Ladder to Heaven

Ladder To Heaven

She answered her door and let me in, we hugged hello as usual and she explained there was a problem with a curtain in the living room and she would be done with it in a few minutes. I said it wasn't a problem and followed her into the living room. Barbara was an attractive divorcee now in her forties. She had a pretty face, a very good, slim figure and breasts that seemed a little large for her frame. We had been friends for years but despite her being so attractive, I had settled for being her friend. I was aware of her decision not to date and accepted it even though she would not explain. However, for the last couple months or so I had been having some decidedly non-platonic thoughts about her.

There was a tall step ladder set up beside the window and when Barbara started to climb up I moved to steady it for her. I stood holding the ladder with a hand on each side. Barbara was wearing white jeans that fit her thin, shapely figure very nicely without being tight. Her legs were between my arms and my head was almost the same height as Barbara's desirable derriere. Typically I would have ignored Barbara's pretty posterior and been the gentleman she seemed to appreciate but not this time. Since she was busy I took the opportunity to appreciate the lovely curves so close to my face. As I looked I wondered what kind of panties might be under those white jeans.

Before long Barbara had finished the curtain repair and was carefully climbing down the ladder. I stepped back out of her way and watched the movement of her body. When both her feet were on the floor I stepped up close behind and put my hands lightly on her upper arms. There was a moment of confusion and fear as I realized what I had done. I had rarely if ever been that close to her so there were a few moments of silence while I absorbed the situation. I had stepped so close to Barbara my body was gently pressing against her lovely ass and my face inches from her hair. Barbara had frozen in place for several seconds when she felt my touch and now turned her head and said "Mark?". My hands gently squeezed her upper arms and caressed them a little. I said "I'm sorry, Barb. You're such a lovely woman. You really are and it's gotten much harder to just be your friend." I stepped back a little then and gently ran my hands down her back then leaving one hand lightly resting on her hip and used the other to gently caress her pretty butte. It was so wonderful being able to experience her like that! I heard her say "Oh Mark!" but her tone was one of surprise but she didn't move so I continued feeling her. I looked down at her shapely little behind and slowly slid my hands up over her back to her delicate shoulders again. She turned, her face rather blank, looked up at me and said "You've always been such a gentleman, Mark, and it's meant so much to me." I smiled, touched her cheek and whispered "I don't want to be a gentleman anymore. I think it might be time for things to change between us." My face slowly moved closer to hers but she stopped me by putting her hands on my chest and quietly said "Wait...Mark, I'm not sure, I...it's been such a long time and my last experience wasn't pleasant."

I felt such a wonderful connection with her as we looked into each other's eyes! I smiled and said "Oh, Barbara, we know each other so well. "She said "Of course, but" and I interrupted saying "Barbara, I'll take very good care of you. I'll remember it's been a long time and I'll do everything I can to make it easier for you. I'll make you forget all about that other time." A small smile came to her lips and she said "It's not like that, it has deeply affected me and my life." and I whispered "Give ME a chance to deeply affect you now, Barb."

Her smile broadened and eyes sparkled and in a moment or two she raised her lovely face up toward mine. Our lips brushed together then met and moved together so softly. In a moment lips opened and tongues touched, shyly at first but not for long. my hands moved from her waist up around her slim body and pulled her closer, her arms wrapped around my neck. I slowly moved my hands down her back, until they slid over her shapely, small behind and pulled her tightly against me. She moaned and laid her face on my chest and just let me hold her. I squeezed her derriere and ran my hands over her back for a little while. I could feel her breasts against my chest and wondered if she could feel how hard I was.

