When Barry Met Sally

by Ann Douglas

Copyright© 2002 by Ann Douglas. All rights reserved.

Erotic Sex Story: When Barry Adams met Sally Liebowitz, he had no idea of the changes she would make in his life. Or where those changes would ultimately take him

Caution: This Erotic Sex Story contains strong sexual content, including Ma/Fa   Consensual   Fiction   Swinging   Group Sex   Interracial   Oral Sex   young man fucks older woman,man puts up with girlfriends sluttiness,slutty girlfriend.

"Oh God, oh God," the twenty-two-year-old cried loudly as she flung her naked body down once more, impaling herself on the hard cock of the equally naked twenty-five-year-old man underneath her.

Sweat ran down her small heaving breasts. She flung her head back, sending long brunette hair in every direction as she approached the edge of orgasm. The equally dark-haired young man beneath her neared the same pinnacle with equal ferocity, grabbing her waist tightly and thrusting his cock deep inside of her. His breaths were no less labored, his skin no less damp. They had been fucking like rabbits, to use one of the girl's favorite expressions, for the last half hour.

"Fuck!" she yelled in an even louder voice. "Fucking yes! Fuck me, give me that big beautiful cock! Shove it in me!"

The sound of her voice at that level, they both knew, made it a certainty that they would undoubtedly hear another complaint from Mrs. Merriman, the seventy-five-year-old woman who's bedroom was on the other side of the wall. Hardly a week went by that the woman didn't complain about the noise of their lovemaking, or the young woman's propensity to scream during it. Curiously, they had yet to ever get a complaint from Mr. Merriman.

"Oh, baby, I'm ... going ... to ... come," the young man said, his words punctuated by attempts to catch his breath.

"Not yet!" the girl yelled back, throwing herself against him one more time. "Just another minute..."

"I can't," he panted, "I can..."

His words never finished as he felt his cock explode within her. An eruption that didn't even give her pause as she put everything she had into one final burst of energy and followed him into a paroxysm of passion.

Their bodies shook with erotic energy as they thrashed back and forth, lost in the blind fury of their climax. Neither was aware that the other was even there until the last of their bodyquakes subsided and they collapsed into a hot, sweaty heap upon each other.

"Oh, Sally," Barry said almost too low to be heard as he closed in eyes in exhaustion.

Her eyes closed, the young woman was tired to the point that she felt she didn't even have the strength to answer. At least not yet.

Barry had met Sally at a singles mixer at the community center two years before and had immediately fallen in love with her. Something that wasn't an unusual occurrence for the then twenty-year-old. Young men had been falling for her almost since she had turned thirteen. What was an extraordinary development, at least from Barry's perspective, was that almost from the same moment, Sally seemed to feel the same way about him.

Barry Adams stood five seven and weighed a hundred and fifty pounds. He had short brown hair and a face that some women considered handsome, but that he had always thought of as just average. Prior to meeting Sally, he'd had five relationships in his life, only two of which could ever have been considered serious.

Sally Liebowitz was an inch shorter, forty pounds lighter and three years younger. A long-haired brunette with a slim figure and medium-sized breasts, she had astonished the then assistant office manager when not only did she accept his invitation to dance at the mixer, but agreed to have dinner with him the following week.

Several dates followed that and by the end of the month they were sharing a bed as well. Neither Barry or Sally had been a virgin the first night they slept together, but when faced with his new girlfriend's seemingly unlimited sexual energy, Barry felt almost intimidated.

They had moved in together a year later, much to the envy and in some cases, disbelief of some of his friends. Deep in his heart, Barry sometimes had difficulty believing it too.

In the weeks and months that followed, Barry found that their first night together had been only the tip of the iceberg. It became apparent that Sally was a sexual adventurer, constantly looking for new and exciting thrills. Thrills that she wanted Barry to share.

It took a little getting used to. Barry was hardly in the habit of having his girlfriend go down on him in public places as Sally liked to do. Or even, on a few occasions, fucking him in public as well. Still, despite what he had to admit was a strange relationship at times, he couldn't argue that life with Sally was certainly a lot of fun.

