This is the story of my first and only affair. I am not proud of what I did nor am I ashamed of my decisions. I believe what I did was right for me. At the time I was a middle-aged housewife with two teen-age girls, one sixteen who is self motivated and a model child, the other, age thirteen, is a gift from Satan. I will not go into the grief she has caused us, but it has been a strain on my husband and myself.

When my unfaithfulness took place I was thirty-seven years old and stood five feet seven inches tall, weight about 135. In case it is important to you my measurements were: 35-inch bosom with “B” cups, 26-inch waist, and 38-inch hips.

No, I was not one of the short, beautiful, full-breasted cuties you read about. I have been told I look like Queen Elisabeth of England without the tiara, By coincidence, my name is also Elisabeth.

My best asset, were my good-looking legs and thighs, they were both long with the right amount of meat. Otherwise my looks are about average and I have an innocent look. My husband “Lloyd” said he was jealous of my natural strength and he worked out to stay stronger than me.

My husband is shorter than I am, slightly stocky and seven years older. His physical condition is good, probably due to his outdoor activities and conservative lifestyle.

Our youngest daughter gave us more than the usual dose of trouble, and Lloyd used the friction that she caused as a reason to stay away from home as often as he could. Needless to say, it didn’t help our sex life.

I was married at age seventeen and a virgin at the time. My two older brothers made sure none of the high school studs dated me. In high school I worked after school and Saturdays at the local dime-store. I was a late bloomer and my husband said he married me because I was not like the experienced women he been with. Lloyd found my virtue appealing and fell in love with me.

At the time, I was working full time in an engineering / manufacturing firm as a secretary. My group leader was Susan; She's a small, wild one and told me about the affairs going around in both Engineering and Manufacturing. She in turn worked for a manager who reported to Randy, a rather tall, good looking guy. Susan said he was half-Apache and half-Irish.

Randy is six-foot, with long, straight black hair, tied in a ponytail. His complexion was like a nice suntan and hard body was evidence of the fact that he worked out every day. His shoulders and chest were developed and tapered down to a lean stomach. He has small hips and muscular, nicely developed thighs. He looked more athletic than most body builders.

Susan told me she and Randy had sex many times and it was fantastic. In fact, she said his cock was the largest she had ever seen and she had been with lots of men She also shared with me that most of the men she had fucked were better built than her miserable little husband.

Some of Susan's stories were so descriptive, during the telling I would become dry-mouthed, yet hot and moist between my legs. I did not want to be approached by one the studs and would have rebuffed their advances. Yet, I desired to be wanted. Little did I know quite a few of the guys in the office fantasized about being with me and were close to making their play.

I enjoyed Susan's tales during which I forgot about my problems at home. I looked forward to the tales of her exploits and bits of sexy gossip. But when Randy came in the office and talked to me I became defensive and nervous, especially when he looked me over and smiled. I did not want to get involved with him or anyone else. I was satisfied to fantasize about him and others.

On day Randy was behind me when a power failure occurred and the office blacked out. Moments later I felt two strong hands from behind me slowly feeling their way up to my breasts. I knew it must be Randy, I whispered to him to remove his hands but he didn’t, I repeated the demand, but he continued moving his hands up and squeezed my breasts.

I brought my arms up and forward and gave a mighty elbow blow to his ribs; I can still hear the air rush out of his lungs and his legs slightly buckled. If it not been for the great shape he was in I could have broke a rib or two.

Did he keep his distance after this? Hell no! In fact when we passed each other he would smile and give me a wink. I could tell what happened only increased his desire for me. I noticed him lusting when he looked at my legs. What he wanted was to satisfy his long time craving for me. In my fantasies Randy would manhandle me and I would let him take me and do anything he desired.

Another stud in the office hot for my pussy, was Larry, an engineer. Two or three times Larry and I would find ourselves away from the others and he told me “I can really take care of you.” Or he would say things like “Why don’t we go to my house for lunch?” I would laugh and walk away.