I ran my hand through her fine, blonde hair until she looked up at me and could gazed into her pretty blue, deep set eyes. I smiled and whispered "It's so awesome finally being this close to you, holding you, feeling your body against me!" I brushed the hair away from her neck and began kissing it. She moaned softly. Soon I stopped and, taking her hand, walked to the couch. I let Barbara sit first and then sat down very close to her. I put my arm around her shoulders and touched her hair from behind, my eyes flitting over her face. She looked a little worried to me. I wondered how long it had been since her previous experience. I told her "It's just impossible to tell you how wonderful it is touching you, holding and kissing you after all these years." We had so much history between us and now so many deep feelings coming up. We kissed slowly, tenderly. Someone's lips were trembling, I'm not sure if it was hers or mine.

After a while I looked down at her breasts. I was so anxious to see them but the top Barbara wore was loose and disguised what lay under it. I started playing with the top button of her shirt, looked into her blue eyes and whispered "I'm dying to see more of you, Barb?" and paused. She looked unsure, maybe even frightened but finally nodded her head, yes and smiled weakly. I smiled to, put my hand on her cheek and gave her another soft kiss. My fingers moved back to the first button and undid it. I looked at her again and said "My heart is pounding!" and smiled into her eyes. She smiled warmly and kissed me. I moved my eyes from hers then and unbuttoned the next two buttons. I reached inside her shirt and ran my fingertips over the soft skin of her chest and up over her shoulder. My fingers touched her face again and we kissed.

I continued slowly with the buttons, watching as her lovely cleavage appeared and then her pretty bra. A few more buttons and I gently moved the shirt aside. "Oh Barbara!" I said. She looked amazing in the plunging bra. I pushed the shirt off her shoulders and she leaned forward to take it off. It was laid on the couch and she sat back. She looked at me so unsure...so shy it touched my heart. I smiled and whispered "Oh Barb, you're just beautiful!" I paused to just look and said "There is so much beauty in front of me right now!" I brushed the hair away and watched as my hand caressed her shoulder, down over her upper arm, slowly over her chest and the top of her breasts.

I slid my hand into her bra and around her breast caressing and squeezing it gently. She expressed her pleasure with a kind of whining moan. Her chest was rising and falling so fast. I put my arms around her and held her snugly, reached down and unfastened her bra then gently pushed her back against the couch. Oh how alluring she looked and how excited I was as I pushed the straps from her delicate shoulders. As I did her hand came up to hold the bra in place. She looked into my eyes for a few moments, smiled, then slowly pulled it away and dropped it beside us.

I took her lovely face in my hands, kissed her deeply several times and whispered "Are you still alright?" You smiled very gently, tilted her head and whispered "Yes, I'm ok." I slipped my hand under one of her breasts and very gently fondled it. "Oh my God, how wonderful you feel! Your breasts are just beautiful, Barb!" I said breathlessly. She moaned and our lips opened for each other again and again as I continued to fondle her saggy, loose breasts.

Soon I was looking down at her legs, my hand moved over the top of her thigh then slid down between them. I kissed her neck and shoulder slowly then looked at her, our faces only inches apart and asked "How far will you go with me, Barb? Will you take me to your bedroom?" She didn't say a word but paused only a few moments, got to her feet, took my hand and started upstairs. I couldn't take my eyes off her. Her erect posture, lovely slim shoulders and arms, the movement of her beautiful breasts, there was nothing in my world but her!

Barbara took me upstairs to the side of her bed and stopped. I stepped close, put my hands on her waist and whispered "We don't need to do any more if you don't want to, Barb." You smiled weakly and said "No, I... I want.... I want you to....I want us to do this." Our arms went around each other and I whispered into her ear "Oh my God, Barbara, I want you so much!" I kissed her several times as my hands roamed her naked back and sides. "You don't need to do anything you're not comfortable doing, Barb." You smiled and said "Yes, I understand."

I took my shirt off over my head and Barbara began slowly moving her hands over my chest. I dropped the shirt on the floor and returned my hands to her soft, shapely breasts. I could feel her soft hair against my shoulder as she began kissing my neck. Barbara's nipples were perfect for licking and sucking. They were a little longer than usual and plump. I began fingering them and her head fell back, eyes closed, moaning as she enjoyed my touch. I moved her hands away from my chest, took hold of her upper arms and slowly moved our bodies together. Her nipples were erect and hard. We both looked down as I lightly brushed my chest against them. Soon I backed up just a bit and began very gently fingering them again. I enjoyed watching her face and listening to her beautiful moans as I did.

