About 3 months ago I went out with a friend, his wife, son and daughter - it was their daughters 21 birthday. I've known them since before their kids were born, so am considered 'an uncle', I'm nearly 45. Anyway, we went out for a meal then when it was finished, the kids went their own ways - their daughter, Rachel, met up with three of her mates and off they went. The night went well and, as has happened before, I ended up staying the night a its a very long drive home for me. Their house is a big 5 bedroom house, with the loft converted into another 2 bedrooms and a shared bathroom. Why they needed 7 bedrooms I'll never know! Anyway, as usual I stay in one of the loft rooms - I always sleep nude and didn't think anything when at about 1.30am I got up for a wee. I was just about to walk out of the bathroom, when the door from the other bedroom opened and in walked one of Rachel's mates - Hayley. She's about 5ft 5 tall, plump (not fat), with the biggest pair of tits I've seen on a girl her age, and has long blonde hair. She walked into the bathroom, looked me up and down and smiled and then, as an after thought said "sorry, I didn't know youwere in here' I carried on walking and said 'no problem, I've finished'. As I walked out Hayley said with a laugh 'nice bum'. I closed the door and climbed into bed. I must have dropped off to sleep again fairly quickly, the next thing I remember was someone sliding into bed with me. In my half conscious state, I though I was back home and it was my wife, so I didnt wake further. I don't know how long it was, but I felt someone slide over to me and cuddle me, then after a few minutes their hand slide down and found my cock and started to rub it. Next I felt them slide down and take my semi-rigid cock in their mouth - this woke me fully, I knew it wasn't my wife as she hates oral. Suddenly I realised where I was and that Hayley was currently sucking my cock for all she was worth - and I was getting harder than I had for a very long time. She was doing a very god job as I could fell myself getting closer to cummin. I saod 'Stop, I'm going to cum' but all she did was increase her rhythm until I exploded in her mouth, she swallowed the lot. Then she slowly crawled up my body until my cock was level with her pussy and she slowly sat down onto it - it was by now very limp, but she kept rubbing her bare pussy against it until my cock began to stiffen, then when it was hard enough she manouvered herself into the right position and sat down hard, impaling herself on my cock. She satyed there for some time, slowly bouncing up and down - her 34ff tits bouncing as she moved, her young body rubbing against mine. Every now and again she would rub faster, her breathing getting faster and she would give a low moan as she orgasmed. This happened several times before I felt close to cummin. When I knew that I would soon cum, I said 'have you got a condom' - she just caried on rubbing herself against me and shook her head, 'I'm going to cum soon, do you want me to pull out' - again she just carried on with the same rhythm, but this time deepened the thrusts. I feel my ball stirring, and that warm feeling growing as I knew I would soon cum. Hayley began to moan again and push down harder as she was hit by yet another orgasm, I felt myself cummin, I grabbed her hips and pulled her down onto me, as I thrust my cock deeper and raised my hips, she pushed back as I exploded - feeling my cum squirting into her bare womb. Hayley collapsed onto me and we lay ther for sometime before we moved. Hayley insisted on repeating it again and then we fell asleep together. About 6am, Hayley woke and said that she should go back to her bed before Rachel come up to wake her as they were going out early. She got up and left, but said she wanted to do it all again another time. A few days later, Hayley text me to say lets meet again. We did, and have meet several time since. She says that she likes meeting with me because she wants someone with experience and can't believe that she could orgasm so many times before I do. SHe does have a boyfrend apparently, but she says 'he's fucking useless at sex - three thrusts and he cums, leaving me unsatified'. I dont think we have plans to stop meeting. Hayley was only 20 in February, she's less than half my age - but loves our meetings, so why should we stop?