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Stella was a light eater, and bought an apple and a Scotch-and-soda from the proprietor of a bar next door to the Double-X. Then she led young Matt up the back staircase of the dark, dingy theater, to a small, partitioned off cloak room, which was labeled, "Female Employees Only".

"This is the woman's lounge," Stella said wryly with a little smile, "but at the moment, Ginger and I are the only women employed by the Double-X, so when I'm here, it's mine, and when she's here, it's her's…" She hung up her light summer coat and sat down beside her guest on the low, hard couch.

Through the thin, plaster-board partition, Matt could hear the muffled sounds of the movie filtering in through the thick smoke of the theater.

"Aaaaaah," a woman's voice was purring, "It's sooooo biiiiggg!"

Matt looked up at his hostess with a lewd twinkle in his eyes. He made no secret of his huge hard-on anymore, and he even boldly loosened his pants to give himself room to breathe. Stella planted her sensual, heavily-scented body only a hair's breath from his firm-muscled thigh, and his whole body twitched with her nearness.

"Aaaauugggh… Jeeeesus!" a male voice groaned from the theater. "Uuuggghh… uuuunnnhhh…"

Stella smiled again. "I bet you'd like to see the movie, wouldn't you?" she whispered.

Matt gulped, and grunted, "I can think of something I'd rather see!" His eyes fastened on the low-cut neckline of her brief costume, and his mind tore away the obscenely arousing garment.

"Oh?" the seductress prompted, arching her back so her huge breasts were thrust even further forward, looking as if they were going to burst right out of her shimmering red hostess dress.

"Yes!" the college man growled, and his big, masculine hands groped forward uncontrollably, dipping into that deep vee and grasping tightly to both her gigantic, firmly fleshed female mounds. "I'd like to get a load of your fantastic tits!" He roughly pulled them out of the tight-fitting bodice of her costume, lunging forward with his head to suck first one taut brown nipple and then the other. His hands dug into the soft white flesh of each quivering breast, pulling them up and all the way out of the alluring red outfit.

"Oh, my! Matt!" Stella squealed in amazement. It wasn't that she was shocked or surprised by his sudden aggression, but she hadn't exactly been prepared for it. Usually, when she was dealing with a young man, it was Stella herself who had to take the initiative. But this dark-haired dog breeder seemed to know more than he was letting on, and the gorgeous divorcee was instantly admiring. God, it's a good thing I didn't send him home to Jackie, she thought to herself. He'd have scared her off for sure!

Stella reached back and let down the short zipper that held her skimpy dress together, to subtly help the dog breeder with his arduous task. Her huge breasts swayed and bobbed with their mutual effort, and she knew that they were enough to give Matt – or any other man – a hard-on with precious little else required. Her long, shining black hair assisted the opulence of her full, perfectly proportioned contours. Although she was massively build au balcon Stella Burnside had the tiniest, girlish waist which flared outward into a full firm pair of hips that were just made for bedroom games. If Phil hadn't been so preoccupied with "protecting" his former wife, perhaps he might have had time for some of those bedroom games himself. But as it was, young men doted on her motherly proportions every bit as much as she adored their hard young muscles, and the voluptuous divorcee often remarked on the good fortune she had had to be free while she was still enticing enough to enjoy it!

Matt began reflexively stroking himself, his young mouth hanging open. The grunts and groans from the movie screen were still filtering into the small, makeshift cloak room, and combined with the sight of the most magnificent female body he had ever seen, the obscene love-sounds were enough to make his balls ache.

"Oh, Jesus God!" the curly-haired student mumbled, his mouth capturing one luscious breast again as his eyes feasted on the sight of her nakedly wispy cuntal vee. By looking down through the corners of his eyes, he could see the thinly lipped little slit of the older woman's vagina, moistening slightly with her shimmery liquid secretion.

The gorgeous theater ticket-seller was completely naked, now, although in all honesty, Matt couldn't see how she had managed to shed her clothes so fast. His hands were all over her as her body strained and worked while he rubbed her buttocks in teasing little circles, gently pressing apart the two full white moons as he moved his fingers upward to the tiny puckered circle of her tightly clenched anus. He pulled her whole body almost on top of his, as he worked his hand up into the satin-like softness until his fingers came in hot wet contact with the soft dark curls of her pubic hair that was already slick with the juices of her rising desire.

Her slim, perfectly-shaped hand slid down now, between their half-reclining bodies, to grasp the fully distended length of his thick, throbbing penis. Her experienced fingers wrapped sensuously around its girth and began to stroke slowly in teasing, tightening strokes, causing his firm young buttocks to jerk spasmodically with the sensation. Her brain reeled at the massive energy that she knew was contained in this enthusiastic student's genitals. She had to have it! She had to taste…

Abruptly, she bent her head, and Matt pushed against the back of her shining black hair to position her eagerly lustful face. He felt her huge breasts smashing out along the firm length of his muscular torso, as he placed both hands behind her head, pushing her face toward his wildly palpitating cock. Then he groaned as the softly lipsticked surfaces of her mouth brushed against the sensitive head of his penis. Her lips opened limply and her head inclined downward. Suddenly Matt's heart raced with anticipated delight. The tight rounded ovals of lipstick-mouth enclosed snugly over the tightly stretched outer skin of his cock and he groaned and lay his head back in the meager cushions of the couch.

The older woman's hotly working tongue began swirling around his aching cock and almost made it boil over with cum right from the beginning. Her lips were soft and smooth like saliva-moistened pillows of flesh as they clasped tightly in a snug, elastic-like ring over his burning rod of desire-hardened flesh. He could feel her lips above him, a sort of pained intensity moving down his penis and taking as much of it into her throat as she could. She seemingly surrounded him with the hot moist warmth of her saliva and the tender inner flesh of her tongue. He pressed his hands on either side of her hollowing cheeks, pressing inward to draw her slick inner cheeks even tighter around his hardness.

The moist nibbling pressure grew in his overheated balls as her tongue licked and curled on his cock. It seemed as if all the burning hunger in the older woman's pussy was now concentrated in the furnace of her mouth. Matt groaned incoherently with the intense sounds of the movie on the other side of the thin dividing wall. He wanted this beautiful, black-haired woman to make him cum and he wanted her to swallow it deep down in her lovely belly as his hardened flesh slid more slickly through her opened lips. His eyes opened and watched lewdly as he saw his glistening rod disappear into her ovally clasping lips as if they were a tight, hairlessly devouring cunt. He could feel every nerve ending in his body pulsating and throbbing within the moistly working cavity of Stella's warm, saliva-filled mouth.

She sucked ardently, heavily, keeping his cock hungrily trapped despite his occasional jerks, burying her face into his loins with her nose deep in his wiry pubic hair. Occasionally, she licked down at his soft, sperm-filled testicles, thinking how much more she could make them harden and grow, and then fell back to sucking in a mindless delirium of ecstatic wonder, making little mewling noises of sheer, unadulterated delight. The pressure building in Matt Fields' balls was becoming unbearable, and as he watched the beautiful, feminine face suck so passionately, his cock seemed to inflate and lengthen beyond anything it had ever done before.