I have a good friend, Babs, who I see every couple of weeks or so. She is early 50s, blonde and has a cracking body...slim with lovely tits and the most suckable nipples that are always pert. We usually have a meal together and a few glasses of wine followed by a hand job while I suck her tits…unfortunately she wont do penetration. Anyway she had a new (female) neighbour move in recently – Jean. Jean is late 50s, a little bit plump but with lovely large breasts. Jean and Babs have got on really well and often have a bottle of wine together Neither are in a relationship. One night on a visit to Babs she mentioned that Jean had a new washing machine that needed connecting up – would I pop round and do it for her. No probs I said and off I went. Anyway Jean let me in and I started on the machine. We were having a bit of banter and she mentioned how Babs had said I had a nice ass but wouldn’t say how she knew..."a gentleman never tells either" I said. I decided to move things along a bit and when she popped out of the room I dropped my trousers and boxers and stood at the sink washing my hands. She came back in, gasped and then laughed. "Well, what do you think I said"... very nice she replied. She then came up and slid her hands all over my cheeks. "That feels good" I said. At this point I was getting a semi... "you will have to stop" I said "otherwise things might get a bit messy". "I don’t know what you mean" she said – "I think you do" and I turned around and stood there with my stiff cock and shaven balls on full display... "which side do you prefer ?" She stood looking at my cock for quite a while and then said "I think both sides are lovely but I haven’t felt this side yet" she said and then ran her fingers up the full length of my shaft and slowly over my purple head. "Mmmm that feels lovely" she muttered. "Yes it does" I said with a sigh as I enjoyed the moment. "It’s a bit unfair though". "You have seen my bits and I haven’t seen any of yours". I then felt her breasts from the outside of her blouse – she got the hint and undid the buttons on her blouse. She unclipped her bra and stood directly in front of me. I reached out and lifted her bra upwards and watched her large breasts come tumbling out. They were a lovely white colour with large engorged nipples that I was desperate to suck on. I run my fingers over her nipples and she sighed gently. "That’s lovely but I wish they were smaller". "Nonsense" I said – "that’s just how I like them". I lifted her left breast and sucked hard on it’s nipple, run my tongue over it and rolled it between my teeth. It felt absolutely huge in my mouth – just how I like it... "My turn now" Jean said and knelt down and slid my cock slowly and gently into her mouth. It felt so good as her warm mouth took in all of my 6 inches. "Oh god that is good" I muttered. She slid my cock back out – now glistening from her saliva and said "that feels so good – you don’t mind if I have some more do you ?" "Not at all" I said – "have as much as you want"..."I will" she said and slid my cock back into her mouth and started wanking it with her hand as she ran her tongue over its throbbing head...After about two minutes of this I couldn’t hold off any longer – I started moaning and groaning as I felt that characteristic tingling as my cum was about to shoot out...Jean sensed this and just carried on. "Oh yes" I moaned as I shot my load deep into her mouth – she gagged momentarily so I knew that my projectile cum had hit the back of her throat. A few seconds later I noticed a little dribble of cum run out from the corner of her mouth. I felt good as I knew I had really filled her mouth with my cum and better than that – she was swallowing every single drop of it. She sucked and licked my cock for another 30 seconds or so and then looked up at me. "That felt so good" she said. "It certainly did" I replied...As she stood up I kissed her on the lips and then licked up the dribble of cum and placed my tongue in her mouth. She took the cum from my tongue and said thank you. "I didn't want you to miss any". "Thank you she said and now you must get back to Babs." "Yes – but how will I explain the lack of cum when she sucks me later...?" "That's your problem" she said – "I always wondered how she knew you had such a nice bum...she didn't tell me how good your cock looked though..." "There's always a mouth here ready to accept it" she said... "Yes but I want to taste that pussy of yours sometime" I said – "just make sure it's well trimmed though as I don’t like hairs in my mouth.." She gave me a knowing smile, lifted her skirt up and pulled down her knickers to reveal a lovely, well trimmed pussy. I gave it a quick stroke and said that looks good. "Can't wait to taste it" and with that kissed her goodbye. When I returned to Babs she seemed to know that something had gone on. I just carried on as normal, had a quick bath and Babs was waiting on the top of the stairs...she just looked at me and then slid my cock into her mouth... "so you can see who is the best at this" she muttered under breath. What a lovely night that was...