By reputation

I quickly learned that older women do talk especially when it comes to having an affair with their nineteen year old personal trainer. It was the beginning of August now. Claire and I were still having amazing sex once a week. She had been talking to a few of her girlfriends and I now was training them. I wasn't aware how much she had said about us but I was now up to training ten clients. Some were every other day and six were every day. My boss took notice and I was given a new title at work, personal trainer, and nice bump up in pay. I had to make a decision if I was going back to college or keep doing what I was doing.

One of Claire's friends was Susan. She was this 5'10" curly dark haired, tan, beautiful brown eyes that were unusually big, with a very cute smile. Physically, she had large flabby arms, a nice chest area, very big in the midsection, massive thighs, a even bigger round buttocks, with large very strong calves...which were very sexy to me. She was very nervous when we first met. Susan laughed at everything I ssid and she sweated profusely. Susan was married, she was thirty-nine years old, and worked in finance for a real estate firm. She had no kids just three dogs, which were like her kids.

I discovered that Susan's cardio health was very poor. She started wheezing on one of the lowest settings on the treadmill with no incline. Her face got flush and her whole body broke into a huge sweat. Her dark hair got curlier and even with her pinkish hue to her face she looked sexy to me. We had to stop the treadmill because she was having such a hard time talking to me. Susan was visibly upset but I told her this was just the beginning and in a few short weeks she would make amazing strides. She smiled and mentioned that Claire had said I was very supportive and a great at encouragement. One thing Susan did have was surprising strength. We started with light weights just to guage how strong she was and she asked to go heavier. I enjoyed her showing off what she could do but I was able to find a weight in the middle to focus more on form. We talked diet and Susan confided she wasn't the healthiest eater. We talked portion control and instead of having snacks throughout the day maybe trying to do smaller meals instead. We talked fitness goals and where she would like to be in two weeks. I liked to set goals for every two weeks and make a big deal when when my clients showed improvements.

Susan came back the next day and instead of warming up, I talked her into taking a walk with me. We did have an indoor track but there was a great walking trail through a wooded area and circles back to the fitness center. She was a bit apprehensive because it was so hot and humid but I told her we both could used a good sweat. In fact, I sweated easily too. We walked and got to talking about Susan. She had been married for fifteen years. Been with the same real estate firm since graduating college and was the manager. I was curious why she wanted to workout. Susan was very candid stating she saw a very dramatic change in her friend Claire. Claire not only changed physically but she was much more confident and seemed to have loads more energy. She looked at me and smiled. We had only gone maybe half a mile and she was very flush and dripping sweat. I kind of got the way she looked at me as if to ask if there was anything else I wanted to add about Claire. I told her how proud I was of Claire and all the hard work she put into her diet and working out. Susan's voice got quiet and she whispered, "I know about your personal workouts." she laughed covering her mouth. I kept walking trying not to act stunned and played dumb.

"What workout do you mean?" I looked questioningly at Susan.

She looked at me confused as to why I had not opening admitted to having an affair with Claire. Susan stumbled, "She said...." and paused, "The two of you...you know." I enjoyed seeing this older cute woman struggling to actually get to the point. "Claire said you liked older married women???"

I couldn't hold back smiling and told Susan I knew what she meant. I was just having a bit of fun. Susan gave me an exasperated smile and we laughed. I picked up on Claire had divulged details of us having an affair and got the impression that Susan wasn't with me just to be her personal trainer. Susan was very sweet and we talked about Claire a little bit more than she shifted to talk about her loveless marriage.

I was saddened to hear her husband had not been with her for over three years. Susan confessed she had gained a lot of weight since they had gotten married. They didn't talk and she believed he was cheating on her for some time. Susan said he would leave. Sometimes in the evening and say he was going to a friend's house to watch a movie or have a beer. She had called the friend but they didn't have a clue where her husband was. She started to cry. We stopped walking and I gave her hug. Susan embrassed me back. I didn't say a word and let her just cry. She sobbed uncontrollably and sputtered out she wasn't sure she even loved him any more. I let her vent it all out. It made me so sad when she blurted out how disgusting she looked. I stopped her there and told her she was perfect and how I admired her for being so venerable with me. I told her she had taken the hardest step by starting to workout and I wouldn't let her quit. Susan wiped her face and nose into her large soaked T-shirt. She gave me a weak reassuring smile and told me I was very sweet.

I probably shouldn't have but in that moment of not quite sure what to say... I kissed her! I think it surprised Susan. Her big eyes got even bigger. She instinctively pushed me away and asked why I did that. Feeling ashamed, I told her I didn't know what else to say or do. We both stood there a few feet apart. Susan began to pace in a circle. She put her hands on her hips as she walked faster. I liked her pace and suggested we continue walking. We both walked in silence with only Susan heavy breathing.

