A Model Apprentice

"A young apprentice impresses a photographer and his middle-aged wife."

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Sophia and her husband Blake lay there in a loving spoon, nestled together in a warm embrace, savouring their post-coital bliss and the morning summer sunlight cast upon their skin. The crisp white bedsheets tousled from their passionate lovemaking, the remnants of Blake’s sticky seed still oozing from Sophia’s labial lips and the neatly-trimmed pubic hair that framed them, her fleshy thighs were still wet from her own feminine discharge.

Beyond the floor-to-ceiling windows of their second-story bedroom, they could hear the waves of the Pacific rolling into the white sandy shore below and beyond.

Despite having been married for more than two decades, their love for each other remained strong and deep; their sex life still spicy and imaginative. She adored him, truly.

Laying behind her, Blake slowly drew his hand along the arc of her narrow waist, up over her wide matronly hips, before tenderly sweeping her long dark hair behind her ear; kissing the nape of her slender neck. She felt particularly whimsical and frisky that beautiful, idyllic morning.

“Tell me a fantasy of yours that you’ve never dared reveal to me,” she whispered.

After a prolonged pause, Blake spoke. “Some… male fantasies… should remain unspoken,” he said. She could hear the somewhat bashful smirk in his voice.

She persisted, gently squeezing his hand with her own. “Please. Tell me.”

Blake continued to evade the topic but still she persisted, sensing his reluctance. “I want you to tell me,” she said. “You can tell me anything. I’m your wife, darling. They’re fantasies.”

Finally, after a great more coaxing, Blake relented.

“I’ve always wanted to watch you… “, he said quietly.

“Watch me?” she replied.

“With another man,” he added, again somewhat sheepishly. Sophia felt her face and throat go a little flush with the sincerity of his disclosure. She’d never suspected her husband to have entertained fantasies of sharing her. It took her aback. Still, she drew his hand, nestled between her large, firm breasts, to her lips and kissed it.

“A stranger? Someone we know?” she asked, now curious to unpack the details of her husband’s desire.

“I hadn’t thought about that, actually,” Blake answered. “Just a really… “

“Really what?” asked Sophia.

” … a really well-endowed man,” he replied quietly, adding, “The bigger the better, if you must know.”

Sophia blushed in earnest but could sense her husband’s embarrassment. With her back to him in their spooning cuddle, she tenderly kissed his hand yet again.

Blake’s secret fantasy was a genuine surprise to her. She had always been more than happy with the size of her husband’s sex.  indeed, it was slightly larger than those of the boyfriends she’d had before marriage. Not ‘big’, but quite a lovely size that never failed to touch her in places that gave her great pleasure. The idea of something bigger, or even much bigger, had never crossed her mind. Ironically, when they occasionally watched porn together as a prelude to lovemaking, she always felt sympathy for the actresses who had to endure some horse-hung co-star between their legs. Still, for a brief moment, she imagined herself being taken by a truly formidable cock, before a wifely sense of decorum swept the image from her mind.

Now both in their early fifties, and after decades of marriage, articulating their respective fantasies was a marital turn on in and of itself — typically, an intellectual exercise that enhanced the sex that followed. As they got on with their day, Sophia soon forgot about the substance of their morning confessional.

Blake had been a professional photographer since before he and Sophia were married. In that time, he had established himself as a true talent of the medium. Starting out as a glamour and fashion photographer in the print era, he had spent years moving up to more and more prestigious clients, eventually including a disparate array of publications from Elle and Vogue to Playboy and Penthouse, even Playgirl, until the online age and a desire to slow down and travel more with Sophia inspired him to open his own studio — eventually finding a home for it in an expansive fully-detached guesthouse at the back of their oceanfront property. It was a steep step down from fashion shoots in Paris and Milan and centerfold nudes in Beverly Hills to humble corporate work, portraiture and glamour work, and the occasional artistic spread.

That said, he still enjoyed the work; even more the newfound freedom and largely stress-free lifestyle that came with it. It was actually during one of his earliest shoots, for a pin-up calendar featuring bikini-clad models, that he met his future wife. Back then, Sophia took the odd modelling job to earn extra money. Blessed with a slim hourglass figure, and very large natural breasts, she had always been pushed towards ‘glamour’ and swimsuit work. Too modest as a young woman to pose nude, her career in front of the camera had never been more than a part-time endeavour. More than twenty years ago, when she became the mother to two children, she had given up modelling altogether.

Now empty-nesters, Sophia was content to be her husband’s assistant in the studio, as well as booking clients. Despite initially knowing nothing of the business from the other side, she eventually became competent in her supporting role, both technically and administratively. Blake appreciated her eye and sense of artistry, and when it came to glamour shoots, and both female and male nudes, her sense of understated, tasteful eroticism was often just as sharp as his own. For that reason, he encouraged her and gave her free reign with a camera of her own to experiment.

At fifty-four years of age, Blake was still a handsome man, and Sophia found him ineffably sexy. His mature, angular face and jawline, salt-and-pepper hair, and soft blue eyes never failed to bring a smile of adoration to her face. Only two years his junior, Sophia was similarly well-preserved.  Despite her years, her tummy and waist were still relatively flat and narrow respectively, and notwithstanding their size and weight, her large breasts had maintained their buoyancy and firmness. Fleshier and noticeably wider, and showing traces of nascent cellulite, her behind was now more profoundly curvy in middle age; her thighs thicker but still shapely. The prettiness of her bright-eyed youth had given way to a more profound attractiveness as age lines began to appear around her warm, green eyes. Her full, sensuous lips — a gift of inheritance from her Italian mother — complimented a face of pleasing symmetry. She carried herself always with a subtle elegance.