And it wasn't just his sex life that Sally made a big improvement in. With her help, he had moved up from one of four assistant office managers to the office manager when the current department head retired. He wasn't sure how she did it, but somehow Sally convinced old Mr. Johnson that Barry was the best choice, despite two of the other assistants being his senior.

It was a promotion that caused some resentment at the office, but Barry worked twice as hard as before to prove he was the best man for the job. "If the others didn't like it," Sally constantly told him, "Screw them, they can go work somewhere else."

Yes, the woman lying naked against his shoulder certainly had turned his life totally around.

"Did you enjoy yourself lover?" Sally asked as she pressed up against Barry some time later, her hand stroking his still spent manhood.

"You have to ask?" Barry said as he looked down and grinned as his male pride failed to respond to her touch. "I think we can be certain that we'll be hearing from Mrs. Merriman again."

It had become a running joke between the two lovers that a complaint from their neighbor was the best indication of how good a lovemaking session had been.

"Fuck Mrs. Merriman," Sally laughed. "Not literally of course, I wouldn't let her get within ten feet of this wonderful cock. Still, maybe someone should give the old lady a thrill. She probably hasn't been laid since my mother was in diapers."

Both of them laughed at the joke.

"So it's safe to say that you're in a pretty good mood right now," Sally continued as she abandoned her attempts at resuscitation.

"I'd say yes," Barry replied, wondering where this was going.

"Great!" Sally said excitedly as she exhibited a burst of new energy and jumped off the bed, running to the nearby dresser and taking a long white envelope from the top drawer. "I have a surprise for you."

Whenever Sally said that, Barry was never sure if he should feel excited or worried. The brunette gave no inkling of which as she smiled and with a running start, jumped back onto the bed. She landed hard enough to cause the heavy headboard to crash against the wall once more.

"Guess what I got?" she said as she lay across the bed and held up the envelope.

"I'm almost afraid to," Barry replied, looking down at her ass sticking up in the air and feeling the first stirrings of renewed life between his legs, "but I'm sure you're going to tell me."

"I got a response to our ad," Sally said excitedly as she opened the envelope and pulled out the three sheets of paper that had been inside it.

"Our ad?" Barry repeated.

"Okay, my ad," Sally corrected herself.

Barry watched as Sally unfolded the pages and handed them to him. A glance showed them to be a hard copy of an email and two printer generated photographs. Sally watched silently as her lover read the letter and looked at the pictures.

"You can't be serious about this one?" he said as he looked at the photos.

"I most certainly am," Sally replied in a hard tone.

Realizing that she was indeed quite serious, Barry took another look at the images in his hand and read the letter again. As he did, his thoughts drifted back to a night fourteen months before.

Sally and Barry were having dinner at a nice restaurant to celebrate their one-year anniversary. Barry had been in a really great mood that night as well, most of it due to the unexpected suggestion Sally had made the night before. Seeing that things were going so well between the two of them, she had said, maybe they should give some real serious thought to maybe moving in together. It wasn't marriage, a subject he would rather have discussed, but it a pretty positive step in that direction.

Over dinner, Barry told Sally that he had indeed given it serious thought and he felt it was a great idea. Sally had been overjoyed, a feeling her lover shared, at least until the woman on the other side of the table dropped her second bombshell in twenty-four hours.

In between the main course and dessert, Sally unexpectedly said that since they were so secure in their relationship, maybe it was time for them to add a little more spice to their sex life. Considering the spices the audacious twenty-one year old had already brought in the last twelve months, Barry couldn't imagine what she was considering now. When she told him, he was utterly speechless.

"I think we should try a three-way," she said, taking a long slip of wine as soon as the last word left her lips.

Barry had already taken a drink from his own glass and almost spit it out in surprise. Somehow, he managed to swallow it without choking.

"A three-way?" he repeated when he was able to speak again.

