Copyright© 1999-2003

As for weirdness, the guy who's the tops
Is a kinky old butcher named Pops.
Since he thinks it's effete
To be beating his meat,
What he's into is licking his chops.

Chapter I

I remembered his face from our English 20 night class and thought it polite to say "hello".

It would change my life.

"Ryan right?" I held out my hand for the tall thin man who immediately grasped it and smiled hugely.

"From the night class right?"

I nodded pleased that I wasn't completely ignored. "Right. English." I thought it pushing it for Ryan to remember my name, "I'm Roger."

He withdrew his hand and dropped the box of cereal into his supermarket basket, "Sorry."

"No prob."

I was about to ask him what he thought of our class and the new instructor when this woman came out of an aisle behind Ryan. My eyes slipped pasted his thin adolescent face to the sexy fox behind him. She was probably in her late thirties, maybe early forties if she aged well, had shoulder length sandy blonde hair, a thin frame and small breasts.

She came out of the isle and turned towards the bakery, away from us. This lady was wearing those knee-length bike shorts, a tank top and sneakers. And she looked great! Very sexy. And I don't often refer to older chicks that way.

And that ass! "Wouldn't ya like to wake up with a piece of that each morning?" I asked macho-like.

Ryan turned his head, stared at the receding wiggle in those tight black shorts then turned back to me with a queer smile. "Oh ya! Do you like older women?"

I took this, along with his half smile, to mean that he didn't. I played it up, "Sure, every teenage boy needs one!"

Ryan laughed lightly and shook my hand again, "Guess I'll see you next Thursday."

"Will do - nice to meet ya Ryan." He turned his cart towards the bakery and I retreated to the milk section. My mom had sent me out to get a pound of butter and a couple litres of milk before supper, which I had better get done before I'm in trouble.

I was in line at the checkout when that sexy fox came up behind me. I stole a quick glance at her face, which was aged but still very attractive, and noticed Ryan come up next to her with his cart.

This sexy older fox turned towards my co-student and asked, "Hi honey? Did you make sure to get the low fat cereal?"

Christ! They were together.

Before I could think or say a thing, though my face had time to turn red, Ryan interrupted, "Roger, I'd like you to meet my wife Leanne."

This middle-aged woman turned towards me, smiled politely and held out her hand. "Oh are you a friend of my husbands?"

I could have shit myself.

Chapter II

How could a guy only a year older than myself get a babe like Leanne for a wife?

The question kept being asked over and over in my mind since that embarrassing moment at the grocery store a couple of weeks earlier. Ryan, I had learned, had no job, was a high school dropout and had a complexion problem. On top of that he was married to one of the choicest foxes in our town, if I was any judge.

I'll take this as one of life's little curve balls and forget about it. Yet, I couldn't Ryan, it seemed at our first class after the chance encounter, seemed determined to become friends. He and his wife had moved here only a few weeks before the class started and didn't know anyone, I guess I was his choice for a friend.

How the hell do I become friends with a guy that was married? To a older chick to boot! I'm struggling just to put my hand upon a girls breast, even over her clothing! Ryan, much to my initial embarrassment had not problem in telling me about some of the things his wife and he does.

At first it was embarrassing and I found it rather rude, as I had no comparable experience to tell him about, when he explained how Leanne woke her husband each morning, before she went to work mind you, with a blow job.

Now how was I, barely a virgin if you count poking my ex girlfriend while she was half-drunk, supposed to compete with that?

I wasn't I soon learned.

In fact something else happened.

If Ryan had been bragging or trying to irritate me on purpose I know I would not have come to idolize him as I did. He was what every teenager dreams of having - a sexy woman who will do anything for him.

If half of what he tells me is true.

Perhaps I could learn something from him. Who knows?

Now Ryan isn't what girls our own age call a "hunk", hell he looked more like a geek than anything. He was tall, six foot two he told me, and rather skinny. He had a thin, unattractive face that most girls would have found revolting.

So, why I wondered, did Leanne marry this guy?

He was a year older than I but other than his marriage, had less going for him.

