so alone at times. I have no relatives. My daughter and I do not get along well and she has no kids. Most of my friends was George and I were younger were swingers. I stopped doing the swing thing many, many years ago. There are just too many younger beautiful woman swinging. My husband's friend has moved a bit farther away and we do not play hardly at all. Its either a long drive for him or me.

I currently lived in a gated community, Reynolds, on Lake Oconee and many of my old friends still live in and around Atlanta. Probably my fault but I made no effort to stay in touch with the, If you read my blog you know that I have met people off dating sites, two of which I documented in my blog. Seemed like I was meeting kids who wanted nothing but sex from an old woman like me. And as much as I hate to say it, I had a hard time keeping up with a few of them.

One night when I was feeling sorry for myself, I started to think if there was anyone from my past that I could reconnect with. I went through a mental list and ended up returning to think of Ann. Ann was an executive with George and my company in Atlanta. We had become great friends during the time we were both at the company. In fact, we had had one minor sexual encounter. Mostly just kisses. Anyway I decided to give her a call.

To make this story shorter, suffice it to say Ann was amazed to hear from me and we chated for over an hour. At the end of the call Ann said that we needed to get together and in fact she said she was traveling to Augusta later in the week and would be on I-20 about 2 miles north of me. We agreed that the should stop by and stay for a few hours.

On the discussed day I answered the door and there stood Ann. I hadn't seem my friend Ann in many years. She stood there, she was gorgeous. She was a few years younger than I but had maintained her figure amazingly. She was 5' tall and must have weighed only 110 lbs. Her tits were still as amazing as I remembered. They were at least 32D.

After all the greetings and hugs we sat on the couch and she decided to share one glass of wine, just one since she was driving later. We discussed all that had happened in the many years since we had last met. Ann never knew George and I were swingers and I did not say anything about that.

After about an hour of carefree chatting I started to get sad and in fact started to cry. Ann shifted closer to me and reached out and took me into her arms. She started to try and sooth me, patting my back and asking me what was wrong. I let her comfort me and I reached out and hugged her back. The surprisingly I could feel my wetness soaking through my shorts as my mind went places it shouldn't.

I related to her how lonely I was, etc,, etc.

"You know you were my first kiss with a woman" She told me.

"Well, one of my first,” I chuckled.

Ann moved one of her hands and laid on my knee. "I was hoping that you hadn't forgot about that kiss. It was special to me." she said, her hand slowly shifting up to rest on my thigh.

When we talked on the phone I told you that I had been married for 10 years but I did not tell you that HER name is Becky.

I pushed her back so that I could look into her eyes. I am sure I looked shocked, “I am so happy for you.”

I couldn't talk anymore. Every nerve ending below my waist was blazing as her hand continued to moved up toward the hem of my shorts. I was certain she could smell the musky scent of my wetness as I all but squirted in my panties.

"Did you want to see me just to hope this would happen,?" Ann asked, her voice becoming husky in a way I'd only ever heard in my wet dreams.

It took all of my efforts to nod my head, and she grinned. “I was hoping so too.”

"Lets make it happen," she laughed as the tips of her fingers brushed against my clothed cunt. "We wasted much of my time here, catching up."

I let out a breathy laugh that was quickly swallowed up by a moan as her delicate fingers rubbed against the crotch of my shorts. "I wanna fuck you so bad," I moaned.

"Only if I can fuck you too," she grinned.

Apparently, that was all it took for my brain to turn itself back on, because the next thing I knew I was straddling her tiny waist while she lay back across the couch.

My mouth was on her mouth in seconds, tasting her sweet tongue as it danced with mine. Our kisses were sloppy and filled with need. We knew what we were doing, and we knew what we wanted. And while kissing Ann was amazing, I wanted to do much more to her amazing body while I had the chance.

I pulled back first, looking down at her. She was gorgeous as she lay under me. Her short hair was splayed around her, her pretty blue eyes clouded with desire. The curve of her waist felt exquisite between my legs, and I began to grind against her.

The resonating moan that escaped her lips had my cunt clenching with need as it moved against her stomach.

I ran my hands up her stomach, taking her shirt with me as I trailed up to reveal her gorgeous tits. The sight of her erect nipples had my mouth watering, and I leaned down, sucking one huge nipple into my mouth.

"Oh, that feels so good," Ann moaned beneath me and I smiled against her tit. I swirled my tongue once more around her nipple before moving on to her other one.

I, then, started my journey downwards, shimmying down her body until I could reach out and lift up the hem of her shift dress. I lifted the dress up over her curvy hips, I was pleased to see she wasn't wearing any panties and I was face to face with her her bare, beautiful cunt.

If this was a dream, I did not want to wake up.