The last time he got real suggestive I told him “If I'm ever ready for you, I'll let you know, but don’t hold your breath.” To myself I wondered what lunch with Larry would be like? I knew he could satisfy my sexual appetite. I must admit I was attracted to him and many of my sexual fantasies involved him.

At home things went from bad to worse. I don’t know how my husband and I put up with it, I guess his company trips and hiking helped him, but I needed some sort of help myself.

My sex education was limited to what my husband told me in the early months of our marriage. On one of our rare sexy evenings together I brought up the subject of penis sizes, since I was curious as to what Susan was talking about. I asked Lloyd what his measurements were. He thought it would be fun for me to measure his penis. We measured his penis with a wooden ruler. He said for comparison, the length of the penis should be measured topside from the pubic bone with the male standing up. Lloyd measured seven and one half inches long. I believe he said it made the effective length a strong six inches. With a cloth tape we measured the circumference at the midpoint of length at five and three quarters inches. Using his calculator it came out to be about 1.8 inches in diameter and my husband boasted that his was way above average.

I remember spending hours wishing Lloyd would go down on me and give me a good tongue thrashing. I would have gladly settled for only having my pussy eaten or anything else erotic. It never happened. While his penis was more than ample to satisfy me, that didn't happen, either. In the early years of our marriage I remember our sex to be good, but not outstanding. I did not know there was an outstanding, much less feeling something wonderful.

At work I would see Larry and Randy every day and the sight of either one would them put my system in turmoil. I started wearing a Kotex pad so I would not wet my dress with my lubrication; my desire was increasing for either of them.

I knew something must happen to satisfy me, the talk of sex with Susan used to satisfy me and it kept my mind off of my family problems. Now with an unsatisfactory sex life, plus my husband’s absence about half the time I needed to make a decision as what to do or there would be a divorce. I came to the decision that outside sex with someone well versed in the art might do it for me.

After many hours of soul searching and sleepless nights I made the decision to have an affair. But with whom?. Most important I needed the courage not to lose my resolve.

It would be either Randy or Larry. I mentally made comparisons. Larry, I believed, could do a good job, but talked too much and would surely broadcast my name. I liked him and knew he really desired me. What attracted me to Larry was the bad boy in him. When he hit on me, I found it exciting, but I could never let him know.

Randy would also be excellent. He enjoyed a responsible position and would not likely brag about me as a conquest. I knew he also wanted me and I believed he would love to manhandle me after what happened during the blackout. But Randy didn't smoke and I knew I would not be able to smoke while with him. On the other hand, I was attracted to his physique; he was one hunk of man. The way Susan spoke of him I knew he would be fantastic in bed.

OK, I made my decision, Randy it would be; it was Randy with whom I would live out my fantasies.

Susan and the manager I worked for would be on vacation next week. I would be working directly with Randy. Of course, it helped that Lloyd would be out of town all of next week. I decided to act. The weekend gave me time to work out a plan.

Monday I came to work in a light, medium length dress; medium high heels accented my shapely legs. I finished a few of Randy's rush jobs and phoned him asking if it wanted me to bring them to his office. He quickly said "Yes" and I could mentally see the smile on his warrior-like face.

The way to his office was through the machine shop. When a girl walked down the aisle between the machines, most of the machine operators would keep their heads down and make all sorts of jungle noises. Some of the women complained to management and were told it was sort of a company tradition and it was good for the machinist morale. Their jobs prevented them from association with the women. The prevailing philosophy was the women should consider it as a complement and not harassment. This was before the days of sexual harassment lawsuits.

My trip through was extra loud, as I really looked hot all dolled up. Entering Randy's office, he asked me to close the door, as the work was confidential and please be seated. Gosh, I was scared. I knew what I was about to do would affect the rest of my life.

I moved my chair slightly back from his desk in order for him get a good view of my legs. Instead of having the calves of my legs vertical, as I normally would have done, I extended then out at an angle and crossed them like I was modeling hosiery. My long heels gave the illusion of longer legs. In addition I adjusted my dress so my knees showed, my long thighs complemented the showing. I was signaling my invitation.