I had left high school, against my parents wishes, when I was offered a job as an apprentice industrial electrician. I was out of a job in six months and on employment insurance for another six before going back to night school. I still lived at home, but rarely saw my parents as I lived in the basement and had my own door to my room. I was shorter than Ryan, five foot eleven and stocky and strong. I have no problem getting dates, but have had bad luck getting further than French kissing.

Now that you know my life's story, you may understand a little about where I'm coming from when I relate this tale.

Chapter III

"Hey Rog, do you want to come to supper tonight? Bring a date." Ryan asked me as soon as I came out of our classroom.

"A date - thats a joke right? Won't it be too late for dinner?"

He ignored my first question, "Naw, Leanne hates eating alone and waits for me to get home. I told her I'd invite you."

I didn't see a reason not to attend. "I guess, sure."

"Great. Can I ride with you?" I had a old mustang that needed a lot of work but still looked hot. Ryan and Leanne only had the one car and she used it for work, "Sure."

We drove to his place.

It was a modest middle-class house a few blocks from school, rather smaller than my own I noticed. The lights were on and I could hear faint music coming from the open windows.

"Leanne loves to listen to music when she is alone." It was some golden oldies music station that could be heard, but I had the sense not to mention it.

I asked as we locked my car and walked the half-block to his front door, "How did you and Leanne meet anyways?"

Ryan just shrugged at first, which was contrary to his normal uninhibited answers, then finally answered. "We've known each other all my life and one thing eventually lead to another..."

I let it drop.

The door opened just as he was reaching for it, Leanne stood smiling towards us. "Hi guys. Come on in!" She reached forwards and gave Ryan a quick moist kiss to welcome her husband home. I followed, no kiss I must admit.

That was a joke people!

Supper was great - roast pork with mashed potatoes, peas and corn, buns and finally a bumble berry pie topped with Danish cream. I was stuffed.

Ryan suggested we retire to the living room, though it was only two feet away from the kitchen, to relax and digest.

The married couple snugged up on the couch, both her arms about his waist and his hand upon her shoulder, I sat on the wide chair across from them.

"Have you lived here long Roger?" I loved the sound of Leanne's voice, deep and sensual.

"All my life. My parents moved here a month before I was born."

Ryan turned towards his wife, "Told you he was a local boy."

Leanne giggled, probably more from the cheap wine rather than Ryan's comment, and kissed her husbands neck playfully. I watched in detail how her lips puckered, wrinkled and then left a touch of saliva on his smooth pale skin.

Ryan had been rubbing up and down his wife's raised side and hip, which caused her skirt to raise slowly up her thighs. I only noticed this when her tan nylons suddenly got darker when her raised skirt revealed the thick darker tan of the top of a stocking.

Wow, did women really wear those outside of men's magazines?

Leanne had these long thin legs, and in the stocking looked magnificent. I could even see some of her pale skin about the top edge of the stocking and felt a tingling between my legs.

I knew I was looking too long when I finally looked up and into Ryan's amused eyes. Oops, caught. He just smiled and winked at me. Thankfully, Leanne only had eyes for her husband and never noticed.

Our conversation moved towards a few of the best restaurants in town and some of the better entertainment places, which were few.

While we chatted, I couldn't help but look upon my friend and his wife and feel this strange nagging in my brain. I had no idea what it was about. They certainly looked like a strange couple, she in her out of style middle-class skirt and blouse that she had probably worn earlier that day and he in his ripped jeans and old tee-shirt. What was more obvious was the age difference, these two couldn't have anything in common I told myself.

"I'm afraid there isn't much to do in town other than eating out or going to a park." I added to the conversation.

"Thats one of the reasons we came here", Leanne retorted. Her husband caught my eye with a nod of his head and then nodded to his wife's raised hip. I watched amazed as he lifted the hem of her flower patterned skirt to reveal his wife's naked loins. She was busy chatting to me that she never even noticed her husband was exposing her body to his friend. "The city we came from was too dangerous to do anything!"

Leanne wore no panties.

