Innocence Lost Ch. 11

Intro: Joan (38) went out to seek Ben (27) in the gym and end up making out in Ben's car. Then Joan did not only convinced Jen (39) in letting their son and daughter to go together but managed to also seduce Jen, not after convincing her husband Drake (39) to include Ben with the seduction. It's a night Jen will have sex again after 2 years of separation from her husband.

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Joan got the chance to call Jennifer, Sheryl's mother, and made an appointment to get together tomorrow and went back to the gym to finish the work out she started yesterday. She was doing aerobics when she noticed Ben walk by on the wall mirror near her. She doesn't know why she felt the urge to be noticed by him when he didn't see her on the floor. He stopped and excused herself from the girl next to her and stepped out of the floor and tried to see if she could see him.

She walked to where she last saw him walk to and discreetly looking for Ben as she pass by the exercise equipments till she finally saw him. She maneuvered through the equipment towards him and chose a cycling machine located near the pathway he would definitely use. It was perfectly positioned with her back towards the direction he'll be coming from and she could watch him on one of the mirrors strategically located around the gym.

She rode the exercise bike but not really giving any effort, she looked at the mirror once in a while to check what Ben's up to. After a while she began to wonder what she's doing, acting like a teenager in heat, like a child playing games. She can't even think of any reason why she's acting this way. Probably she's longing for an attention or just the excitement of knowing that someone likes her. She could see some of the men looking at her on the mirrors; she could see the lust in their eyes as they took a glimpse of her not knowing that she sees them.

"What am I doing here?" She asked herself. She stopped pedaling and got off the seat when she felt a hand on her shoulder startling her. She quickly turned in a protective stance and quickly lowered her guard as she saw Ben in front of her.

"Are you OK?" He asked, smiling at her.

"A huh, just caught me off guard," She smiled back.

"I was heading for the locker room when I noticed you. Just want to say 'Hi'," Ben said. "I thought this day wasn't your work out schedule?" Joan questioned.

"Yup. I just took a chance that I might see you here and here you are," Ben said.

They start to walk towards the locker rooms, "Why do you want to see me?" she asked as they walked.

Ben didn't answer till they reached the refreshment bar, where they were just talking yesterday. He pointed at the table as they pass by and slid out a chair for Joan when he saw her nod. "Tell you the truth, I was hoping that you'd call last night," Ben confessed as they sat down.

Joan doesn't know why but she felt embarrassed, "And why's that?"

"I don't know, just want to talk I guess."

"Talk about what?" she asked as she propped her elbows on the table and rest her chin on her hands.

"God she's beautiful," Ben said to himself when he looked at her. "Just to know more about you, you're a very interesting woman," he told Joan.

"Really?" Joan asked acting surprised.

"I was thinking of you last night and figuring things out," Ben said.

"Like what?" Joan asked curiously.

Ben eyed her and leaned on the table, his elbow almost touching hers, "I saw you that night at the club, you left with a black guy and left a white guy and I followed you two to the elevators," he confessed and saw her dropped her hand from her chin and folded on top of the table. "You kissed the white guy before you left," he continued, "I'm assuming that he's your husband and leaving with the black guy up to some room...hmmm...., I think you guys are swingers,'" Ben concluded.

Joan doesn't know what to say at first, "Why did you assume that the black man wasn't my husband?"

"I observed you three all the while, even before I asked you to dance. You can't deny the white guy's your husband. What's his name anyway?"

Joan eyed her and looked down on her hands, "Drake's my husband. You are partly right but there's a reason behind it all," Joan said as she played with her hands nervously.

Ben placed his hand on top of hers, "I surely want to know. Can I buy you lunch?" he asked as he gently squeezed her hands.

Joan doesn't know the reason why, but she nodded her head and smiled, "Why not," she said.

They went to retrieve their belongings in the locker room. Ben got his first and waited out side the gym entrance for Joan and was fumbling with his keys when she showed up wearing a skirt covering her lower section.

"You think we should change," she asked, as she looked Ben over. He's wearing a blue shirt that is loose and short just around his waist and could see his muscular abs when he bends or raises his arms paired with dark loose gym shorts and running shoes. She then looked down at her wearing her sleeveless one piece work out suit with a matching skirt to cover her hips and mound area, socks and sneakers.