"Yes," Sally said in that same tone. "I think it would be a lot of fun. That is, if you think that our relationship is solid enough for us to share a lover." she paused a moment, taking another small sip and added. "After all, it's just sex."

A small incident from the previous week now made sense to Barry, at least he thought it did. Waiting in line for a movie, they had run into Sally's college roommate, Rachel Brown. The blond was coming out after having seen the same film. Sally introduced the two of them to each other and took a few minutes to catch up on things with her former classmate. While she did, it was all Barry could do not to stare at Rachel's prodigious chest. As inappropriate as that might be, it was almost impossible not to look. He was, after all, a guy.

The line began to move and the two old friends said their good-byes, promising to have lunch later in the week. As they did, Barry was just relieved that neither of them had caught him checking out her assets.

Once they were in their seats and waiting for the film to start, Barry commented that Rachel seemed a nice girl and that the two of them must've been good friends back in school.

"Rachel had a lot of friends," Sally had replied. "Back in college she chased after other girls just as much as she did guys."

The lights dimmed at that moment and the picture began, cutting short any chance Barry might have had to ask Sally if she had been one of those Rachel had caught. Not that he was sure he would even ask the question. If Sally didn't feel the need to volunteer the information, he didn't think he was brave enough to ask.

Now, sitting at the restaurant table, he thought he had that answer. Obviously, they had that promised lunch and Rachel was the one Sally wanted to join them in bed.

A broad grin filled Barry's face. How lucky can a guy get, he asked himself. To have a girlfriend who invites another girl into your bed and not only lets you fuck the girlfriend, but then gets it on with her too.

"Well if it's really something you want to do," Barry said, "then I'm up for it."

If his ladylove had chosen that moment to look under the table that separated them, she would see that truer words had never been said.

"That's great!" Sally gushed. "I know you and Ray are going to get along fine." Then, leaning closer to him so that only he could hear what she said, she whispered, "Just the thought of having the two of you fuck me is getting me wet already."

Normally, the thought of Sally getting hot and horny would make Barry hard as a rock. This time, her words suddenly transformed him to limp as a noodle. All he kept hearing was the name, Ray, over and over in his head.

"Ray?" he finally said out loud.

"Yes, Ray Thompson from my office," Sally said. "You met him at the holiday party last month, tall, blond hair, very handsome. He's being transferred to the San Diego branch next month and I thought this would make one hell of a goodbye gift. I know he'd be interested."

"But I thought you were talking about Rachel?" Barry said.

"Rachel?" Sally replied somewhat surprised. "Why would you think that? Rachel stopped seeing men right after we graduated. She's totally into girls now. Didn't I tell you that?"

"No, you left that part out," Barry said.

"That's funny, I really thought I did."

A few heartbeats passed as the two of them just looked at each other.

"Look, Barry," Sally finally said, "if sharing me with Ray for a night is a little too far out there for you, then maybe we should just forget it."

Resisting the urge to let out a deep breath, the twenty-four year old felt a wave of relief wash over him.

A wave that lasted a few seconds longer until Sally then added; "I just thought that we had something really special going and that you could handle a little free-spirited challenge."

A cold fear replaced Barry's sense of relief. What if Sally now felt that they didn't have that something special? Would she still want them to move in together, or worse, reconsider being with him at all?

"No, it's not a problem," Barry quickly said, figuring damage control was the best thing he could do right now. "I just thought you were talking about Rachel, that's all."

"I'm glad," Sally said, a smile again filling her face. "I'd hate to think I was wrong about us."

"Of course you weren't wrong," Barry said, telling himself that after all, like Sally had said, it was just sex.

When the night of their ménage-à-trois finally arrived, Barry was surprised to find that once things got started, having Ray in bed with the two of them didn't bother him all that much. Sally was totally hot and all over the two of them. They, in turn, were all over her as well, taking turns fucking her. The one with his cock not buried deep in her pussy got to rest in her equally wet and warm mouth.