I could see the tuft of pubic hair between her closed thighs and I felt the blood leave my face and rush to my cock.

Ryan smiled at my discomfort.

Chapter IV

"I was so horny after you left I had to fuck her right there on the floor of the living room." Why was I listening to this?

Ryan scooped up half a dozen French fries and shoved them into his mouth, no mystery to me why he has a bad complexion.

I couldn't keep quiet, "Just what I wanted to hear Ryan."

"Sorry buddy, but I saw how you were looking at her legs."

"And stockings", I added.

"And pussy." He echoed with a smile.

Since my new friend was so open and honest, at least I believed he was, with me I barely hesitated to ask. "Doesn't Leanne wear panties?"

He giggled, half a fry slipping out of his mouth, obviously proud of his wife. "Leanne can't get enough of my cock." Great answer Ryan, jeez!

No one was sitting near us at the food court in the, only, mall in town. Besides, it was two in the afternoon, and was nearly dead. Only the unemployed bums like Ryan and I were here.

I just shook my head in confusion at their relationship, not for the first time I assure you, then let the conversation drop.

"Want to go to the river after we finish lunch?" The river was where I sometimes hung out, nothing much there just nature.

He shrugged then countered, "Why not go back to my place and watch a movie?"

Sounded as good an idea as anything else, "Sure."

The movie ended two minutes after Leanne arrived at home. It had been a great old war movie, the Dirty Dozen, that I had seen half a dozen times already. But still loved it each time I saw it. She saw that we were busy watching a movie, silently kissed the top of her husbands head then retreated to their room. I watched her walk away.

Ryan caught me, smiled and winked.

As the credits rolled past he stood up and threw me the remote control to turn off the television and video player before following his wife towards their room. "I'll be back in a second."

It wasn't a second, but five minutes before I became frustrated with waiting. I was going to call out but something changed mind, so I got up and went down the short hallway to their bedroom as quietly as I could.

I saw that the door was half open and I froze and held my breath when I saw what was within. Ryan was seated at the foot of his bed while Leanne knelt, still dressed in her work clothing, between his spread knees with her head bobbing over his crotch.

Ryan was getting a blow job from his wife. Holy fuck!

I was about to sneak away when Ryan looked up and again winked. I froze and smiled weakly back. Fucking prick was getting a blow job!

Leanne suddenly stopped bobbing her head and turned to look me right in the eye. She didn't look too happy that I was there but her husband grabbed at her head with both his hand and forced her face back to his lap. Leanne resisted for a brief second then I saw her close her eyes and again open her mouth wide as she turned away.

When she was turned back towards my friends lap, I saw his penis for the first time. Like him, long and thin. I'd guess he was six to seven inches long and was covered in his wife's saliva that his cock glistened. I lost sight of it when Leanne again descended upon her husbands love stick, and with his firm hands, continued to bob up and down.

Ryan was started breath fast and heavy while he forced his wife's face to move faster before him. I could even hear the sloppy sounds of her busy mouth as the long thin member had to be plunging in and out of her mouth past her tonsils.

I knew it happened, at first, when Leanne groaned and began to gulp loudly a few seconds before her husband grunted and then clenched every muscle in his body. Her face was forced down until her forehead was pressing into her husbands flat stomach and he jerked a few times even as she continued to loudly drink at his fountain.

I backed out of there and told myself that I would never again doubt Roger when it came to sex.

The man was a god.

Chapter V

Nothing was mentioned about my voyeur intrusion into their marriage bed, though I had been nervous how this would affect our friendship. And something changed in our relationship and instead of telling me more about him and his wife, he was focused on helping me find a girlfriend.

Well, "girlfriend" may be the wrong word. A girl to let me fuck her would be more accurate.

I did have one girl that agreed to go out with me, a girl from our class actually. Her name was Betty, and though she was no raving beauty, I found her chubbiness attractive enough to ask out on a date. She only agreed if we didn't go alone, her parents rules evidently.

Ryan agreed to accompany us with his wife.

I chose a drive in movie theatre of all places, as cliche as that sounds. It was one of the last ones in the Province.