"Nahhh, it will be alright. I'm feeling for a juicy burger. Take out?" Ben suggested.

Joan just shrugged her shoulder and then followed Ben to his car, observing a very expensive luxury car. They were both quiet till they drove off the drive thru, "We could have this in the park, I just know the perfect spot," Ben said as he drove.

Joan patiently waited till they pulled into the park's parking lot and Ben parked the car away from the few cars, facing the open field and beside a large bush next to the passenger side. "Here we are," Ben said and took a bag from Joan and started munching on some fries.

"You sure look fit when you eat like that," Joan commented as she laughed. Ben just gave her a smile and continues eating; she shook her head and starts to eat her burger.

They were gazing at the empty open field as they ate when Ben started asking questions about that night in the club. Joan told him about repaying the favor to Harry for Drake's promotion but she left out the blackmail portion of how it really started and it's all her husband's idea.

"So he likes to see you having sex with another man?" Ben asked.

"I guess. He's really aroused when it's his turn, you know what I mean?" Joan replied.

"How about you, do you like it?" Ben asked. He shifted his butt on the seat as he felt his cock starts to grow.

"I wasn't sure at first, but when it's already happening, I guess it turns me on too, knowing that he's watching or he knows what I'm going to do." Joan replied.

"How many men did he let to fuck you?" Ben eagerly asked.

"Just Harry," she said. She didn't tell him about Rick cause even Drake don't know.

"Really?" Ben asked surprised.

"I don't know why I'm telling you all this in the first place and you think I fuck every man I get in touch with?" Joan said a little upset in her tone.

"I'm sorry if I made you think that way, but why are you here with me?" Ben asked calmly.

Joan looked at him briefly and went to look back at the empty field once more. "I don't know," she answered softly. "I guess I just miss talking to someone or there's something about you that I like, I don't know."

Ben held her hand and gently squeezed it. "Talk to me Joan, tell me," He said, "I like you a lot and been thinking about you since that night in the club," he continued and then let go of her hand. "I even pictured you every time I wanted to relieve myself."

Joan looked at him. She kept her grin in control when she heard his confession. She knew what he meant but she just had to ask, "Relieve your self?"

Ben looked at her and smiled, "You know what I meant, JACK-OFF! MASTURBATE!" he said and shook his head with a smirk on his face as he looked away.

Joan took a quick glance down at his crotch and saw the bulge on his shorts. "Did you last night?" she asked teasingly.

Ben looked at her again and saw her smiling this time, "Yes I did and you were fucking great if you're going to ask."

"It seems like you need to jack-off again," she said and nodded her head down to his crotch.

He looked down and saw the obvious bulge that his hard cock made and then looked back at her. "Is there a chance that I could get into your pants?" he asked.

Joan could feel her cheek blush, "Sorry," she said, smiling at him. Then saw the disappointment on his face, he was about to say something then she said, "Maybe next time."

Ben's eyebrows went up, "What do you mean?"

"I meant that I won't fuck you unless Drake approves of it," she said.

"You mean a three-some with your husband?" Ben said surprisingly.

"Maybe, I don't know," Joan said.

Ben's cock got even harder from the thoughts of it and starts to rub his cock through his shorts and said, "Why are you teasing me this way?" He rubbed his crotch furiously, "I got to relieve my self."

Joan couldn't avoid laughing seeing him the way he acted. She got curious as well when she noticed how big the bulge on his shorts is, wondering how big his cock and even felt a tingle between her thighs. "You could jack off, I don't mind," she said unconsciously.

"Are you serious?" Ben asked, "And you're going to watch?" he continued.

"I could step out and wait outside if you prefer?" Joan suggested.

Ben thought of talking her into having sex but decided not to pursue it, "What the heck, she might change her mind when she seen my cock," he said to himself. He adjusted his seat back and slid his gym shorts down to his legs with his brief exposing his hard cock and started to stroke it.

Joan saw Ben's pre-cum seep out of its pee hole as he stroked his cock. She was staring at his cock, admiring it, and sizing it. It looked like the same size as Drake's, maybe a little bigger. The tingle between her thighs got stronger as she watched him masturbate.

