I groaned as I picked myself off the ground. I had just gotten nailed while running a bootleg. I wanted to think that it was only because nobody on my team had warned me that I was about to be blindsided, but in reality I knew the reason was that I was too old to pretend like I was still in my young 20s. My friends and I used to play backyard football weekly while I was in college and law school. While I wasn't in terrible shape at 33 years old, 5'10 and 190 lbs, I certainly was not used to the activities I had pursued when I was younger, especially trying to play quarterback.

I stretched and twisted to make sure everything was still working and was glad to hear someone else suggest that we call it a game. This way I could agree but not look like I was the quitter.

"You still want to come over and watch the game tonight" asked my friend Michael. Michael was one of my good college friends who I was visiting on the long weekend. Michael and I had been roommates throughout college and maintained a close friendship, although I did not get to see him or the rest of the guys often since I had moved to the East coast. Although I had a hotel, we had discussed going to his place after the game to watch football on the TV.

"Sure thing," I replied. "You care if I shower at your place instead of going back to the hotel?"

After Michael agreed, we drove over to his place and as we walked in the door, I couldn't help but get a little bit excited because I knew that SHE would be there.

"SHE" would be Michael's wife Lynn. I had known Lynn almost as long as Michael had. In fact, he met her almost exactly one hour before me, back on the first day of our freshman year of college. On our first day of class Michael and Lynn had an 8 o'clock class together. I thought I was lucky that I could sleep in until my first class at 9 o'clock. I realized how unlucky I was when Michael introduced Lynn and let slip that he had already asked her on a date that Friday night.

When I met Lynn, she was my walking wet dream. She was 5'5 and about 125 pounds. She was a runner and had a slim physique. She was wearing shorts and a tight t-shirt, so I could see her amazing calves, and muscular thighs. I could also tell that unlike most runners, Lynn had an impressive bosom. This was evident from the tightness of her t-shirt. On top of her amazing figure, Lynn had long red hair, green eyes, and a smile that could illuminate the football stadium if the lights ever went out.

In short, I was smitten when I first met Lynn. Things only got worse as I got to know Lynn better and realized that she was incredibly independent and intelligent. On top of that, she had the same hobbies that Michael and I did. All through college, people would have identified Michael as my best friend, and in a lot of ways he was. But if anyone asked ME who my best friend was, it was Lynn.

Of course, this meant that I was in that dreaded "friend zone." And although for the first couple of years I hoped that Michael and Lynn would choose to separate amicably, it was soon easy to see that they loved each other incredibly and I had no chance. I never voiced my feelings to either of them, and I eventually moved on to find relationships like anyone else. However, there was always a part of me that wondered how things would have been if only I had been the one to meet Lynn first.

When we arrived to Michael's house, Lynn was just getting home as well. Apparently, she had been out shopping with some friends. As always, Lynn took my breath away. She was 17 years older and had put on a bit of weight, but in all the right places. You could tell that she still kept in shape, but now in addition to her great looks, she had an air of maturity in the way she carried herself. She had gotten a job as a financial aid advisor at the university, and I could only imagine the wet dreams she gave the freshman.

Lynn was wearing a light yellow dress with a white belt of some sort. It fit her perfectly, and like always, my heart started to beat faster when I saw her.

"Josh" see exclaimed as she ran over to give me a hug, "It is so good to see you!"

We chatted for a few moments, but Michael and I were filthy from the football game, so we quickly decided to get into the shower before talking further.

After the shower, I walked back towards Michael and Lynn's bedroom where I could hear them talking. They were both sitting at the head of their bed talking about a friend of theirs. I sat at the foot of the bed and we began to get caught up. For some reason, the quick beating of my heart didn't slow down like it normally would. There was something about the way Lynn was looking at me that kept the excitement going.

We talked for a good amount of time, but as sometimes happens on a lazy weekend afternoon, we all nodded off for a nap, right there on the bed. I am not sure how much time had passed, but I awoke and realized that sometime during my nap I had started using Lynn's thigh as a pillow.

As I slowly regained consciousness, I appreciated the smoothness and softness of her skin as well as the pleasant smell of her body wash or lotion. I slowly opened my eyes without moving, as I did not want to end the moment. How often had I imagined being this close to her? How often had I longed for an opportunity to kiss her skin? How often had I agonized when Lynn had slept over in our dorm room with Michael?

I slowly opened my eyes, not wanting to wake up. However, once I did open my eyes, I was instantly alert. This is because when I opened my I eyes, I realized that Lynn's dress had hiked up as she dozed. To top it off, I also realized that she was not wearing any panties! I had an amazingly clear view of her trimmed pubic hair and the most incredible pussy I had ever seen.

I knew I should turn away, or get up and leave the room. I knew that it was wrong to keep looking at the nakedness of my best friend, who was also my best friend's wife. I knew that I was taking advantage of the situation.

I knew I needed a closer look. Unable to control myself, I moved my head slowly up her thigh so that I could be closer to her sex, careful not to wake her. As I got closer, I realized just how sexy her legs were, and I was able to feel the heat radiating off of her. Thinking that I would never get this chance again, I turned my head slightly and kissed her inner thigh, wishing so badly that I could do more.

As I kissed her thigh, Lynn shifted slightly causing me to look up. It was at that moment that I realized that Lynn was not still asleep after all. Our eyes made contact and I was filled with dread and my heart skipped several beats ... had I jeopardized our friendship by overstepping a boundary? Had I lost my dearest friends because of a moment of uncontrolled lust?

As we looked into each other's eyes, I could read several thoughts on Lynn's face. I could see the confusion of just waking up, or perhaps it was the confusion that it was me, and not her husband kissing her thigh. I saw surprise when it registered what I had done. In an instant, I saw concern, her eyes darting to Michaels sleeping body. When she looked back, we continued to gaze at each other, as I was too afraid to move.

Somehow, the look on her face transitioned from one of question, to one of acceptance, to one of ... desire? Lynn smiled sexily and then instead of pushing me away, she shifted her legs so that they were open more. She then shocked me further by reaching down and beginning to rub her clitoris lightly. She silently blew me a kiss and with that encouragement, I began to breathe again.