It was a good choice, as it was nearly deserted so I was able to park my mustang far away from any other cars.

Betty looked wide eyed at Ryan's wife. And I couldn't help but check her out too, Leanne was dressed in a tight leather skirt, nylons and a tight tee shirt and looked just like a middle-aged women whom was trying to act twenty years younger than her age. It was almost obscene.

Don't get me wrong, she looked very fine. When we were getting popcorn at the concession, Ryan asked me what I thought of his wife's look. Before I could answer, he confided in me that he picked it out and had to convince her she looked "hot" in it. I, of course, agreed that she looked very sexy in it.

As we walked back to my car, our hands full with junk food, he said, "I'll wait for you to make your move before getting heavy with Leanne." I nodded and wondered if my move would be successful or not.

Well, the short story is I made my move and Betty and I were lip locked for several minutes before Ryan made his. Betty was sucking on my tongue and squeezing the outside of my bulging crotch with a passion that I rarely experienced before in a date, especially a first one. While I had one hand upon one of her near-flat breasts, fondling the hard tiny nipple through the layers of her clothing and undergarments. My other hand was squeezing and fondling the side of her hip, as far down that I imagined I had half her generous wide ass in my hand.

Then we heard Leanne groan with a guttural gasp and sigh. Leanne let go of my tongue and released my cock, much to my impending disappointment. We both turned our heads at the same time, looking behind to the small rear seat.

At first I saw Ryan's thin poxy face smiling at me just before I looked down. Leanne had her legs wide spread, with one black stocking clad pale leg over her husbands lap. Her leather skirt was no where to be seen and it was obvious that she had no undergarments on.

I was conscious of Betty's amazed gaze as we both saw Ryan's thin hand between those pale thighs and saw three fingers moving in and out of what could only be the middle-aged woman's vagina. As the seconds passed, there was sloppy sounds echoing from between her legs where her husband was finger banging her. Leanne had one hand upon her husbands lap squeezing his covered cock while the other hand was raping her own covered breast. She had her head back, her eyes closed and her mouth wide open and was obviously enjoying herself.

Beside me Betty gasped and I looked to her to see her disgust at the scene behind us. What the hell did the bitch think were came here for, I hoped to get at least my finger wet from between her chubby thighs. Yet something about the scene seemed out of place and I knew my chances at Betty were destroyed.

We both turned about and faced forwards our faces too embarrassed to look at the other. I did confirm my suspicions and moved my hand over to her lap to squeeze those soft thighs of hers. Betty ripped my hand off her and threw it back to my side of the seat.

I watched the remainder of that crappy movie even as Ryan brought his wife to orgasm not once but twice. And was receiving a blow job even as I drove up to Betty's house to drop her off.

Betty never said another word to me ever again.

Chapter VI

I felt a bit sorry for myself at that sordid encounter, that I wasn't as lucky as Ryan was with women. I began to wish there was an older woman who would suck my nuts dry each day, never wear panties and act like a slut for me. Hell, for that it was worth getting married!

I sure as hell wasn't having any success with chicks my own age.

Ryan was late in meeting me for our early Saturday fishing trip. His first, he told me. I drove to his house a little perturbed and anxious to get started else the day would be too hot for fishing.

Ryan's face poked out from the side of the closed curtain in his window and he sure didn't look ready. He let me in and looked surprised and sorry that he missed his meeting forty minutes before. He ran off with his pyjama bottoms half ways down his ass crack. I chuckled and settled myself onto his couch to wait even as I head the shower start up.

"Morning Roger." Leanne came into the living room cupping a mug of steaming coffee, which smelled wonderful. "Coffee?"

"No thanks." She sat next to me on the couch, and tucked her feet under her ass facing me. "Hum... beautiful morning. Sorry to keep Ryan late."

Was it her fault? "Thats okay, we can still get a couple of hours in."

She turned her head and looked out at the streams of light slipping pasted the still closed curtain. It gave me a brief moment to study her in close proximity.