Recently, with an eye towards the day when he might hang up his camera altogether and sell his business to a worthy successor, Blake’s plan for slowing down had included something akin to a succession plan when he took on an apprentice.

Noah, still just nineteen, had become part of their professional ‘family’ several months back. Starting as an unpaid intern from a local art college, he had impressed Blake with his dedication and genuine talent. A year younger than Blake and Sophia’s own son, Blake had taken the young man under his wing as both mentor and father figure. The relationship between the three of them was made all the more seamless given Noah’s polite, well-mannered, and respectful demeanour. Both Blake and Sophia found him to be a genuinely lovely and charming young man; someone who was a pleasure to be around, and Noah had spent more and more time in the couple’s company. But though Noah’s personality was somewhat innocent and naïve, his emerging talent as a photographer was real.

So, it must be said, was his apparent but unspoken crush on Sophia — something both Blake and Sophia found endearing and sweet. It must also be said that the young man, despite being a little shy, was conspicuously good looking — slim and always fashionably-dressed, his kind, dimpled smile, short-cropped black hair, and sensitive brown eyes made young ladies his age (and more than a few older ones) take notice.

The reality of the young man’s boyish crush on Sophia made the events of the previous week all the more noteworthy. As part of Noah’s introduction to the art of the female glamour shoot, Blake had, after much encouragement and pleading, got his wife to agree to ‘volunteer’ as the subject of a lingerie pictorial.

Indeed, given her age and relative modesty, Sophia had initially been quite reluctant to pose in risqué attire in front of young Noah. Blake, at his charming and flattering best, had convinced his wife that it would be a delicious bit of fun, and Noah’s blushing reaction to the plan — which inspired a motherly, knowing smile from Sophia — was enough to get her to agree to go through with it.

The next sunny summer’s day, Blake and Noah had set up the main studio space, which afforded a huge amount of natural light from two sides and two skylights overhead, with an austere, all-white backdrop; softened with hardwood floors, a white shag area rug, and a bold, aubergine-coloured sofa. Two tall black metal candle holders with narrow white candles were placed strategically as accents. The effect was that the bold colour of the sofa ‘popped’ in contrast to the neutral backdrop, as would Sophia’s blue outfit. She was to begin in a blouse, tailored women’s business suit of matching jacket and skirt, and open-toed heels, before slowly disrobing down to cornflower blue bra, panties, and banded and garter-less thigh high stockings.

After dressing and applying the finishing touches to her lipstick and make-up, Sophia stood before the floor-length mirror in the studio’s dressing room. Her final self-appraisal was far more critical than that of the collective male gaze she would soon be posing for. Indeed, she was the proverbial MILF fantasy — shapely legs, wide matronly hips, narrow waist, and a cantilevered bust line that had always been both a blessing and a curse for her. Though they looked sensational (albeit formidable) in a supportive bikini top, she had spent a lifetime lamenting the fact that her chest size made pretty dresses and feminine tops in her size relatively impossible to come by. Already requiring a size 30DD bra by her senior year in high school, her breasts had continued to grow into her late forties, and now required size 32JJ bras from specialty boutiques.

Blake, standing behind a short tripod in front of the sofa, smiled at Sophia as she emerged from the dressing room in her ‘sexy corporate executive’ outfit; her long hair pinned up and wearing black-framed glasses. Initially a bit unsteady on her new heels, she hadn’t noticed Noah trying rather obviously not to look directly at her — instead busying himself with everything he could think of to avoid focusing on Sophia, who looked so conspicuously provocative.

With Noah positioning and re-positioning the lighting arcs according to Blake’s instructions, Sophia began assuming straightforward ‘scene setting’ poses under her husband’s direction from behind his viewfinder. Despite the many years that had passed since her last modelling assignment, Sophia fell into the role again quickly and naturally. She took to her naughty executive role with flare and fun, often giggling between shots. With her hair still pinned up, and still wearing her studious glasses, Blake playfully encouraged his wife to continue having fun with it.

“Sweetheart, can you unbutton your blouse a bit?” he asked. Sophia dutifully complied, exposing three or four inches of lovely tanned cleavage thanks to her well-tested push-up brassiere. Catching Noah quietly admiring the view, she gave him a playful wink, making him blush anew. Blake continued with a few carefully planned shots that, with her short skirt slightly hiked, provided glimpses of the top bands of his wife’s silk stockings and her panties beneath. Blake had the natural ease of a seasoned professional, and an ability to make his wife feel sexy and beautiful.

Next, off came Sophia’s jacket, then eventually down came her hair, followed by some playful shots of her glasses set at the end of her nose. In staggered progression, off came her heels, skirt, and then finally her blouse; punctuated with breaks where Blake would confer and instruct his young charge on lighting, pose, and composition. Sophia was being a wonderful sport, and her husband was clearly enjoying himself immensely. Noah seemed to be in awe of their subject; often innocently but sincerely commenting on how fantastic Sophia looked.

After more than an hour, with a soft ocean breeze wafting in through the opened floor-to-ceiling glass doors to cool the late morning air, Sophia sat on the plush velvet sofa in a soft blue embroidered lace bra, matching thong panties, and silk stockings; her thighs parted, her toes slightly pointed; looking into the camera lens with an expression of slightly pouty-lipped sexiness.

Blake directed Sophia in several subsequent, progressively erotic poses, before taking a break.

“Noah, you’ve got that softcore shoot coming up next month, don’t you?” asked Blake. Noah answered that he did. “But you’ve never done anything quite like that yet, have you?”

Sophia shot Blake a knowing, slightly panicky look. But again, Blake was clearly enjoying himself.