Randy’s showed his arousal. My high-heeled white shoes, the nylons, the position of my legs, and my dress pulled up past my knees made a noticeable impact on him. He was getting hot. I brought my moist tongue out through slightly parted full, luscious lips. At the same time I was licking my lips, I re-crossed my legs causing a slight movement of cool air between my inner thighs. I could see he was getting the message. The next move was his.

He stood and approached me. I believe he wanted me to spread my legs and put his obedient tongue to work. I did not do the spread, so he came over to the chair and put his hands under my arms lifting me up and off the chair with no more effort than lifting a pillow. Now standing, I let him kiss me with a long kiss. I almost melted. I cut the kiss short, as I knew I must control this situation. If I didn’t exercise some sort of caution, I would soon find myself naked and being fucked on his office couch. While I wanted him to take me…this wasn't where or how I wanted it to happen.

Randy placed one of his muscular arms behind my butt, and the other behind my back getting ready to carry me. I knew what he was about to do, because Susan told me about him carrying her to the couch in his office; and about the fucking that followed.

I positioned my hands in the “T” position, giving the football time out signal, as I did not want to be subdued now by his sweet talk and my desire for him. I started talking, saying what I rehearsed many times over the weekend. “You obviously know I have wanted you. You are everything a woman could desire and I believe you want me.” My courage and self-confidence was beginning to return. Without stopping to think, I continued. “First of all, this is not going to happen in your office. This has to be my way or not at all.” I couldn’t believe it was me talking. “If we are going to do this thing, it has to be this week. I didn’t go into the many reasons why “this week” was so important. A man with a hard cock doesn’t like to listen to a lot of needless verbiage.

My conditions were few and reasonable. I wanted a first-class hotel. He was to arrive early in the morning, and once the room was rented, he was to call me at home and give me the room number. We would stay the morning. If things went well, we might spend the whole day together in bed. “Making love.”

I told him this would be my first affair and I never been with anyone other than my husband. If I was going to do this, if I was going to be unfaithful to my husband, I wanted only the best, and I wanted nothing left to chance.

When I finished speaking, I realized he was not given an opportunity to inject a word into my monologue. I was not used to speaking to anyone with such authority, let alone my boss. I was as surprised by not only what I said, but in the way I said it.

“Yes Ma’am”, was his only reply. I was no long fearful of what I was doing. He looked at me with gleaming, dark eyes and again said “Yes Ma’am

Randy again approached me and said “How about a kiss to seal our deal.” I broke away, winked at him and left his office. I could tell he was elated. My walk back was like walking on a cloud, and my thoughts drowned out the catcalls from the machinist.

After lunch Randy called my office and said he’d made the arrangements for tomorrow. The hotel was about ten miles away and out of our normal plant traffic routes. He would call me in the morning with the room number.

The good news was I did not have to face my husband that night. I shaved my legs and lightly trimmed my pubic area. Later I took a sleeping pill to help me settle down. My last thought was I suspected Lloyd was having an affair with a gal from one of the plants he visited. I had no reason to believe it was true. I liked the idea; it gave me justification for what I was about to do.

The next morning I wore a dress without slip or panties, and found a rarely used uplift bra. Since I did not want to wear panty hose or panties. I put on full-length hosiery held up with a garter belt. I rarely dressed like this, only a few times for Lloyd, and never in public. Looking in the mirror I liked what I saw. In a travel bag I put the items I might need including a change of clothes. I waited for the call. When it came, a male voice said, “Elizabeth. Room 515.” I was on my way to the adventure of my life.

I arrived at the hotel and parked near a side entrance. A few minutes later I was standing outside room 515. Randy opened the door and said, “Good Morning, Little Darling” I almost melted. He noticed my travel bag and quickly took it out of my hand.

The room was decorated in a New Mexico theme. Much nicer than I expected, it was definitely first class. He asked if I was nervous and I said very much. He laughed and said let’s have a light kiss to break the ice. I didn’t say anything. He kissed me like I’d never been kissed before, his huge arms completely enveloping my body.. His lips continued kissing and licking down to my cleavage. The kiss seemed to last for an hour, maybe two.