Leanne, as I've probably mentioned, is a very beautiful woman. No matter what her age I may add. She also looked incredibly sexy seated there with her satin rob loosely enclosing her body and her sandy blonde hair wild and in disarray. I again studied her legs, for the first time without stockings, up till they disappeared beneath the robe nearly at her waist.

At some point she had turned back to me, which I hadn't noticed. She wore a little private smile when I finally saw her eyes looking at me. I turned red even as she commented, "I'm glad Ryan met you Roger, he needed to make friends and get out more." Why? I just nodded and had to look away else I get caught again looking upon her. "He has been so excited about this fishing trip since you asked, he's never been near a fishing rod."

I laughed and turned back to her, "I guess that means he should learn how to clean 'em!"

She laughed also, "I agree." I rather enjoyed the moment.

The shower was still running and I humorously cursed the city boy for even taking a shower before going out fishing.

There was a few minutes of awkward silence before Leanne broke it. "I'm sorry my husband doesn't have a little more discretion?"

It was stated as a question, evidently she wanted to discuss this. I shrugged, "Its okay." What could I say, that I enjoyed watching her give Ryan head?

"Do you think it silly that he likes to show me off?" She sipped her coffee, watching me over the rim of her mug.

Again a shrug and I began to feel a bit out of place, "Ryan is just proud of you."

"Why do you think he's, as you say, 'proud' of me?"

Strange question. "Because he loves you and because your so beautiful."

More silence.

I looked back at her and was startled to see that her robe had opened at her chest enough to reveal one of her breasts. I looked upon her small round boob and the tiny brown nipple with hunger, I haven't seen a woman's breasts in months.

"You and Betty never worked out?" She was watching me again with that small smile as I had to rip my eyes from her tit.

"Naw. Not really my type either." Which wasn't really true, as any woman that was breathing was my type right now.

"Ryan said you used to have a girlfriend?" But I fucked her while she was drunk and now she never wants to see me ever again either. I just shrugged, wondering how we got onto this conversation anyways.

Then she blurted out, "Do you find me attractive Roger?"

Her nipple was hard and wrinkled and I would swear it was aimed right at me. I had to force my eyes to look into her own, "Yes." It came out more as a gulp than a word.

Ryan came half running into the living room still half dressed in his old jeans and wool shirt. "You ask him?" He bent down kissed her forehead as his hand reached down and tweaked her tiny hard nipple. It was as if I wasn't even here.

"I was just about too." She smiled up at her husband and then turned back to me. I began to wonder if I was going to be offered sex by my friend's wife. Would I accept? Or rather, should I try not to accept?

"Ryan, there is this woman at work who I told her about you...", she was trying to set me up! Ryan looked at me and smiled anxious for his wife to ask me, "... and she is interested in meeting you?"

Ryan interrupted, "Tell him Leanne!"

"There is one catch, she is a bit older than you." Leanne was looking into her coffee and was no longer looking at me or her husband.

Now I understood Leanne's earlier questions! I should know not to get my hopes up. "How old?" It was the obvious question wasn't it?

"She just turned forty this year."

Ryan was beaming proudly at me, "She's a divorcee that needs some young hard cock!"

"Ryan!" Scolded Leanne, much to my amusement.

He bent over his wife and again grasped her exposed breast, the other hand slipping between her thighs and disappearing beneath her robe. Leanne gasped and looked at me embarrassed.

"There is a secret to older women Rog", Leanne gasped and jerked her body which caused her robe to open slightly at her thighs, enough for me to see that her husband at at least two fingers moving in and out of the thick furry lips of her cunt. He finally continued even as Leanne closed her eyes and let her head drop onto her husbands shoulder, "they'll do anything for you, and I mean anything, if only you give them a hard cock and love them!"

"Tell Roger why I was late this morning Leanne?"

He pinched her nipple roughly which caused her to squeal in surprise, "Oh god!" Her sex was already making sloppy sounds and my friends hand was covered in her juices.

"Tell him!"

She gasped, "Ryan fucked me in the ass."