It wasn't until, in the mists of passion, Barry realized that the mouth so expertly sucking his cock wasn't Sally's that the whole situation turned strange again. Having a man give him head set him back for a few moments, but even that faded when he realized that he didn't feel any real difference. In fact, Ray seemed to be better at it than some of the women Barry had dated.

Thankfully, Ray didn't seem to expect his host to reciprocate, because that was something Barry really didn't think he could handle. Instead, Sally slid Ray's cock into her mouth and spread her legs to let her lover go down on her as well. Locked in a circle on the carpeted floor, the three of them sucked each other off until one by one, each of them came.

Lying in bed after Ray had gone home, Sally asked Barry what he thought of the experience. It wasn't unusual for her to ask him questions after they tried something new. Honestly, he told her that it actually had been fun and more than a little interesting. He also said that he didn't think that he could ever do to a guy what Ray had done to him.

Sally listened and then said that she understood. Bisexuality wasn't something everyone was comfortable with. Of course, she added, since she wasn't going to get to see Barry play with another man, then he shouldn't expect to see her with a woman either.

That caused him a certain measure of disappointment since like many guys, the idea of seeing his girl with another woman was a perennial fantasy. Yet on the positive side, he thought as he drifted off to sleep, that should be the end of any more three-way encounters.

A month and a half later, after they'd moved in together, Sally made yet another startling announcement. She had invited another couple to dinner and she told Barry that the invitees were into swapping partners.

Like Ray Thompson, Thelma Warren also worked for the same company as Sally. Barry remembered her as a tall, very attractive black woman about his age with tightly braided black hair that hung half way down her back. Her husband, Larry, he learned when they arrived, was an even taller, powerfully built man. He was bigger than Barry, Sally told him later, in every way.

After socializing over dinner and a few more drinks afterwards, Sally walked over to Larry and gave him an open mouth kiss as she reached down and felt between his legs. In response, the tall man reached over and squeezed Sally's left breast, massaging the braless nipple through her dress. The hostess then took his hand and led him in the direction of the bedroom, saying that Barry and Thelma could have the living room to play in.

Watching the bedroom door close behind the two of them, Barry was unsure what to say to Mrs. Warren. Turning to face her, he found that words weren't really necessary at that point. Thelma had taken off the black dress she had worn to dinner and was now standing there in black panties, a bra cut so low that her ample bust was practically spilling out of it and a set of matching garters.

Walking over to Barry, she slipped her tongue into his mouth and her hands down his pants. A smile of appreciation filled her face as her fingers took the measure of his manhood. In no time at all, Barry's pants were down around his ankles and Thelma, who had dropped down to her knees, had traded the tongue in her mouth for his cock.

Again later in the night, Sally questioned her boyfriend about the experience. Yes, he had a really good time with Thelma, he said, stating that she had turned out to be just as uninhibited as Sally. It was also interesting to be with a black woman, he admitted. This had been the first time he had even seen one naked, other than in a men's magazine.

Sally told him that was one of the reasons she had invited them over when Thelma confided in her that she and her husband were into swinging. She had never been with a black man either, and while she didn't believe the stories about them all having monster cocks, she thought it would be interesting as well.

Barry didn't have to ask if interesting was all that Sally found being with Larry to be. Not when her cries of "Fuck me harder" carried all the way to the living room. It had been another night that Mrs. Merriman wasn't going to get a good night's sleep. He was curious, however, as to why Thelma told her that they were into swinging in the first place. It wasn't exactly the sort of thing that came up over a coffee break.

Actually, their discussion really didn't start out as being about swinging, Sally explained. The truth was that Thelma had been trying to pick up the brunette for over a month. Thelma, like Rachel, was into girls.

After Sally had explained to Thelma what she had told Barry about not having a girl/girl scene with him, the ebony-skinned woman had suggested that maybe they could start off swapping partners for the night. Maybe after he got to know them, or at least her in the biblical sense, he might change his mind.