“Sweetheart, would you be okay with some shots of you in just the silk stockings?”

Noah could sense her nervous embarrassment straight away.

“It’s okay, Mrs. Sinclair — you don’t have to.  I’ll be fine,” stammered the sensitive young Noah.

Perhaps it was the incredibly sweet way Noah defended her modesty — the way it tugged at her motherly affection — or the sense of guilt for being the one to deprive the young man an opportunity to do well at his next paid gig. It may have been her husband’s mischievous smirk. Either way, Sophia took a deep breath and reached back to unfasten her bra, releasing her huge firm breasts; the palm-size pink areolae already slightly puffy and swollen. She could feel her heart beating in her chest as Blake directed her — one stockinged foot on the sofa, knee raised; her bra, with its wide supportive straps, slung over her shoulder.

More shots followed, all the while Sophia nervously anticipating what was coming next.

“Now darling, I need you to remove your panties and hand them to Noah.”

Trying to belie her bashfulness, she calmly slipped off her last real restraint; handing her skimpy panties to the crimson-faced young man.

Blake instructed his wife to sit back towards the end of the sofa, then called Noah over to look at some example poses from other sessions on his opened laptop.

“I need you to set Sophia up like that,” said Blake, pointing at a photo on the screen.

Noah approached her, tentatively.

“We both can’t be nervous about this,” said Sophia with a soft smile. “Just move me like you need me.”

Noah leaned in and gently took her right wrist, placing it behind her head, careful not to touch her large breast. Then, with a polite apology, he took her right calf and lifted it up and over the arm of the sofa; widely parting her thighs and exposing her little thatch of black pubic hair.

“You look amazing,” the young man whispered sweetly, eliciting a smile from Sophia.

The shots and poses became increasingly provocative. Finally, Blake handed the camera to Noah, coaching from behind the scenes while encouraging his young accomplice to overcome his nervousness and natural politeness. The shot, he kept repeating to his student, was everything.

As instructed, Noah became more forward and seemed to be intensely focused on the shots. Ironically, this had the effect of relaxing Sophia, easing her inhibitions. She had to suppress a proud and motherly smile at the way the young man began to exude a serious professionalism. But that had its limits, and Sophia sensed Noah was holding back again.

“Don’t be embarrassed, sweetie,” she said. “Tell me what you want.”

“Can… Can I shoot you on your hands and knees, with you looking back at me?” he asked with the same hitherto shyness.

“Of course, luv” she answered, turning over on her knees, leaning her forearms against the back of the sofa.

“Um, can you rest your forearms on the sofa itself, so that your… behind… is higher, and I have a better angle of your… ?” he asked, his voice trailing off. Sophia did as he asked her, providing the young man with a close-up, unobstructed view of her labial lips from behind. Though she didn’t show it, at that moment, she had to admit she felt rather embarrassed — she, a woman likely older that Noah’s mother, with her pussy fully exposed to the young man’s gaze.

The session ended shortly thereafter, and Sophia wrapped herself in the oversized terry-cloth robe her husband handed her. Despite her initial objections, she had to admit that she felt a lingering buzz of excitement afterwards — the thrill of being photographed in the nude; at age fifty-two, being scrutinized as a sex object by her husband and young protégé.

A few days later, Blake and Sophia entertained several friends for dinner and drinks on their spacious back patio next to the pool. They invited Noah to join them. It was a gorgeous, warm evening; the sky at dusk combining hues of blue and pink and purple. After dinner, with the wine flowing freely, tables were cleared to make way for an impromptu dance floor. Noah turned out to be a very adept dancer, and soon became the centre point for a number of appreciative older women, all grateful for such a willing and able male dance partner. Sophia’s friend Holly seemed especially taken with young Noah. A lawyer in her late forties, Holly was a beautiful, petite blond, with dazzling eyes, an overheated sex drive, and what Sophia determined to be the sexiest and most shapely derriere she’d ever seen on a woman.

Noah and his posse of women happily danced together — to the soul, funk, and R & B piped out over the patio from the sound system inside — until late into the night. Sophia, with her dark hair pulled back, a flower behind one ear, looked especially Italian that night. Wearing a short, form-fitting dress, she noticed Noah’s admiring gaze a number of times. The two of them shared several slow dances that evening; their warm bodies occasionally pressed together; Noah’s hand on Sophia’s hip. At one point, she looked up into his eyes and smiled a warm, happy smile. Perhaps it was the sangria, but at one particularly poignant moment during a slow dance, Sophia was overcome with the urge to kiss the handsome young man. Better judgment prevailed.

The following weekend, after a leisurely late sleep in, Blake and Sophia engaged in an especially passionate and intense lovemaking session. Lounging in their robes and savouring some strong coffee afterwards, Blake opened his laptop and the pair of them looked through Sophia lingerie photos. Though modesty prevented her for saying so, she secretly had to admit that she looked quite sexy.

“I have a bit of a surprise for you this afternoon,” said Blake, advancing through the photos. “And what might that be?” inquired Sophia.

“If he’s going to work with models, Noah needs to know what it’s like to be one himself. He’s going to pose for me, and I’d like you to be my wing woman. I asked Holly at the party if she’d like to help us out as well. She seemed keen to assist.”

Sophia was a bit shocked but found the idea rather exciting, and happily agreed; thankful it wouldn’t be her in front of the camera this time around. Though, with the two of them, she couldn’t imagine what Holly would be needed for. She suspected her husband was merely indulging her friend with an opportunity to fix her sex-deprived feminine gaze upon the handsome young man she was so taken with, and without his shirt on.