Taking hold of her leg, I hitched it over my shoulder, spreading her pussy lips wide as I lay my head between her legs. I'd pictured this moment, hoping for this moment when I had decided several days ago to give Ann a call. Now that I was here, I just wanted to taste her.

Tossing foreplay to the wind, I buried my face in her cunt and inhaled the musty sweet smell of her sex. She giggled above me and I smiled against her slit. "You're soaking wet, Ann," I groaned against her, savoring the feeling of her.

"You look so fucking sexy down there, I. I can't help myself."

I wasn't sure who was wetter at this point, me or her. But my wetness wasn't what I was facing at the moment. So I pulled away just a bit, enough to see the glorious sight in front of me, and proceeded to flick the tip of my tongue against her clit.

Ann jolted against my face at the contact, which only pressed my tongue harder against her. For the next few minutes I lapped, and sucked, and licked at Ann's perfect cunt.

"I'm gonna fuckin' cum, I. I'm cumin'!" Ann moaned loudly.

A few second later, she was quivering beneath me as I worked my tongue up and down her slit feverishly. I didn't stop until she started jerking and screaming as she reached her climax. The sound of her orgasm as her sweet cum covered my mouth was most erotic. A feeling of desire knotted low in my stomach as Ann came down from her high and grabbed at me, pulling me up to meet her lips.

She tasted herself in our kiss, licking every drop of her juices from my lips. We rolled around on the couch, one of us trapping the other beneath us as we fought to see who would come out on top.

And while I loved the feeling of her underneath me, it was me who lost. Ann played dirty, and during our tumbles managed to unbutton my shorts. Once she'd accomplished this, she didn't hesitate to shove her hand down the front of my panties.

I gasped loudly when I first felt her delicate fingers slip between my folds. Pure pleasure coursed through my veins as her naked body hovered over me and her skilled fingers rubbed circles around my sensitive clit. My lips parted and she took them once again with hers as I savored the feeling of her touch.

When she slipped a finger inside of me, my eyes shut tight as I moaned against her mouth. She began pumping her finger back and forth, fast and hard, adding another finger not a minute later. Her thumb rubbed at my swollen clit, making me see stars behind my closed lids.

"Fuck, fuck, fuck," I whimpered as I thrust my cunt harder against her hand. I didn't want her to be gentle with me. I wanted her to make me cum- hard.

Instead, she pulled her hand out of my shorts, leaving me crying out in frustration as I dangled on the edge of pleasure.

"I can't hardly fuck you right if these shorts of yours are in the way now, can I, I?" She said a wicked grin painted on her face as I opened my eyes.

She quickly pulled my shorts and panties off in one pull, tossing them aside. My shirt was next, as she ripped open the buttons and took in the sight of my naked breasts, leaving my sleeveless plaid shirt opened but still on me.

"Look at those sweet tits," she marveled, cupping my breasts in her hands and squeezing them. They weren't as big as her tits, but they were big enough to draw attention. She tweaked my nipples between her fingers as she stared at my chest, sending a pang of desire below my waist.

I groaned as I hovered halfway to my climax, still frustrated that she was talking instead of putting that beautiful mouth of hers to work in better places. Not that the husky sound of her voice didn't get me all hot and bothered. I was just certain her skilled tongue would be more successful if it was licking my desperate cunt.

Her fingers pinched and twisted my nipples hard, to the point that a lick of pain and pleasure ripped through me straight to my aching core. My body was sensitive, every nerve heightened by her touch. "Please, Ann," I moaned as I thrust my hips against her. "Make me cum."

Ann hovered over me, a sly grin on her pouty lips. "Well, since you asked so nicely, Georgia," she said, shimmying her way down my naked body. "Lets see what we've got down here."

I watched as her blue eyes focused on the wet mound between my legs. Her lips popped open in a little 'o' as she tilted her head.

"Would you look at that pretty kitty of yours?" She cooed, spreading my legs with her hands as far as they would go and settling in between them. "Gosh, can I pet it?"

"Pet my kitty, Ann. She wants you to pet her real good," I panted, playing along with her little game. I would say whatever I had to to get her to eat me out right then and there.

With one hand, Ann started stroking my hairless mound, careful to not touch what lay beneath my lips. I groaned in frustration, bucking my hips up to try and force the contact.

Instead, Ann slapped my cunt, sending a spasm of pleasure through me. "Bad kitty," she mused.

"Yes, bad kitty," I painted desperately. "Bad kitty should be punished for being so bad."

A grin spread across her lips. "Punished, eh? I'm starting to think kitty likes it rough."

I nodded furiously. "Real rough."

"Well then," she said as she grabbed my hips and roughly forced me to roll over onto my stomach. "Kitty should love this."

With one hand, Ann pressed into my back, preventing me from moving, while the other dipped two fingers quickly into my dripping pussy. The thrust was fleeting though, as she withdrew as quickly as she'd shoved them in.