Barry thought it best not to mention that while he was screwing Thelma, the thought of her with Sally was very much on his mind. The image of the two of them together only added to the force of his climax. But as enticing as the mental picture was, the price of having her husband's cock in his mouth, or god-forbid, a much more personal orifice, was too high to even consider.

What he did mention, was that the more he thought about it, the more he thought it a bad idea for them to keep getting involved with people from Sally's office. People they had to interact with on other levels as well. If things were to go bad over something that happened during one of these sessions, it could cause some on the job problems for Sally. And they definitely wouldn't want her nocturnal adventures to become the stuff of office gossip.

Sally said she could see his point and would think about it. Then, just as easily, she kissed him goodnight and rolled over and went to sleep.

As in the case of the last sex play session, the subject didn't come up again for a number of weeks. Sally came home one Friday afternoon and said that she wanted to go to a hotel out on Long Island. The lounge in the hotel played host to a pretty active swingers club, she'd found out from online chat rooms and the hotel itself rented rooms by the hour for those who cared to make use of them.

"You don't have to come with me of course," Sally said, "but I'm going either way. Single women are always welcome I'm told."

Giving in to what seemed to be the inevitable, Barry said he would go. It took a while to make the fifty-mile trip out to the hotel, but when they got there they found that the information Sally had gathered wasn't wrong. There had to be at least forty couples of all ages in the bar.

They hadn't even had time to order drinks when one man his age came up to Barry with his wife in tow and tried to strike up a conversation. Sally abruptly cut them off and said she was sorry but they weren't what they were looking for.

It would've been much more accurate if she said that they weren't what she was looking for. On the ride out there, she had made it very clear to Barry that if anyone approached him, he should refer them to her. She was the one who would decide if anything was going to happen, and with who.

Content to just hang back with the drink he had finally gotten and let Sally do her thing, Barry was surprised to see her pass on several rather good looking couples who had expressed an interest. As was the case with the Warrens, Sally had told him that she was looking for something new and different. He was on his second drink when Sally reappeared at his side with a couple in tow. Taking a look at them, Barry had to say they certainly were indeed different.

The man, who Sally introduced as Clayton Hiller looked like he juggled cars for a living rather than repaired them as he said. A hair under six feet, he had a shaved head topping a body even more muscled than Larry Warren's had been. It was the kind of body that you got from hours a day in a gym or a lifetime of heavy physical work.

Bridgett Hiller, was almost a total opposite. A half foot shorter than her husband, she had to outweigh Barry by a hundred pounds at least. What the attraction was between the two of them he couldn't imagine.

Still he had promised Sally he would go along with tonight's venture so he just told himself he'd make the best of it. After all, he'd never been with a woman as large as Bridgett, so if nothing else it would be a new experience.

An experience he found little to say about on the equally long ride back home later that night. Once more, Barry would've had to be deaf not to know that Sally had her usual great time. He, on the other hand, had the most disappointing sexual encounter of his life.

Worse than even the night he'd lost his cherry to Connie Mason during senior year of high school. He'd been so excited about winding up in bed with her, even though all of his friends had told him that Connie was a sure thing if there ever was one, that he'd climaxed less than fifteen seconds after getting inside of her.

In Connie's case, he had at least come out of it having lost his virginity, however brief the experience had been. In this instance, he didn't even have that to fall back on.

No sooner had he been left alone with Bridgett, she slipped out of her clothes and laid out on the bed. This time, Sally had graciously offered him and Bridgett the use of the sole bedroom, leaving the couch for her and Clayton. Barry had climbed on top of the larger woman and without any effort or help on her part, slid his manhood inside of her.

Her expression barely changed as he pumped in and out of her. In fact, she just laid there and didn't even move or utter a word. It was so depressing that after a few minutes, Barry did the unthinkable and actually faked an orgasm just to be done with it.

Once he rolled off of her, she disappeared into the bathroom and didn't emerge until her husband called out to her that it was time to leave. Just before she walked out the bedroom door, she turned to Barry and said her first words to him.