After a quick swim, Sophia and Holly both changed into yoga pants and tight tops. When the two of them made their way over to the studio later that afternoon, Blake had left the set-up largely the same as for her photo shoot; the only additions being a large bouquet of long-stemmed roses and a small round glass bar trolley, complete with scotch and glass decanters and ice bucket, next to the sofa.

Noah emerged from the dressing room, wearing an elegant black tuxedo, crisp white shirt, narrow bow tie, and patent leather shoes, looking like a deliciously young James Bond.

“Well, what do you think?” he asked the pair of older women with a smile. In truth, Sophia was a little taken aback at how incredibly handsome he looked — tanned, broad-shouldered, with his black hair benefitting from a little product.

“You look absolutely smashing,” answered Holly, without a hint of exaggeration in her voice.

Blake began with a series of standing shots — Sophia moving and tilting lighting arcs as required — before having Noah sit on the sofa holding a champagne saucer full of what was really just ginger ale. With Blake directing him, as he had Sophia the week before, Noah slowly began shedding items of clothing — first untying his bow tie, then unbuttoning his shirt (to reveal a sculpted, tanned, and hairless chest beneath), then removing shoes and socks, before finally tossing his cummerbund aside and undoing the clasp of his black dress pants.

Sophia began to feel jittery pangs of excitement as the shedding of clothing continued unabated (Holly was clearly enjoying the show). She hadn’t anticipated nudity, but in no time, Noah was left holding a single rose stem, wearing nothing but his unzipped pants. Sophia could just make out a small cropped patch of black pubic hair inside his pants. Less concerned about being caught looking, Holly had noticed something else — a tightly compacted bulge testing the crotch of Noah’s dress pants; one that looked extremely large.

“Is Noah going to be in the nude?” Sophia asked her husband as unaffectedly as possible. Holly looked over at her, a bit wide-eyed, biting her lower lip to suppress a cheeky grin.

“Of course,” smiled Blake. Sophia suddenly felt like a nervous school girl; simultaneously wanting to see but feeling guilty about wanting to see.

Blake had Noah stand, then instructed Holly and his wife to strategically scatter Noah’s discarded articles of clothing about the set — across the sofa, the white shag area rug. Sophia swallowed hard when, kneeling just next to their gorgeous young subject, Blake asked a bashful-looking Noah to remove his pants. She instinctively reached out with a somewhat trembling hand to hold the rose for him. The young man dutifully eased his pants over his behind, letting them drop to the carpet.

Trying desperately not to stare at the flaccid sex hanging heavily between Noah’s thighs, at that moment, Sophia felt so light-headed she thought she might faint.

“Oh my god, sweetie,” gasped Holly, as she stared at the young man; one hand cupping her mouth in disbelief.

“It’s rather large, isn’t it?” observed Blake wryly.

Indeed, the size of Noah’s dormant penis was truly enough to take a woman’s (or any man’s, for that matter) breath away. Conspicuous in both size and splendour, and already as thick as a woman’s forearm, the fat fleshy shaft extended downward some nine or more inches, completed by a pink, pleasantly articulated and circumcised head.

From her kneeling positon, Sophia looked at Noah’s huge organ, then up at his now blushing face.

“I’m sorry, luv, I’ve never seen one anywhere that big before,” she observed with genuine candour and awe.

“It’s okay, Mrs. Sinclair,” he replied without ego or arrogance. “I guess it is pretty big. It shocks people.”

Blake had Noah sit in the centre of the sofa and look straight into the camera lens; thighs parted; his strong arms behind his head; his huge soft shaft resting heavily on the aubergine velvet.

“Sophia, can you fix his hair?” asked Blake.

Sophia knelt next to Noah, softly brushing his black locks into place with a manicured hand.

“My turn, sweetheart,” she said quietly. “You look SO sexy.” Noah beamed at her, innocent and adoring.

After three or four more poses and continued looks of thrilled disbelief from the two admiring women, Blake declared the session finished.

Sitting around afterwards, the four of them enjoying a little wine together outside near the pool, Noah still in his robe, Holly initiated a naughty round of Q & A with the young man, feigning objective curiosity. First establishing that he had learned the hard way (pun not intended) not to wear a brief-style swimsuit at the beach, Holly pressed on with a straight-faced but mischievous line of inquiry.

“Does it get bigger when you’re aroused, sweetie?” she asked. Noah replied that it did.

“My goodness,” gushed Sophia. Blake smiled, affectionately squeezing her neck.

“Do you mind if I ask you how big it gets?” asked Holly.

Noah’s cheeks blushed in earnest. “Eleven and a half inches long and, I think, about eight inches around,” he answered, avoiding eye contact.

“My god, that’s enormous!” Sophia gasped.

“Do girls get scared? When you want to make love to them, I mean?” continued Holly.

Noah nodded a little woefully. “They say it really hurts.”

“Poor lamb,” said Holly, placing a hand sympathetically on Noah’s knee. “You might be a better match with an older woman. Older women know their bodies a lot better and find a large penis an exciting challenge. Once an older woman is really warmed up and wet, a really big one stretches their vagina canal and makes them feel a bit like a young virgin again.  Bit of a cocktail of pleasure and pain that really gets the endorphins going”

A week passed after Noah’s ‘unveiling’. Holly and Sophia spoke on the phone one evening, for a bit of a private woman-to-woman chat.

“I can’t get the image of Noah’s huge cock out of my mind,” confessed Holly. “I wish he weren’t so damn young, or so damn good looking, for that matter!”

Sophia related the conversation to her husband that night. Blake seemed especially intrigued by Holly’s lusty confession.

The couple spent the following few days doing their own things. Sophia noticed, though, that her husband spent quite a bit of time in his studio, despite having no clients booked until later that month.