Ben didn't say a thing and just sat there stroking his cock, his hand sliding up and down its entire shaft while he stared at Joan, observing her. He saw her thighs rubbing each other as she stare at his cock, "You like it?" he asked.

Joan's trance broke from staring at Ben's cock when she heard him said something, "Huh, what?" she asked when she looked at him and saw him staring at her chest.

"It would be nice to at least see your tits," Ben said instead.

Joan gave him a teasing grin, "Nope, sorry," she said.

"Ahhhhh," Ben let out as he stroked his cock hard a few times.

Joan cupped her breasts through her suit, "Can't you picture this?" she teased.

"Oh yeah, you're already fucking naked in my eyes," he said as he look her over from head to her legs.

Joan saw the lust in his eyes that made her want him too and the sight of his cock made it worst. She observed him as she masturbated looking at her body and once in a while will close his eyes. She felt pleased that he's not forcing anything she doesn't want to do. She looked at his cock once more and then reached for it when his eyes were closed.

Ben smiled when he felt her soft hand against his shaft just above his hand. She was looking at him as he opened his eyes and let go of his cock. "So you changed your mind?" he asked smiling and then gasped as he felt her grip got tighter against his shaft.

"Don't be cocky. I'm just giving you a hand," Joan said and then started to slide his right hand up and down Ben's hard cock. She liked the feeling of it and she could barely wrap her fingers completely around its girth.

Ben watched her hand stroked his cock and the feeling of her soft warm hands against his cock felt great and his cock got even harder. He let out a couple of moans and then looked at her, "That feels great. Can I now see your tits?" he asked again as he moaned.

Joan didn't answer, she just stroked his cock a few times and then looked at him, "Maybe next time," she said, "But since your such a good boy," she paused and gave him the most arousing grin she could manage. She released the parking brake down with her left hand to make room between the seats and then lowered her head to his cock.

Ben felt chills run through his cock as he felt her lips made contact with his cock head. "Fuck, oh, fuck!" he said and then moaned once more as she engulfed its entire head.

Joan held Ben's cock by its hilt as she locked her lips around the tip of his cock and starts to lick and suck, tasting the mild saltiness of his pre-cum for a few seconds and before she started bobbing her head up and down.

Ben moaned as he felt about an inch or two of his cock slid in and out of her mouth in short fast rhythm. He adjusted his backrest to a comfortable position and to give her more headroom away from the steering wheel.

Joan's bobbing slowed down, taking more of Ben's cock inside her mouth this time. Then she felt a hand at the back of her neck, caressing it and then another on top of her head sweeping her hair.

"Oh yeah, that feels great, just perfect," Ben said in a whispering voice. He slid his right hand from her neck to her back against the elastic smooth material she was wearing. His hand roamed back and forth from her back to the side of her ribs and getting closer and closer to her breasts with every pass.

Joan slid her hand up and down Ben's shaft in rhythm with his head's bobbing. She's getting aroused sucking his cock and she felt her wetness seep out of her pussy as she unconsciously slowly rub her thighs together.

Ben finally slid the left strap of her suit off her shoulder slowly, testing how she would react and when she didn't, he slid his right hand inside the front of her suit and gently cupped her left breast. His hand was shaking a little from excitement as he gently squeezed and fondled her breast with her nipple against the palm of his hand.

Joan slipped his cock out of her mouth as she let out a soft moan feeling the pleasure from his breast as Ben caressed it and then went back from sucking his cock and felt it twitch and perhaps grew or got even harder, she thought.

Ben was picturing her breast in his mind as he traced every curve and shape of Joan's breast and nipple with his hand. The pressure of her hand and her mouth against his hard cock was too much to bear and felt his orgasm building up fast.

Joan heard Ben groan and moan, and his hand started to squeeze and pinch her sensitive nipple a little harder. She felt his other hand pressing harder against her head and felt him started to buck, fucking her mouth. Feeling and hearing his excitement fed her own, and felt her cunt swell and got even wetter; it felt like she's going to come.

Ben bucked his hips in rhythm with her sucking and bobbing as he felt his orgasm fast approaching. He squeezed her breast and pinched her small erect hard nipple much harder as he held her head with the other.