"I fuck you good, yes?"

Unable to even say that he thought that was good, Barry simply nodded his head yes. An action that brought a smile to the woman before she turned and left.

It was also on that ride home that Sally had said that she thought she would place an ad on some of the bulletin boards she had heard about in the chat rooms. Totally unhappy at the evening, the words didn't even register with Barry as he kept his eyes on the long road back to Manhattan.

Back in the here and now, Barry again looked at the letter and photographs. His first reaction still held true, these people were old enough to be their parents. Only a few minutes before, Sally had joked about fucking Mrs. Merriman. With these two, they were more than half way there.

"Is this is the only reply you got?" he asked, buying himself a little more time before he had to give a serious answer.

"No," Sally replied. "Actually I got over a dozen but this was the one I found the most interesting."

Interesting wasn't the word that first came to mind when Barry looked at the images of the man and women in his hand. From the letter, he learned that the man's name was Dave Carter and he was a fifty-five year old retired Police Officer. Six foot two with a muscular build, he had a closely cropped white hair and an equally trimmed beard and mustache. For an old guy, Barry had to say he was in pretty good shape.

The woman with him, the letter said, was Beatrice Carter, who was three years younger and with equally white hair cut just above her shoulders. Her body was what one would expect from a woman her age, with time and gravity having taken their toll on her five foot four form.

Looking deep into her face, Barry guessed that she might have been quite attractive when she was younger. Not to say she wasn't still pretty. Beatrice just wasn't what he pictured as a woman he wanted to go to bed with. And the encounter with Bridgett Hiller had soured him on just fucking someone for the experience.

"I don't know," he finally said, surprising Sally with his show of reluctance.

"Oh come on," Sally said, putting on her sexiest pout, "haven't you ever been curious about what it would be like being with someone really older?"

"Actually, no, I haven't," Barry said as he put the pictures down.

Her pout turned into a scowl in response to her lover's disinterest. Especially after she had just rocked his world. Usually, that was when he was the most compliant.

"And before you fall back on that old you'll go alone bit," he went on, "I'll tell you right now that if that's what you want, then go right ahead."

If Sally were to take a step back and look at the situation, she might consider the idea that she was pushing a little too hard. That it might be wiser, in the long run, to back off and let this particular one of her adventures pass. Unfortunately, all that occurred to her was that she didn't like to lose and she pushed ahead on a different track.

"I would," she said, responding to his suggestion in what she considered a conciliatory tone, "but they were quite clear that they were only interested in swapping as a couple. They aren't interested in a three-way with a woman."

"Then I guess you're out of luck this time," Barry said, not feeling conciliatory himself.

But Sally wasn't ready to give up so easily, not when she had one last card to play. A trump card she had held in reserve for the day she wanted Barry to do something he really didn't want to.

"I'll tell you what, love," Sally whispered into his ear as she pressed her breasts up against his chest, "you do this for me, and I promise that the next time it'll be just you, me, and any girl you pick. And when we're together, I'll do all those nasty things to her that I know you fantasize about."

Barry didn't respond right away, but Sally knew he was thinking about it. And if he was at least thinking about it, then she was already half way there. When he picked up the picture of Beatrice to look at again, she knew that she had won without him saying another word.

The following weekend, all the arrangements had been made and the two of them took a taxi to the Upper East Side and the condo where the Carters lived. Sally was totally impressed by the building, a luxury high rise with both a doorman and a desk attendant in the lobby.

She was even more impressed when, after getting off the elevator on sixteen, they found that the apartment they were looking for occupied almost a quarter of the floor. It had to be at least three times their apartment downtown.

"This is where a retired Cop lives?" Sally asked out loud as Barry rang the doorbell.

If the question had been intended as anything but rhetorical, Barry didn't have time to answer as the door swung open a moment later. The attendant down in the lobby had, after checking that their names were on a list of expected guests, called upstairs to let the Carters know that they were on the way up.