One night, the two of them snuggled together in bed, Blake said that he thought it would be fun to shoot her, Holly, and Noah in a themed session. A never-to-be-shared pictorial. Blake seemed quite eager to make it happen.

Sophia gave it some thought. “Tastefully done, of course,” she said. “Of course,” replied Blake.

“A bit naughty, but not too naughty?” she added questioningly.

There was a prolonged pause; her husband seemed reluctant to answer. It was then that Blake’s fantasy, expressed weeks earlier, came back to her. She felt a quiver in the base of her tummy and rolled over in bed to look into her husband’s eyes.

“You want to photograph the three of us having sex!” she exclaimed. “To watch Noah punish my little pussy with that massive cock.”

Blake lovingly brought his hand to his wife’s cheek. She kissed his hand but was a little stunned. True, their sex life was exciting and imaginative and passionate, but this was something altogether different.

“Oh darling, are you sure you want this?” she asked.

“I am,” Blake answered quietly, returning his wife’s fixed gaze.

Sophia looked down, still kissing the palm of her husband’s hand but still lost in thought. “Aren’t you worried he’ll hurt me with his size?”

“I am, actually,” he answered. “But would you think bad of me if I admitted that that’s actually part of the turn on?  The idea that you might be simultaneously fearful of his size yet turned on by it.  Obviously, you could shut things down at any point,” added Blake.

“Even if I agree…” she said, choosing her words carefully, “… you’ve still got Holly and Noah to convince.”

Blake suddenly looked a little sheepish. “I already have.”

“You have?” she gasped.

Blake confessed to having reached out individually, at the most opportune moments, to both of them. “Holly, was a rather enthusiastic recruit from the very beginning,” he observed with a smirk. “Noah required a great deal more convincing.

“Poor lad,” continued Blake, “he really does adore you, you know.”

“Really?” she asked with a smile; a trace of the little girl in her voice. “He’s so sweet.”

“If you agree to do this, and I want you to want to do this — for you, too, and not just for me — you’re going to have reassure him that it’s your choice,” he said.

After their discussion, they made passionate, sweaty love; and when it was over, lying together, kissing each other tenderly with soft, little kisses, Sophia snuggled tightly into her mate and whispered in his ear excitedly, “I want to do it.”

Blake squeezed her hand and smiled in the darkness.

The day of the shoot arrived. Sophia was feeling a mix of nervous butterflies and heady excitement. She and Blake got to the studio midway through what was another idyllic sunny summer afternoon. When Sophia stepped into the main studio space, she looked around in absolute wonder.

With great subtlety and an economy of actual props, the room was set up according to an ancient Roman theme. The centrepiece was a large round dais that clearly also served as a bed, covered in luxurious, deep purple fabric. Two tall Roman columns (wood painted white) extended almost to the ceiling. Large swaths of semi-transparent, diaphanous cloth were draped from hooks, allowing the natural daylight to create one great soft focus within. Lavender-coloured incense wafted languorously from small burners to complete the dreamy, almost surrealist atmosphere. Period music played quietly and unobtrusively over the sound system. Her husband had clearly outdone himself.

Sophia entered the dressing room only to discover that Holly was already there; sipping a glass of pinot noir and smiling at her friend’s reflection in her large vanity mirror.

It would have been grossly underselling it to say that Sophia’s friend looked sexy and sensuously beautiful. In full make-up, wearing her blond hair up, braided and festooned with delicate, baby’s breath flowers, her costume consisted of a rather flimsy white chiffon toga. The toga came over one shoulder, with gold twine intertwined from her waist to just under her bust, creating a sort of bodice effect. Her tanned skin contrasted wonderfully with the white fabric. Completing her costume, she wore gold Roman intertwined lace sandals that came almost to her knee, and a gold metal clasp around one arm. The toga was so short and brief, Sophia could make out the gusset of her matching white thong beneath.

“Nervous?” she asked Sophia mischievously, suppressing a feminine, conspiratorial giggle.

“You might say that,” she replied with a nervous grin, “I’ve never made love to a baseball bat.” They both giggled.

“Oh, come on, sweetie — this is going to be great, lusty fun,” replied Holly with relish.  “With the complete blessing and approval of your lovely husband. “

Holly helped her friend don an outfit that matched her own. When they were finished, Sophia did a bit of a whirl for her seated friend.

“You look absolutely fantastic,” gushed Holly. “God, you have fantastic boobs and thighs.”

Hearing voices, they emerged to find Noah already chatting with Blake. Their young ‘co-star’ had changed at the house and looked similarly fetching in his crisp white Roman tunic, gold sandals, and small laurel wreath in his hair. He smiled at them, justifiably looking a little sheepish.

“You both look so beautiful!” he gushed.

Blake had shot dozens of nude models over the course of his professional career, but for this he had to summon every bit of his talent and experience for putting people at ease, setting the scene, and fostering an environment conducive to a lessening of natural inhibitions.

Noah, clearly uneasy, approached Sophia.

“Are you okay, Mrs. Sinclair?” he asked with both touching and genuine sensitivity.

Sophia smiled, and tenderly, with almost motherly affection, brushed a lock of hair from the young man’s eyes. “I’m very okay,” she said smiling, her eyes twinkling. “But if you’re going to get inside my panties, sweetheart, don’t you think you should start calling me Sophia?”

Noah smiled. The four of them reclined together on the expansive round dias/bed, indulging in several glasses of wine and relaxing with naughty but light-hearted banter. The wine soon made Sophia feel infinitely better, and the two mature women had fun playfully teasing their young playmate.