Joan felt Ben held her head down followed by a gasp and groan as hot sperm filled cum shot inside her mouth. The first two squirted so hard that it hit the back of her throat and almost made her gag. She jacked him off hard and fast with her lips tightly around its head as she swallowed every drop of his cum juice.

Ben felt weak as the last drop of his cum seeped out of his cock. He moaned in pleasure as he felt her suck its head hard and then popped out of her mouth as she lifts her head and sat up and his hand slipped out of her suit. He stared at her hoping to get a glimpse of her breast.

Joan slid the shoulder strap of her gym suit up her shoulder as she straightened up and looked at Ben and saw him staring her chest. She smiled and shook her head, "You still want to see my tits?" she saw him nod his head, "I already let you abused it?" she said teasing.

"I still want to see it, especially now that I know how it feels," Ben said as he started to pull his shorts up his thighs. "You got one lovely tits from the feel of it," he added smiling.

"I just sucked you off and all you want is to see my tits?" Joan countered.

"Oh no, no. I would like to see you naked and fuck the hell out of you! That's what I want." Ben said.

Joan blushed from Ben's comment and smiled at him, "It would make it worth the wait till next time won't it?"

Ben shook his head again and looked at her beautiful face, "I guess it would. When then?"

"I'll call you," Joan paused and looked at her watch, "We better get going, I got to get home soon," she finished.

Ben started the car and told Joan before he started to back out of the parking slot, "Thanks for the awesome blowjob."

Joan just smiled at him as they drove off. They where on their way back to the fitness center when she started to open up a conversation, "You know I'm 10 years older than you?" she asked.

"You mentioned that yesterday," Ben said.

"Why?" Joan asked.

Ben gave her a quick glance, "Why not? You look great and young. If you haven't told me your age and knew that you got two kids? I would say you're just on your early twenties or even younger."

They talked on some more to knowing more about each other till they were back in the parking lot of the fitness center. Ben thanked Joan again for the blowjob before they separated.

Joan was still feeling hot between her thighs as she drove home. All the talking and the comments Ben was giving her made it even worst. She wanted a cock, she said to herself. She called Drake at the office and convinced him to go home since it has been weeks that they haven't had a family dinner. She also told him how much she missed his cock and making love to her.

Drake felt guilty and went home early to finally have dinner with the family, but most of all, the thought of fucking his beautiful wife came to mind. He couldn't remember the last time they made love, he gets home pretty late and she's already asleep and there's no time for breakfast or even to chat with her. Even Saturdays he goes to work, and Sundays, pretty much sleeping all day or working at home. But this night he made love to her; they fuck and suck all night till Ben and Joan were exhausted.

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Jennifer was a little hesitant at first when Joan asked her if they could do lunch till they got into a pleasing conversation. She haven't talked to anyone this way for a long time, perhaps this is what she needed. Besides, Joan is her daughter's boyfriend's mother.

Joan and Jennifer met in a cozy small restaurant downtown, close to where Jennifer worked, "Josh was right," Joan thought to herself as she observe Jen, "She would look great if she only do her hair, a little make-up and a proper attire."

They talked as they waited for their order and Joan brought up the trip her son was going to and tried to talk Jen over of letting Sheryl go. Jen was still hesitant at first till Joan finally convinced her with a little bribe. Joan asked Jen to take a week vacation too so she could take her out and leave her boring routine while the kids are away.

Both women planned to meet again tomorrow after Jen's work. Jen loved all the ideas Joan was feeding her, what they would do and where they would go. She hadn't had a good laugh for years other than the smile and joy she occasionally felt when Joan's son, Josh, teases her when he's around. Joan was pleased as well and she even liked her, and couldn't wait to start Jen's makeover.

For the next few days, Joan got to watch Jen's transformation, from fixing her hair to the way she dressed, and seen her laugh and smile regularly now, reviving her beauty and self esteem. "There's only one thing left," Joan thought, "Jen needs a man, a date!"

Joan surprised Jen for a bar scene exposure just to check out how guys would react to Jen and she was successful at that. She observed guys checking Jen and her out and some even offered to buy them drinks. Jen was having a blast with Joan especially when the bar ID checkers gave Joan a hard time because she really looked young for her age and thought her ID were fake and she gave her a hard time with that as well.