I walked over to the ice bucket on the desk and leaned forward a bit to put some ice in a glass. I needed a cool drink of water to bring my fever down. Once again I felt his hands at my back and on my bra. This time I did not object, but rather let out a low moan of pleasure. He moved his hands and started to unbutton my dress, and when he finished he effortlessly lifted me off the floor. While he held me, trapped and helpless, he almost smothered me with kisses winding up at my ear where he stuck his tongue in and lightly blew. The hot drafts in my ear made me come unglued and I screeched and struggled violently. He stopped and lowered me to the ground; we both had our first good laugh, which helped relax me.

The only thing holding my dress to my body was the side zipper. Randy slowly lowered the fastener, and the dress seemed to float off my body and drift to the floor. I don’t remember his actually doing it, but somehow my bra was gone as well. I stood there in my heels with only the thin garter strap adorning my lower tummy, and my hose; my lightly haired vagina now totally exposed. I was already wet! I noticed my reflection in the full-length mirror a few feet away. It confirmed what I knew. I looked hot! I looked hot, because I felt hot. I felt sexual in a way I’d never known with my husband. I was standing in the middle of this man’s hotel room, stripped down like a cheap whore, and about to fuck a man I had only yesterday kissed for the first time. For the first time in my life I was fully undressed in front of a man other than my husband.

Randy never took his eyes off me. He quickly undressed, but left his white jockey shorts on. My eyes were drawn to the large bulge between his legs. My nipples hardened and jutted from my breasts. I wanted him more than I’d ever wanted a man. In my lust, I was finally free. I wanted him to touch me, to kiss me…to suckle on my increasingly hard nips, and most of all, I wanted him to take me.

He started to remove by garter belt, but I stopped him! “Let’s see what you have; your cock is the topic of conversation with a lot of the women at work. Show me what all the talk is about.”

He slowly lowered his shorts, I knew he was teasing me. I was frozen in time, like a baby doe caught in the sudden headlights of an approaching car. The white fabric of his briefs gave way to the tan skin of his lower belly, and as more white disappeared, more skin took its place. Soon I was confronted by a his thick exposed shaft. I wanted to say, his penis was exposed. No, Lloyd had a penis. This was a cock! His underwear kept coming down, and still, I hadn’t yet seen the head of this monster cock. More and more was uncovered, and the more he uncovered, the more there seemed to be still concealed inside his briefs. Finally, with a quick tug, a Rasputin size cock sprang up. The head, the size of a large plum, was covered with his clear sticky lubricant.

I was expecting to see a penis larger than my husband’s, but not one this much larger! I said to him, with a lump in my throat, “I don’t know if I take it. It’s too long…too thick!” I stalled for time; really nervous and scarred. In all my planning, in all my fantasies, I had never considered that Randy’s cock would be…could be…this huge!

Finding my voice, I asked him how big it was? What a dumb thing to say. I was becoming childlike and I was looking for direction. He said he did not know. Obviously he knew, as it must have been measured many a time. I asked him if I could measure it; I wanted an excuse to touch it. He said, “Be my guest” I got the wooden ruler and tape from my things. I measured ten inches. “Wow.”

I then took the cloth tape, measured the circumference and measured a strong seven and a half inches. I tried to do a mental calculation as to what diameter it, was, but could not think clearly enough to even do an estimate. I knew it was larger than I wanted it to be. Susan used the word “fat” to describe Randy’s cock. It didn’t feel fat; it felt very hard and firm.

I was becoming concerned about his length and the very large diameter. Clearly, I wanted to be taken…to be fucked like a whore, but I did not want to be hurt. Randy sensed my fears and said, “Not to worry. I have other ways to satisfy both of us.” This was not the first time he was with a nervous woman whose husband was averaged sized. He assured me these “other” ways didn’t include inserting him monster cock into what I now came to think of as my “little vagina.”