“The boy Emperor and the two matronly Senators’ wives,” observed Holly with a wink. “And have you seen the size of his Emperor’s baton?” she asked Sophia, the pair of them again dissolving into giggles.

When the mood seemed just right, and with his arcs, tripod, and cameras ready to go, Blake got up and began slowly circling the bed, speaking quietly but deliberately …

“I want everyone to just relax and have lots of fun… we’re all consenting adults… this should just be playful … and erotic… and fun… and sexy… and hot… and, if you’re so inclined, rather dirty… “

There was a pause, then Blake continued.

“Now, young Emperor, wouldn’t it please you to watch your two Senators’ wives kiss?” he asked Noah.

The two women shared knowing smiles.

Holly, ever the enthusiastic participant, moved in close to Sophia; the latter with her legs slightly curled up on the bed, supported upright by one hand. With Blake and Noah looking on silently, Sophia took a deep breath before Holly pressed her full lips to hers. Their kisses began softly, tenderly, gently exploratory, before becoming increasingly passionate and wet. What followed was clearly not play acting but rather genuine eroticism and lust. Sophia emitted a soft groan as Holly gently placed her thumb in her friend’s open, lipsticked mouth.

Blake circled the bed; the flash of his camera punctuating the silence. Intermittently, and trying his best not to interrupt the flow, he would have his models freeze so that he could quickly capture a moment focused and in close.

“Noah, why don’t you cradle Sophia from behind,” said Blake. “Holly, I think you need to… taste my wife.”

Sophia felt her body trembling, her thighs shaking, as Noah supported her from behind. Holly lifted up the hem of Sophia’s short chiffon mini toga, slowly easing off her friend’s thong, exposing her damp honey pot. Gently parting Sophia’s fleshy thighs, Holly began pleasuring Blake’s wife with her tongue. Sophia moaned; her eyes fixed on her friend between her legs.

“That’s it, luv, get her nice and wet,” said Blake.

Sophia reached down and ran her fingers through Holly’s blond hair; her moans growing louder, her hips beginning to slowly rock and buck, angling her pussy into her friend’s eager tongue.

“Oh god, that feels so good,” groaned Sophia; her huge breasts, restrained only by a thin layer of chiffon, resting heavily at her sides. Blake caught a close up of the tip of Holly’s tongue touching his wife’s glistening clit. He knew his wife to be extremely orgasmic, and before long Sophia’s back arched in a powerful crescendo.

Blake paused to allow his subjects a brief hiatus.

“I think it’s time you ladies undressed your young Emperor.”

Noah stood obediently on cue while Holly and Sophia removed the short, belted tunic that came down to just above mid-thigh. In a moment, he stood before them in only his sandals and a white, clearly overtaxed loincloth.

It was apparent that the young man was becoming excited. His stretchy, nylon lycra loincloth appeared to be restraining a thick, coiled hose of frightening dimensions. Holly, smiling seductively, drew her hand across Noah’s massive bulge, then looked up into his eyes. “Mmmm, what do we have here?” she purred.

The two women knelt in front of him while he watched from above. Together, they slipped off his last article of clothing. As they did, Noah’s semi-aroused sex coiled out and came to rest angling downward. The awe-inspiring size of it would have shocked the most fearless of lovers.

“Holy fuck!” gasped Holly.

“He’s a very big boy, isn’t he, ladies?” observed Blake, the sound of his shutter going off rapid fire.

“Why don’t you both kiss it?”

The two women, each old enough to be the young man’s mother, sat him down on the edge of the dais and began taking turns stroking the immense shaft; slowly, lovingly. Noah, resting on his elbows, watched intently as they marvelled at the thickness and weight of it; neither capable of grasping all the way around its circumference with their fingers.

Holly began kissing the length of the shaft; leaving traces of her cherry-coloured lipstick along the way and suckling the clear pre-cum oozing from the tip.

“Darling,” said Blake quietly to his wife, “I want you to wrap those beautiful lips of yours around as much of it as you can.”

Sophia could feel a quiver deep in the base of her tummy. With her hands gripping the shaft, and feeling herself breathing deeply, she leaned in and briefly paused before stretching her lips over the massive head. With little more than the head inside her mouth, her lips were stretched to their limit; her tongue forced against the bottom of her mouth. While Noah watched, the object of his young romantic fantasies forcibly gagged herself on his huge cock. Unable to swallow, Sophia’s excess saliva began to stream down over the shaft and her fingers. Mixed with Holly’s lipstick, it created a gooey, sticky mixture. With her lips stretched so wide, the image was uncannily rude and dirty.

“That’s it, darling,” said Blake. “Lots of spit.”

Slowly, while taking occasional breaks to catch her breath, Sophia’s pace and rhythm began to quicken. Holly and Noah now shared deep, wet kisses while Blake’s loving wife did her best to fellate their young apprentice. Overcoming her gag reflex, she continued bobbing her head and drawing her hands up and down the lengthy stalk; a vulgar slurping sound emanating from her overstuffed mouth.

“Good girl,” her husband said encouragingly. “You look so sexy with your mouth full of so much cock.”

Blake spotted the young man’s sac beginning to tighten.

“I think I need my two ladies to kneel in front of Noah,” he directed. The women, still in their mini togas, obliged. “Now open your mouths, ladies.”

Noah stood before the two prone women, manually stroking his massive organ.

“Mmmm, let me taste you, sweetie,” said Holly. “I want to swallow your thick cum.”

After a series of increasingly tortured strokes, the young man grunted; his athletic butt tightening. Suddenly, his forearm-thick erection, almost a foot in length, began jettisoning stream after stream of hot white cum all over the women’s’ faces and across their opened mouths. Noah’s head tilted back, eyes closed, in powerful orgasm.