I said "I just love to hear you moan, Barb. It's so beautiful to me." Her smile was as bright as her eyes. She replied "You're making me feel so alive and wonderful!" I took her hand then and placed it over the front of my pants and she said "Ohhhh, right." smiling brightly, "What do we have here?" It was clear there was no doubt left in her mind. She unfastened my pants, pushed them out of the way and then did the same with my underwear. She put her forehead on my chest and began fondling my balls and lightly stroking my hard cock. "Ohhhhh, Barbara! Oh that's so good!"

It was so deeply intimate for me to stand there with her like that! I stroked her hair and ran my hands over her shoulders and back as her delicate hands enjoyed my genitals. Soon she looked up into my eyes then went to her knees at my feet. I said "Oh my God, Barbara!" I was breathing so fast. She fondled my balls with one hand, held my hard-as-hell cock with the other and lightly licked it. I couldn't believe what was happening. I just didn't expect her to do that. Her tongue moved up the shaft and circled the head of my cock before it disappeared between her sweet lips as she began sucking me off! Oh my God, it was such a delight she would do that for me and it felt soooo good!

Soon I helped her to her feet, held her lovely face in my hands and kissed her just as hard as I could! Then, with my face against hers I moved my hand over the front of her jeans. She moaned and my fingers gently pushed between her legs. She sighed deeply and said "Oh, Mark! Oh my God, Mark, it's been so long!" and draped her slender arms around my neck. She looked into my eyes with such longing and I whispered "I'll be so good to you. I'll be so very gentle." She pulled herself up to my lips and kissed me deeply and I unfastened her jeans. I slipped my hand over the top of her panties, looked into her eyes and playfully asked "Are you ready?" and with eyes wide she said "Oh yes, Mark! Touch me!" I gently pushed my hand deeper into her jeans and watched her pretty eyes close. Her head tilted back, mouth slightly open and she moaned as I lightly moved my fingers over the softness her panties covered. I watched the pleasure on her face as I very gently and slowly rubbed her. I was spellbound as I whispered "Oh, Barbara, I want you SO MUCH!" Her eyes opened, she grabbed my face in her hands and kissed me passionately. I swear, I have never felt more alive than I did at that moment!

I tried to control my excitement as I went to my knees and pulled her jeans down. She sat on the edge of the bed and they came off over her feet. Her legs were together when I looked up over the beautiful body in front of me but then she slowly opened her legs to me. I gently laid a hand on each knee and looked at her wet panties. I heard someone say "Ohhhh Barb!", I guess it was me. She was giving me everything I wanted and more! I looked into her eyes as I pushed her legs even further apart and leaned in to kiss and lick the inside of her lovely thighs. She moaned and watched as I lightly nuzzled my face against them. "Ohhhh, Markkkk!" she said, her voice quivering. "Ohhhhhhh!"

When I was ready, I lifted my head and, still on my knees, moved between her legs. I rested my hands on her waist, hers found my shoulders and we kissed hard. I looked into her eyes then down between her legs. I slowly lowered my hand and very lightly moved my thumb over her panites. "Ohhhh, Mark!" she moaned, her eyes closed, "Ohhhhh, my God.... that feels so good!" Our foreheads touched and we both looked down between her legs as I brushed the back of my fingers up and down over her panties then firmly squeezed her thighs where they met her lower torso. Her eyes closed again and she continued to softly moan as I squeezed her several more times. I was over-the-top excited about teasing her pussy so I took my hand away and stroked my cock with it, showing her how hard I was. Her eyes sparkled as she watched and she said "May I do that?"

