I was in heaven as my tongue tried to wrap itself around her clitoris. The futile effort was rewarded with a moan as she squirmed though her second orgasm of the morning. The pads of two of my fingers stroked in and out against the top of her vagina.

Her hands stroked the top of my head and touched the top of my ears. Every now and then she would pull one lobe or the other. It was her signal that she wanted to change positions but I ignored it. I was having way too much fun. It had been too long since I'd eaten her out.

Finally she grabbed both ears and gave a little tug. I lifted my head from between her very sloppy thighs. I saw that she had stuffed a pillow behind her head so she could watch me.

"If you keep doing that," her eyes were fixed on mine, "I'll be too loose to have any fun. Come here."

I slid up to her and tucked one arm under her neck. The other stroked her shoulder and traced a line down the front of her shoulder blade to her small breast. I wrapped my hand around it and pulled lightly till only the hard nub of her nipple could be seen. She tried to push more into my hand. I smiled at the effort but continued to play.

I tried years ago to titty fuck her but we ended up laughing at the effort. She reminded me that she wasn't built for that. I think she always was a little envious of other women who had larger breasts. Then again I told her more than a mouthful was a waste. She's always been perfect.

She was busy as well. On my climb back up her body my penis dragged and rubbed along her legs. She had maneuvered herself so her right leg was between my legs. The left was stretched out waiting for attention. My hardness was lying on her stomach. Her hand stroked me lightly and every now and then cupped my testicles and rolled them around in her hand. I smiled. That was the same motion I used when I used to shoot craps in the Navy.

"A little blue guy?" she asked. Knowing full well that it was Viagra or Cialis, Most likely Viagra.

"Viagra," I confirmed

"Good. That other gives you a headache." There was years of certainty in her answer, "The other gives you a headache."

Of course she was right. But I could have lived with a headache in exchange for thirty-six hours of ready willing and able.

"So, are you going to stick it in or are we going back to sleep?" Her voice gave me two options. Her tone gave only one.

I pulled away from her and knelt between her legs. I looked down and saw the folds wet with the playing we had done. A quick look at the clock confirmed we'd been stroking, playing, eating, touching for almost forty-five minutes. I smiled.

She saw me smile and smiled back. "What now?"

I held myself at her entrance slowly running the head up and down the slit between her legs. The only one I'd known or felt these many years. It was a very good thought. "It's been forty-five minutes already."

"And another half hour to go, at least." was her reply. She knows me to well. "We're going to have to do a quickie during the week. All this playing around made me late for school again. Even the cafeteria ladies are starting to talk."

"Tell them your husband wouldn't let you out of bed." I kept talking as I started to slide into her. She spread her legs wider to accommodate me. She may have been very wet but her vagina protested slightly at the intrusion. I could feel the head of my penis pushing away the resistance. Just above where we joined I saw her stomach muscles contract. I wondered when she'd start getting those pockets of fat around her middle that other women seemed to have. It was hard to believe that she was in her mid fifties. She looked almost like she did when I first saw her in Miami.

I was all the way in now. "That's nice", she said as I laid down on her. The slight rocking of my hips and the caress of my hands on her face told her how nice it really was. I slowly pushed into her and then withdrew only to repeat the motion over and over again. Her moans confirmed that we remembered what it was like last... Tuesday? It was the last time she was late for school.

Slowly I pushed on her leg that was bent to give me better access. She knew what was next. With me still inside of her I moved my leg across hers and resumed stroking in and out. This was better for both of us. The angle was different and her vagina walls pulled at the skin of my shaft producing even more pleasure than before.

All I heard was the rhythmic breathing of the two of us. Her gasps and moans. My rumbling sounded like a freight train going up hill. Finally she broke the silence, "Are you going to cum or are you just going to get me all itchy again?"

I smiled knowing inside she wanted a reminder of our sexual encounters. She always complained that it was over too soon. She loved the feel of our bodies together in an intimate embrace. Once she pouted that the day after we'd had sex my orgasm hadn't come out yet. She wasn't mad. Just a reminder of how she loved what I did.

"Let's shift over," I replied, never answering her question.

Slowly, so I wouldn't leave that warm place between her thighs we rolled so we were on our side. It was a position that I'd read about somewhere. It was meant for men who had had heart attacks and such. It was just a different position at first until she found she could have her own fun.