After squeezing the last drops of cum into Holly’s eager mouth, Noah collapsed on the dais. Blake handed the women towels, and together they escaped to the dressing room to freshen up their make-up.

The ladies returned a short while later, and the four of them sampled glasses of chilled prosecco. Blake knew that nothing piqued his wife’s libido quite like sparkling wine — her aphrodisiac of choice.

“Is it me or are you two ladies far too overdressed?” teased Blake, sipping from his glass.

Holly stood behind Sophia and turned her to face Noah; the teenager’s giant sex rapidly regaining its former vigour.

“Would it please you, Emperor, to watch me undress my voluptuous friend for you?” she asked. Noah smiled his charming dimpled smile and Holly unfastened Sophia’s toga, letting it fall to the floor. Sophia’s buoyant JJ-cup breasts undulated heavily atop her feminine ribcage; the large round areolae puffy and pronounced.

“Now Holly,” said Blake.

Sophia returned the favour, exposing her friend’s delicious, exquisitely curvaceous bottom.

Blake handed his wife a large tube of lubrication. “I recommend generous amounts of this,” she said.

Holly took Noah by the hand and led him to the raised dais. Together, the two women shared the task of applying copious amounts of lube to the young man’s giant cock, making it glisten.

“On your hands and knees, if you please, Holly,”

She slowly climbed onto the dais like a sensuous cat and looked back, exposing her lovely behind to Blake’s camera and the folds of her pussy to young Noah. Sophia joined her on the bed, while Noah knelt behind her; his monstrous, powerful weapon now rock hard and bobbing straight out at a slightly downward angle.

Holly turned to look at Noah. “Are you going to force that huge cock inside me, sweetie” she said; her voice, for the first time, revealing a hint of nervous anticipation.

With both hands wrapped around his thick, glistening shaft, Noah carefully drew the tip up and down Holly’s exposed pussy, trying to find the part between her labial lips. Feeling inspired, Sophia kissed her friend sensuously on the lips.

Finding the part, Noah’s butt tightened once again into concave as he ever so slowly began to force his way inside Holly’s tight folds. Her head suddenly dropped as she let out a high-pitched gasp.

“Oh, wow that thing is HUGE!” she moaned. Sophia noticed her friend wince, her fingers clenching the purple throw. “Nice and slow, sweetie,” added Holly.

Noah, very slowly, pressed more and more of his massive erection inside her; pulling out ever so slightly before forcing his way back in, each time a little deeper. Holly was forced to take quick intakes of breath, exhaling open-mouthed, groaning and whimpering.

“You like that, sweetie?” she whimpered softly. “You like stretching my tight little pussy?”

“My god, that looks sexy,” said Blake.

Holly was now face down on the dais, her back arched and her derriere raised. Her teenage lover began to work his way in deeper and deeper, finally topping out and meeting her cervix. Holly cried out and Noah cautiously drew back. He then resumed his measured thrusts, slowly increasing his pace each time. Sophia applied lubrication to her fingers and reached between her friend’s thighs to gently massage her clitoris.

“Oh my god, your cock is so unbelievably deep,” panted Holly.

With Sophia’s deft touch, and Noah’s increasingly relentless assault on her beleaguered pussy, Holly began to moan loudly and hoarsely through clenched teeth.

“That’s it, baby,” she cried. “FUCK me with that giant dick!!!”

Inspired, Noah began pounding into her violently; Holly’s labial lips folding inward with each forceful instroke given her lover’s colossal girth.

Almost in perfect unison, Holly cried out in a loud, prolonged, and obviously intense climax, just as Noah’s eyes clenched, his head thrown back, backed arched. When he finally pulled out – the massive, spent shaft swinging heavily back and forth — several long streams of his thick white semen seeped out from Holly’s raw vagina and dripped onto the dais; some of it pearling in drops in her trimmed pubic hair. The image recalled a childhood memory of Sophia’s; when as a young girl at her father’s riding stable, she had witnessed a studding horse inseminate a young filly.

Afterwards, the two women once again retreated to their dressing room to take a break — to fortify themselves with prosecco and, for Holly, to gently apply a cold wet cloth to her ravaged and raw maidenhead.

“Oh my god, that was amazing,” said Holly, still catching her breath. “My poor little pussy’s never had to accommodate anything more than half that size before. A baseball bat is right! But oh my, the orgasm. The earth truly moved for me when I finally got over the fear and he began to really punish me with that delicious battering ram.”

Holly and Sophia, now holding hands like playful sisters, emerged a short while later. Holly still aglow and smiling from her earth-shattering climax. Noah sat on the edge of the dais.

“It’s wonderful to be young,” said Blake, observing that Noah’s eleven-plus inch pussy-tamer was once again regaining its size and stiffness.

With the three sexual playmates again gathered together on the bed, Blake readied himself for another round of adult fun.

“I’ve often seen you admiring my wife’s big bust,” he said, smiling at Noah. “Now’s your chance to truly enjoy them.”

Sophia laid back on her back; her formidable breasts cupped in her hands. Noah leaned in closer. “Is it okay?” he asked sweetly. “Of course, sweetie,” she replied.

The young man slowly began to feast upon her huge firm breasts; gently squeezing their ripe fleshiness and suckling the now almost domed areolae; her stubby nipples eventually jutting out a good half inch. Sophia laid back and closed her eyes, savouring the pleasure of having her breasts so eagerly and lovingly attended to. Greatly enhancing her pleasure, Holly nestled once again between her friend’s thighs and began to dart her tongue in and out of Sophia’s feminine slit.