I looked on amazed. Ryan smiled at me as he continued to frig his wife, "See!" As if that was enough to prove his point. "And she doesn't even like getting her ass filled." He pulled his hand from between her pale thighs and held up the dripping digits. "All I have to do is get her cunt wet and she'll do anything I want."

His wife, meanwhile, was whining and wiggling about the couch in need. Her legs had lifted from beneath her and I found one naked foot and calf laid upon my lap and her other over the edge of the couch. Leanne half lay back upon the couch and was rotating her now exposed loins six inches above the couch.

Ryan looked down at his Leanne's need and smiled, again proving his point, at least to himself. "She would fuck a Doberman in this mood." At that moment I didn't doubt him.

It was a rather strange moment in time, Leanne was half laying upon me as her wet glistening sex was wiggling about within an arms reach. I've never been so exposed to such a sight and I loved it.

Ryan leaned down and spoke into his wife's ear, not so quietly, "Give Rog a show babe, finger that cunt of yours!" Both her hands dived between her spread thighs and attacked her sex.

He turned towards me, "Whenever I fuck her ass she fights me at first but it gets her so hot she's usually ready to fuck a baseball team afterwards." Ryan watched from over the back of the couch as his wife had two of her own fingers moving in and out of her vagina as the fingers of the other hand wiggled the pink glistening fold of skin at the top of her cleft.

Every once in a while Leanne would open her glassy eyes and looked upon me before they closed and she renewed her attack upon her own sex.

"So what do you think buddy, would you like to meet Helen? I can almost assure you its a sure thing!" It was like he wasn't even aware his wife was fingering herself a foot away from me.

"Ya." I was too busy watching the show on the couch to be more descriptive in my answer than that.

To my disappointment, Ryan slapped me on the back and let it be known, "Guess we should get out there and nab those fish huh?"

Oh god, what terrible timing!

I crawled out from beneath Leanne's leg and watched her at work pleasing herself all the way out the door of their house. I thought I could even hear her sighs and groans as we climbed into my car.

We caught our limit that day.

Chapter VII

Helen agreed to accompany Ryan and Leanne back to their place for "drinks" once we were finished at the restaurant. My dinner was fine but I was too nervous to appreciate it. My nervousness came from the forty year old woman seated next to me.

She was rather attractive, not as comely as Leanne I should add, but looked her age. She had a round face that always wore a smile. Her eyes were bright and sparkled whenever she looked upon me. She had short legs but a rather nice round ass that I hadn't had the time to properly admire.

Ryan handed me a beer and two wine goblets to the ladies before sitting next to his wife. We chatted and laughed lightly to all the jokes and innuendos that were rapidly filling the conversation.

I learned that Helen and Leanne were both secretaries in a law office here in town. I also learned that Helen had three children of her own, one a year older than I. Talk about a nut-cruncher!

As much as I tried, I could not make the mental leap from attractive older woman to a date when I looked upon Helen. She was too matronly, reminded me of someone's mom - whom she was, three times over. And the last thing I wanted to think about on a date was mothers. Hell, I probably attended school at the same time with two of her children! Though, thankfully she never told me her last name.

Instead I had a hard time keeping my eyes off Leanne. She looked beautiful. Gray skirt and white blouse with white stockings. I would guess Ryan hadn't picked out her clothing for this evening, as I was learning that he liked his wife to look like a slut. Leanne noticed my admiration but ignored it, much to my disappointment.

Helen, on the other hand, was wearing a patterned dress that showed off her curves and a bit of cleavage but otherwise did nothing else for me.

After our third beer and the ladies fourth glass of wine, we were getting giggly while Ryan and his wife were snuggling a little too close. I was feeling a little out of place with the closeness of Leanne and Ryan. I think Helen felt it too as she disappeared in her wine goblet rather often, though her eyes often followed me.

At some point, right in the middle of the conversation Ryan stood up and announced, "I'm going to bed. Honey?"

Leanne put down her goblet and stood with her husband, "Ryan's right." I saw that the back of her skirt was still pressed up to her waist exposing her bare ass, I don't think Helen noticed as she was watching me. Ryan did and pulled the garment down.