"Lay down with me, Barb." I said softly. She was a vision to me, her lovely body on her back in nothing but panties. I laid beside her, looking down into her eyes as she began stroking my cock. Both of us were smiling and were totally at ease with each other. I said "I really have to play with these beautiful breasts some more." and she answered, saying "Oh, how I love how you're touching me, Mark. You're so gentle and it feels so good! They haven't been touched like this for a very long time." My heart swelled!

I kissed her open lips several times then kissed down her neck and over her chest to her breasts. Oh, those sweet breasts! I gathered one in my hand and then the other, letting them slide over my fingers again and again. I gently fingered her nipples and soon began licking and kissing them. Then I squeezed one breast firmly and sucked it hungerly! Now her moans were more persistent and she became more active, moving her hands over my body and through my hair.

In a while I abandoned her breasts and looked down over the beauty of her lower body. Soon my hand was exploring her enticing curves, gliding over her flat stomach, her rounded hips and down between her legs over her panties. Her wonderful music became even louder and she spread her legs more. I laid my hand over her pubic mound with my fingers between her legs and very lightly stroked her softness. I moved my face close to hers and whispered "Barb, I want so much to put my face between your legs. Is that too much?" Her eyes smiled into mine and she blushed. She covered her nose and mouth with her hand for a moment or two then quietly replied "Oh my God, Mark, if you want to, it's ok and, Mark, please remember to put it in me gently when you do. It's been a very long time." I told her "I will, Barb. I'm going to be very gentle and slow with you." and gave her a long kiss as I gently squeezed her pussy.

She bent her lovely legs at the knees and opened them wide as I moved to kneel between them. I spent a few moments enjoying the wonderful view and moving my hands up and down over her thighs, then I lightly rubbed over her panties with my thumb again and said "Oh, my God, Barbara! Oh, my God!" and she responded "I know, Mark! I feel it too!" I laid down between her legs and kissed her several times just above her panties then down along the left side of her panties onto her thigh. My face was inches from her pussy kissing between her legs and Barbara was saying "Oh, Mark!" "Ohhhh" "Oh God, Mark!" and kind of whining now and then. A high pitched whine. I got so excited I gently pushed my face up between her legs kissing and licking her! She began to squirm and I decided it was time to remove the panties.

I grabbed her ankles and lifted her legs up saying "I've got to get these panties off you!" She could only nod her head and whine. I tugged at her panties and soon they were off. I laid her legs down and she immediately spread them wide again. Her pussy was exposed now! It was not very hairy and was well trimmed...just beautiful! My eyes drank in its beauty as I lowered my head, madly licking her honey and opening her with my fingers. I licked her swollen clit and she immediately screamed, her hands clenching the bed clothes tight. I moved my body above hers holding myself up with one arm while guiding my rock hard cock with the other. I said "I'm going to push into you now, Barb! Tell me if it hurts you." I looked down and watched as I gently inserted my cock between her pussy lips. Oh my God, I was about to fuck my best friend! She panted and whined as I slowly and gently pushed into her an inch at a time! Her head was pressed back into the pillow and her hands gripped my biceps like a vice!

Oh, her pussy was so tight! My cock was fully in her now and she had not told me to stop. I laid down on top of her, my face against hers as I began to very slowly pump my cock into her celibate pussy! "Oh God, Barb! Oh my God!" I was so turned on and trying hard not to cum. As I moved inside her I kissed her long, lovely neck but when I began kissing her lips again she became much more passionate and animated! She squirmed and whined constantly as we kissed hard and fast! Her hands raced over my body and through my hair until she said "I'm cuming, Mark! I'm cuming! I'm cuming! Oh, ohh, ohhhh!" Her arms locked around me and I began ejaculating into her sweet pussy just as she screamed and her body convulsed in the erotic pleasure she had been avoiding for so long.

Oh my God, my sperm had erupted with such force and Barbara's climax was so fierce and explosive! It was all overwhelming for us both. We lay there, panting as we absorbed the experience. It was indescribably wonderful to share such intense orgasms. We softly kissed and touched as we lounged in our shared ecstasy.