Blake began to sense that his wife was approaching an orgasm; assuming her to be suitably wet and primed for lovemaking.

“Noah, it’s time for you to try to fit that thing inside my wife,” he said, looking through his camera’s viewfinder.

On cue, Sophia obligingly lay back and parted her fleshy thighs, exposing her delicate little cleft again, but this time for her teenage lover. Noah knelt between her legs at the foot of the dais; his aroused penis, larger than her forearm and steely hard, poised and positioned for entry.

“Please tell me if I hurt you,” said Noah softly.

With pagan-era music playing in the background, Holly leaned in to kiss her obviously nervous friend. “It’s a good pain,” she whispered. “You’ll soon know what I mean by that. You’re about to feel like a young woman again.”

Looking down at the ridiculous incongruence of sizes — her little snatch and the young man’s gigantic erection — Sophia began to feel a sense of heartfelt panic.

Blake placed one knee on the dais, his camera’s shutter clicking continuously.

Re-applying liberal amounts of lubrication to his cock with both hands, Noah followed the same pattern as with Holly. Sophia arched her neck to watch as the tip of the head parted her soft petals. Her large breasts rose and fell in anticipation.

The pace of her breathing quickened as Noah, with obvious effort, was unable to gain entry.  However, by patiently gauging Sophia’s tolerance and initial discomfort, and with perseverance and gentle forcefulness, the young man was eventually able to gain a beachhead of sorts.  Finally, after what seemed like an eternity of tiny increments and whimpers on Sophia’s part, inch after inch began to very slowly disappear inside her.

Noah felt different to her immediately. Sophia had had her share of lovers over the course of her romantic life, but at fifty-two, and post childbirth, this was still a very new and different sensation. Noah cautiously tried to ease his way inside the vice-tight confines of her feminine sheath; carefully eyeing Sophia’s facial reactions.  As he slowly stretched her vaginal canal, he felt absolutely immense. Holly watched, sensing that her friend was working diligently to overcome her fear, and suppressing, often unsuccessfully, winces and clenched teeth. Finally, Sophia cried out with a meek, breathless whimper.

“Oh, my gawd, baby … your cock is so big!”

At one point, with Noah having gained relatively significant ground, she winced and dug her long fingernails into his hip, prompting him to stop momentarily. Blake took advantage and took several shots in close of his wife’s stretched and overtaxed slit.

Sweetheart,” she cried out apologetically to her husband. “I don’t think it’s going to fit. He’s too big.”

“Just relax, luv,” said Holly, squeezing her friend’s sweaty hand.

When Sophia seemed to have regained her composure, Noah resumed his slow, deliberate penetration. Holly marvelled at the site of such a huge organ squeezing into such a tight feminine orifice. “My goodness, that’s sexy,” she whispered.

As with Holly, the head of Noah’s erection eventually pressed up against Sophia’s cervix, causing her to tightly clench the sheets. In that, she had slightly bested her friend, managing a good two-thirds of her young lover’s huge intruder.

“Good girl,” said her husband.

“Sophia, your pussy feels so good,” exclaimed Noah. “So tight.”

“Noah, I want you to grab my wife’s ankles.”

The young man did as instructed; raising Sophia’s legs up, and parting her thighs as he began finding his rhythm.

Before long, like a train gathering speed, Noah’s greased shaft began to thrust in and out of Sophia’s stretched and over-taxed quim. Appreciating her limits, and careful not to hit her cervix too hard, he nevertheless started to truly fuck her in earnest.

Sophia looked almost delirious. Eyes fixed on her lover, an anguished expression on her face, she bit down hard on her own hand; her other gripping the sheets to brace herself. All lady-like inhibitions soon evaporated as she dealt with an endorphin-fuelled mix of pain and pleasure.

“Oh, my gawwwd,” she cried out loudly. “Your cock is so fucking big!”

With his fingers tightly clenching her ankles, beads of perspiration forming on his forehead, Noah grunted and began to pound into Sophia’s tight snatch with wild abandon. With her fleshy behind jiggling with every one of her teenage lover’s thrusts, Blake – at once both jealous and enormously aroused — thought he had never seen anything quite so erotic, or his wife look so sexy.

“That’s it, sweetie,” she now encouraged Noah, between pants. “Fuck me with that huge cock. Make me feel like a little girl… That’s it… Fuck meee!”

Suddenly, her body began to writhe and contort; the effects of what would prove to be the first of a series of jarring orgasms that afternoon.

Noah continued his relentless battering until Sophia had to stifle her cries by covering her mouth with the palm of her hand.

Another orgasm, beginning deep in the base of her tummy, coursed through her in waves of teeth-gritting pleasure.

“I’m going to cum,” blurted Noah, his butt cheeks and scrotum quickly tightening.

“I want you to cum inside her,” said Blake.

With his wife near collapse, Blake watched his young apprentice grit his teeth, grunt loudly, and pump his hot semen deep inside her.

When Noah finally withdrew his spent monster, cum trickling from between the lips of her still gaping vagina, Sophia and Holly curled up together in a cuddling embrace; Holly softly petting her exhausted friend.

There was more lovemaking that day. To the astonishment of everyone, most especially Noah, the ever-intrepid Holly even managed anal sex.

But there was never another day quite like that again.

Noah eventually outgrew his teenage crush on Sophia, and as the gods of love are frequently known to be capricious, Holly and Noah are now a couple. She, more than twice the age of her partner, has apparently never been happier.

A year later, Blake and Sophia were enjoying the hot sun on a nude beach in Spain. When a handsome young man sporting a huge penis ambled by, Sophia turned to her smirking husband and said, “Get your mind out of the gutter, darling.”

 

Published 5 years ago

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