The first impression both of them had of the man in the blue golf shirt and black slacks was that the photograph Dave Carter sent them didn't do him justice at all. The phrase tanned, fit and handsome easily applied, as he was a man who had indeed aged well. Barry's second thought, as they were invited inside, was that he hoped Beatrice's picture had been just as unflattering.

"Can I offer the two of you a drink?" Dave said as he led the two of them through the foyer and into a spacious living room. "I had just poured myself a scotch."

"Scotch would be fine," Sally said, much to Barry's surprise since he had never heard her order one before. "A short one with just a little ice."

"Could I have a beer," Barry asked, drawing a cold look from Sally for being so plebeian.

"Sure, coming right up," the tall man replied as he stepped behind a waist high bar in the corner of the room, not seeming to find a problem with the request at all. "Heineken okay with you?" he asked.

"That would be fine," Barry replied, shooting a look back at Sally.

With a well-practiced hand, Dave poured Sally a quarter glass of scotch, dropping two ice cubes in as it filled. From a small refrigerator beneath the bar, he produced a frosted green bottle, which he emptied into an equally chilled beer mug.

"Here you go," he said as he stepped back around the bar and handed them their drinks.

"This is a really beautiful apartment," Barry said after he thanked him for the beer.

"Well I can't take any credit for that," Dave said, reaching back to the bar for his own drink, a double scotch, neat. "Beatrice's responsible for just about everything you see in here, decorated every inch herself. Speaking of which, she should be out any minute. She was still getting dressed when they called from downstairs."

It suddenly occurred to Barry that Sally hadn't said a single word about the apartment since they stepped inside. Normally, she was really had a passion for such things. In fact, except for asking for a scotch, she hadn't really even said a word. Since the moment she had laid eyes on the former Police Officer, she hadn't stopped staring at him.

She was obviously quite taken by the older man, in a way Barry had never seen before. Even down to asking for a scotch after he said he had just poured himself one. It was an attempt to impress him. That made Barry want to laugh. From the way Dave's eyes kept roving up and down her body, she hardly needed the drink to get his attention.

"That's a lovely dress you're wearing," Dave said in reference to the blue and white outfit Sally had on, "but not as lovely as the young lady inside it, of course." he added.

"Thank you, Dave," Sally said, sounding as if she was still a high school girl rather than the sophisticated image she normally projected.

Then mention of clothing reminded Barry that with Dave in such casual attire, he himself felt rather overdressed in the suit and tie that Sally had insisted he wear. If he'd had his way, he'd be dressed the same way their host was.

"I hope I haven't kept everyone waiting too long," another feminine voice said from across the room.

All eyes turned in that direction as Beatrice Carter entered the room. Barry experienced a small disappointment as he saw that she matched her photograph perfectly. One thing the e-mailed image couldn't express, however, was the wide, infectious smile that lit up half the room. Wearing an open collared yellow blouse and dark blue slacks, she carried a noticeable warmth as she came close.

"Not at all," Dave said as he introduced Sally and Barry. "We were just having a little drink."

"Sounds good to me," Beatrice said as she headed to the bar herself, but not before going first to their guests and giving each a quick kiss on the cheek hello.

At the bar, the white haired woman took a beer from the hidden cooler and popped it open on the attached opener than had been screwed into the side of the bar. Instead of making use of one of the mugs as Dave had, she brought the bottle up to her mouth and took a long drink from it.

"Beatrice!" Dave Carter called out in admonishment.

"All right, I know it's unladylike," she shot back, "but if I can't be unladylike in my own home then what good is it. Besides, I'm sure our guests here weren't offended."

Barry signaled with a wave of his hand that was indeed the case. When he was home, he drank from the bottle as well. Beatrice's demeanor definitely wasn't what he expected from a woman her age. At least as compared to his mother and aunts. Sally didn't seem to have any impression at all, still having eyes only for Dave.

"We made some snacks that I hope you'll like," Beatrice said, "Why don't we have a seat while Dave gets them, then we can get better acquainted."