But the warm, wet sensation of her tongue against my ass had me forgetting my name as I moaned loudly. She pressed her tongue against my hole quickly and repeatedly, until I was a moaning mess on the couch.

It wasn't long before I felt a finger roughly probing at my asshole, pressing in before letting go. It was agonizing, as I would just feel the erotic sensation of her finger entering my ass, before it was taken away. Like my orgasm before, she was giving me pleasure, but refusing to give me release.

I growled the next time she took that finger away, just as I felt it stretching my asshole.

She laughed, and I think I actually creamed on her hand. "Kitty's getting impatient, ain't she?" She clicked her tongue in disgrace, and I could feel her leaning over me, her gray hair brushing against my ear as she spoke. "I think I'm done playing now," she whispered, her hot breath fanning my ear just as I felt her finger thrust into me without warning.

What I felt was a brief wave of pain as I stretched to accommodate her finger in my tight hole. But after a second, the pain was replaced by a raw pleasure as she quickly began thrusting in and out of my ass.

I moaned loudly as her round tits pressed into my back. "Oh fuck," I panted. "Yes, yes, harder."

Ann grinned against my ear as she pushed another finger inside of me. "You like how I fuck your pretty ass, Georgia? Huh?"

I nodded, my eyes squeezing shut as I felt my long awaited climax creeping up on me. "Yes, oh, fuck, yes!" I cried as her pace quickened. "Fuck my ass, Ann! Make me cum!"

Her hand that been holding my back disappeared as she pushed off of me. Before I could wonder what she was doing, I felt that hand wiggle its way under my stomach, and quickly descend on my dripping, wet cunt. Her long, skilled fingers were quick to attack my slit, rubbing in circles around my throbbing clit as her other hand fingered my ass fast and hard.

I was a quivering pile of nerves beneath her magical hands, my hips bucking against her hand as my long awaited orgasm crashed into me like a tidal wave of pleasure and lust. She continued her thrusting and stroking as I thrashed and screamed beneath her. I couldn't even manage to stop screaming long enough to tell her I was cumming before I felt my cunt gush, showering her hands with my juices as I rode out the last wave of my climax.

When I collapsed onto the couch, moaning contently, she pulled her fingers out of my ass and carefully rolled me over. Her bright smile greeted me when I opened my eyes. "You tired, Georgia?"

"Hell no," I smirked, drawing my knees up and spreading my legs. "Now bring that pretty cunt of yours over here so I can taste it again while you clean up the mess you made."

Ann didn't have to be told twice. She was quick to crawl over and straddle her legs on either side of my head, giving me a beautiful view of her glistening cunt above me. As she leaned forward to do as I told her, I reached up and lapped at the fresh cum gathering in her slit.

We wrestled around some more and ended up in the 69 poisition.

We both began our desperate attacks on our slits. Even though I had just cum not a minute before, I could already feel myself growing wetter as Ann hungrily lapped at my cunt, hardly taking a moment to come up for air. In turn, I feverishly sucked at her clit, moaning as she slipped a finger inside of me.

Her tongue became more desperate as I began fingering her slit as well, her fingers moving harder inside of me as she groaned and swirled her tongue around my clit roughly.

We continued like that, furiously lapping and sucking and finger fucking each other simultaneously until, almost as one, we came. We thrashed and bucked and screamed each other's names as our juices showered over the other's lips and we rode out our climaxes together.

Ann was the first to move, lifting her sweet, beautiful cunt away from my mouth and replacing it with her lips. Our kiss was sweet and languid as our tongues danced and our salty cum mixed together in our mouths.

When we pulled apart, Ann smiled, our wetness glistening on her lips. "I have to go Georgia."

I sighed at the thought of my once again empty house.

Her smiling lips pressed against mine once again, her hand absently kneading at my tits.

I tried to hold on to her as she back away from. “Don't go, stay the night with me.”

Ann started picking up her clothes and started to get dressed, “ I can't Georgia. I truly have somewhere I have to be, Becky awaits me.

I just stood there, naked trying not to feel sorry for myself, not to cry.

Fully dressed Ann came over and took me in her arms. She positioned her lips against mine and gave me a deep kiss. “Georgia, I needed this to happen as much as I think you needed it to happen. I have fantasized about you ever since that kiss we shared. I knew that the lifestyle that you enjoyed at that time was not for me and I could not get involved with you. I also know that we can not see each other again. I am married and I truly love Becky.”

Ann started toward the front door and I rushed over and grabbed her and turned her toward me. “Ann don't go, stay”. The rest of my words were cut off as she placed a finger against my lips and said, “Shhh”.

Once again Ann turned toward the door and said, “Bye Georgia.”

All I could say was, “Bye Ann” and she closed the door.

I stumbled back to the couch, the smell of sex was still in the air. I through myself down on the couch and started to cry.