Frank and Grace lay naked in the most comfortable bed together. She was on her back, and he was propped up on one elbow, his head resting on his hand, enjoying her beauty, while his other hand made lazy circles on her skin. He leaned over, kissed her fully on the mouth, parting her lips, and letting their tongues meet. His hand stopped making circles and moved up to her face as their tongues slid over and around each other erotically. While still kissing, he caressed her cheek with the back of his hand, before tracing a line with his fingertips down her neck to her breasts. His hand circled a breast, slowly spiraling upward toward the areola, but not touching it ... yet.

He moved his kisses from her mouth to her neck. His tongue sought for that particular spot which would cause her to pant. She tilted her head back giving him ample room to search for it.

He moved his hand to the other breast and spiraled upward in the same choreographed tease, coming close to the areola, but not touching. She breathed deeply and sharply as his hand neared the tip and as his tongue found that ideal place on her neck. Her sharp breath turned into mild panting and soft moaning.

After a few minutes, the tips of his fingers brushed against the nipple. Her mild panting was interrupted by a quick intake. His fingertips then brushed against the other nipple. He started to roll it carefully between two of his fingers, making sure to apply pressure, without hurting. Her breathing became louder.

Frank moved up to kiss her on the lips, again. As he did so, he smelled the sexual excitement on her breath, the aroma which meant she was beginning to get wet. As his tongue slid into her open mouth, he tasted the sweet, but much milder, taste of her wet pussy. Her being excited turned him on; his cock swelled some.

His free hand moved down to see how ready her pussy was. As he moved his fingertips over her clit and labia, she moaned softly, but his fingers didn't feel the wetness that her breath conveyed. While still kissing her, he parted her labia slightly and dipped his middle finger in until he felt her wetness. He did not have to go far. He wet his fingers, and then ran them up and down the length of her pussy, encouraging the wetness to moisten the full length of the slit.

He broke off from the kiss, dipped two fingers deep into her cunt, withdrew them, brought his hand up to his mouth, and tasted her juices. He smiled. He offered his fingers for her to lick, which she did, taking his wet finger completely into her mouth, tasting herself. Frank leaned over and kissed her before starting to move down her body. He put one of his legs over one of hers, putting his thigh on top of her thigh, his lower leg between her knees, and his knee pressing against her pussy. She ground her clit against his knee, until he pulled his leg back. She put her hands on his hips and pushed to indicate that he should be between her legs, but he didn't budge. He stuck to his plan.

He gently caressed her neck with his tongue and lips. Then drew a line with his tongue from her neck to near her breasts. As he teased her areola in a circle, she first tried to move his head to the center, but he resisted. Then she move her nipple to his mouth, but he shifted to avoid that. When she became more insistent, he move to the other breast and teased it the same. She again tried to move his head and then her breast, but he kept avoiding direct contact.

He went back and forth between the two breasts, occasionally pressing his leg into her pussy, but not for very long. His tongue seemed to get closer to the nipple but not making contact; he was in control of his actions.

She moaned and groaned while Frank played with her. After ten minutes of this, he circled one of the nipples one more time, before dragging his tongue across it; she inhaled very quickly. Frank went back to circling with his tongue, and again she tried to force the situation, but he just flitted his tongue across the tip before moving over to the other breast. He circled a little and licked this nipple, then back to the first one. He circled closer and closer. He pressed his leg into her obviously wet cunt. His tongue spiraling toward the center. When he was close enough, he move his head slightly, and sucked her erect nipple hard into his mouth. She gasped with pleasure. Putting her hands on the back of his head, she pulled his head into her breast. He kept sucking enthusiastically. Then he bit her nipple causing her to squeal in pain and pleasure. She loved the feeling of the sharp quick pain. He sucked some more, nibbled a little, before abruptly showing the other nipple equal attention.