Dave headed for the kitchen as Beatrice guided their guests to two sofas that sat opposite each other in the center of the living room. She took a place next to Barry on one, leaving the empty spot on the other next to Sally for Dave.

With two platters in his hands, Dave reappeared a few minutes later and laid them out on the table in-between the couches. They spent much of the next hour munching on the snacks, having a few more drinks and becoming more comfortable with each other. In that time, Barry had just about every preconception he had about older people totally shattered.

Beatrice was telling a somewhat off-colored story that Barry found fascinating. With his attention totally focused on her, he didn't notice that only a few feet away, Dave and Sally had gone from trading tiny snacks, to trading tongues.

Neither he nor Beatrice even noticed when Sally reached down, unzipped Dave's pants and slid out his cock to play with. By the time the story ended, and both of them turned their attention toward the other sofa, Dave had his arms stretched out along the back cushion and his eyes tightly closed. Sally was now leaning over with her head in his lap and his cock in her mouth.

"I guess the playtime segment of the evening has begun," Beatrice said, her tone reflecting a small amount of what Barry took as embarrassment.

"What can I say?" Dave said as he opened his eyes and grinned.

"You could say that there are four bedrooms in this apartment for starters," she replied, her voice now containing an anger for him having complained about her drinking out of a beer bottle, "and that the two of you would like to make use of one."

Dave just smiled apologetically. Through it all, Sally hadn't even paused as she ran her tongue up and down the length of his cock.

"Oh forget it," the older woman said in exasperation as she turned back to Barry. "Why don't we leave these two to their fun and go find some of our own." she added, motioning for Barry to follow her to one of those bedrooms she had mentioned.

Rising from the couch, the dark-haired, twenty-five-year-old followed her across the room. Just before he passed through the archway to the hall that led to the master bedroom, Barry turned to look back at Sally. She had moved from the couch to the floor and her hand was now around Dave's cock, furiously pumping it in and out of her mouth. Her head was bobbing up and down as well, keeping pace with the movement of her hand. He watched her for a few seconds, then turned again and followed Beatrice once more.

Barry followed Beatrice down the hall and into the large master bedroom. As he stepped inside, he saw it was decorated in a colonial style, with large heavy oak furniture, dominated by an oversized bed in the center. A large double window on the far side showed a spectacular view of the East River.

The young man didn't have much time to take in much more as Beatrice abruptly stopped in the center of the room, turned around and placed her hand on his chest. Looking right at him, her smile seemed to be even brighter than before.

"You really are cute," she said, running her hand across his chest, playing with his tie.

"I think you're very beautiful too," Barry said, thinking something to that effect was expected.

"Liar," The white haired woman laughed softly. "I might have been once, but I'm not one of those movie star types who can spend all their time trying to look like they're still twenty-something."

As she spoke, her eyes flashed to a framed photograph on the closest dresser. Barry followed her gaze and saw an 8x10 of a young and indeed quite pretty Beatrice. Looking at it for a few seconds, then back at the older version before him, he realized that she was indeed still very attractive, but with a more mature beauty. He also realized that the longer he spent with her, the more his original one-dimensional assessment seemed to change.

"Beatrice, I think you're beautiful, and that's not a lie," Barry said, leaning forward and kissing her softly on her lips.

The kiss might have begun softly, but quickly grew in intensity as Barry felt her pressing against him. The sweet scent of her perfume caressed his senses, even as he felt her tongue press against and then past his lips, exploring the inside of his mouth.

"Wow," Barry said as their lips finally parted.

"Not bad for an old lady, huh," she said with a flourish, whirling around and landing on the bed, her body stretched out to give him a good look at her figure.

"I don't think you're an old lady," he said.

"You could've fooled me," she replied, "the way you were looking at me in the living room."

"What I mean is that you certainly don't come off as old," he said, trying to correct what he know knew was a mistake.

"Really," she said, lifting her head in his direction. "And what does an old person act like?"

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