She walked into the entry of the small sandwich shop, her eye glistening with tears. I watched her as she stood there looking back out the glass door muttering to herself. I assumed that she must have had a fight with her boyfriend. It was nearly 2 am and the bars and clubs were just emptying out. She stood there looking helpless. She was dressed in a short, mid-thigh length denim skirt, pale bare legs. She was wearing black flats that reminded me of ballet shoes. Covered on top by a white winter coat that came down to a tight elastic band at the waist it was hard to tell what she looked like on top. However from the slender legs, hands and face I figured that she was rather tiny on top. Her sandy blonde hair was shoulder length but pulled back with a clip in the back. Her mascara was smudged around her deep blue eyes. I got up and walked out to where she was standing. Everyone leaving the restaurant had walked directly by her, but I stopped and asked her if she was okay. She said that she was fine but started to cry more. I asked her if she wanted someone to walk or drive her home. She said that her boyfriend left with some other bimbo. I reached out and took her hand and said lets walk and you can tell me all about it. She hesitated briefly but then followed me out onto the sidewalk.

"My name is Rob what's yours?" I said.

"I'm Lindsey"

"Nice to meet you, do you live near by?"

Lindsey replied "No I live in Eagan, but we came into Minneapolis for a friends birthday."

"Do you mind me asking how old you are?"

"I'm 22 how about you?"

I told her that I am 38. Then she asked me where I was from.

"I'm from Iowa; I am just up here for a few days to get away from work" I replied, " I am staying at the Marriott."

"I heard that was a nice hotel"

"It is. I am on the 31st floor so I have a pretty good view of the city."

Lindsey said "I would love to see the view from up there."

"Well, we can go check it out if you want to."

She replied "I would, besides it would be nice to get into someplace warm."

I smiled because it was maybe 32 F and she was in a short skirt and bare legs. Nice white slender bare legs. So I put an arm around her and we walked to the hotel and took the elevator up to the 31st floor and into my room. The curtains were open and the view was very nice with the city lights as far as the eye could see. As I shut the door she went over and stood in front of the windows. I didn't turn the light on as not to spoil the view. I took my coat off, slipped off my shoes walked up behind her. As I put my hands on her shoulders Lindsey sighed and leaned back against me. She was about 5' 4" and couldn't have weighed more that 95 pounds. I reached my around her and unzipped her coat without any resistance from her. Then I slid it off her shoulders and after it cleared her long slender fingers I dropped in onto the chair next to us. Then I touched my lips to the top of her head and kissed her soft sandy blonde hair. I could see her reflection in the glass. She closed her eyes and a slight smiled appeared on her lips. Then I heard a light moan. I took this a sign, I took one hand and moved her ponytail out of the way and leaned down and kissed her neck. Lindsey sighed again, then I felt one of her hands reach behind her back and slide down to my zipper. I kept kissing her and she maneuvered my zipper until it was down. Then she slid her fingers into the fly and began massaging my penis through my boxer briefs. I started kissing more intensely and then moved one of my hands down her ass and back up under her skirt until I could feel her smooth yet firm ass under the yellow cotton bikini briefs. Then I moved my right hand down to meet my left on her ass. I stepped forward pressing against the glass with her body in between. She moved her other hand between us and used both of her hands to undo my belt and then she pushed my kaki's and briefs down without ever turning around, freeing my rock hard and pulsing penis. The head of my cock was already bright red when she started rubbing it with her gentle fingers. I moved my hands up the outside of her thighs until I found the waistband of her panties and then I pushed them down to her knees. Lindsey then wiggled her legs back and forth until the panties fell to the ground under her feet. She slipped off her shoes and kicked them and the panties to the side.

"I want your penis in my ass," was the next thing I heard from her pretty pink lips and I felt her pull my penis toward her.

"Let me get you wet first, I'll slide in better." I said.

"Okay." Was her only reply in a soft, passion aroused tone.

I moved my hands to the outside of her skirt and pulled it down. Now she was naked from the waist down and anyone looking into our room form one of the builds across the way might have been able to see her naked in the window, even with the lights to the room off. She either didn't care or didn't think about this possibility as she pulled her top off revealing that she was not wearing a bra over her 32 A cup breasts. I moved to the side and looked up into the window where I could see the reflection of her surprising dark and erect nipples jutting out from her nearly flat chest. Just small mound made up her little luscious breasts. I wanted to suck on them, but I had more interesting places to go at this point. I moved my mouth to her ass. I squeezed her checks apart with each of my hand and slid my tongue into the opening touching the tip to her little puckered flower bud of an asshole. Lindsey cooed as I began to lick her poop hole, working on getting it wet so I could more easily slide my dick into her. Then I moved my fingers closer to her little hole and pulled at the sides, opening it so my tongue would have an open port in which to explore.