We made the three mile walk and went inside the fitness center. We hydrated and we were supposed to continue working out but Susan said she needed to go. I didn't try to stop her. She gave me a quick smile and I told her to have a nice day. My day went on as normal but I kept replaying our kiss back on my head. The kiss was brief and for a moment, I thought she actually kissed me back a little. It felt great to me but I guess I had misinterpreted the signals.

The next day Susan didn't show up nor did she call ahead to let me know. I got the impression that I had seriously screwed up. It wasn't until I worked out with Claire that I got s much clearer picture. Claire had talked to Susan and she told her that I had kissed her. Claire wasn't mad at me for kissing her friend Susan. In fact she was very happy! Susan had talked with much excitement that she loved the kiss but it happened so unexpectedly that she freaked out and felt badly how she left me. Claire and I spent most of the workout talking about Susan. I wasn't a very good trainer for that session. I asked Claire what I should do next being unsure how to navigate forward with Susan. Claire asked me what I thought of Susan. I told her she was cute and very sweet. She asked me what I really thought of her, hinting would I be interested in Susan sexually. She made me blush and I said of course!

Claire came to my apartment that night. Our love making was amazing. We each went hard and heavy on oral. Claire loved to sit on my face and she did an amazing job deep throating me. I enjoyed the slurry sounds she made on me. I made sweet slow sex with Claire as I rode between her firm big thighs drilling my cock deeply into her. I found us talking about Susan extremely erotic. Claire teased me if I would do the same things to her friend as I was now doing to her. I told Claire she would always be special to me. Claire laughed and told me I was a good bull shitter. She knew I needed more sex than she could give me. I knew that Claire enjoyed me right now but it wouldn't last with what she said about her husband starting to notice her more.

Susan came back the next day. It was very awkward for the both of us. She was quiet on our walk and I tried to keep it professional by not talking about the kiss. Susan had a good workout and impressed me on her focus. We continued like that for two more weeks. Susan was scared when she got on the scale for our weekly check in. She lost seven pounds! I made a huge deal, congratulating her and celebrated her success. Susan was equally excited and gave me a hug. I wanted to kiss her but refrained. She looked at me with her big beautiful brown eyes. They twinkled and I saw a spark in them. We separated and Susan did the treadmill. She was able to talk easier and I celebrated that too. Her workout went very well! Afterwards Susan thanked me and then whispered that she too enjoyed the kiss. She winked and I saw a fun personality coming out of her.

I opted to take the fall term off from college. I was taking a personal training certification course now and working a lot at the fitness center. Claire and I were seeing each other once every two weeks. I was losing her but was very happy that I could still make her happy. Susan was becoming one of the best success stories! Her cardio was greatly improved, her strength greatly improved especially in her quads and hamstrings. She started wearing tighter fitting attire with a T-shirt. Her attitude and energy levels increased too. We hadn't kissed since that one time on a walk but there was something happening between us. Susan wasn't as flrity but she did sometime put her hand on me and smile. She especially liked patting me on my ass which I would do to her in kind. Susan always jumped sometimes yelping in a high pitched tone. She didn't seem to mind he touching her to spot or show improvements to her form.

Things between Susan and I moved at a very slow pace. With only getting with Claire once or twice every two weeks. I had started seeing a girl, Mandy, who worked at the front desk. She was very attractive, bubbly, and fun. We had only gone out a few times as friends. She was a very good kisser! But nothing had gone further than some heavy petting with clothes on. Mandy was eighteen, she was short 5'3" nice tan, had big blonde hair, she was chubby in all the good ways. Nice round butt, thick legs, flat stomach, and more than a handful for each breasts. She was firm in all the areas she had let me touch so far.

Susan had noticed the way Mandy and I talked and reacted to each other. It was a cooler October day when Susan asked if we could walk instead of doing the treadmill. I was always adaptive to my clients needs so I welcomed the suggestion. We had gone far enough away from the fitness center and the path was clear for that early morning around 6:45 am. Susan stopped me. She wasn't breathing heavy from our quick pace. She seemed calm as she looked at me stating cooly, "I would like to try that kiss again." I didn't have time to respond. She walked up to me wrapped her less flabby arms around me and we kissed. It took me a moment to really get into it. I looked at her and saw her big beautiful brown eyes widen then close as we passionately kissed. It aroused me something fierce! Our bodies pressed hard into each other. My hands going for her meaty strong ass. Her hands also moved down to grope my ass firmly. Let's just say it was simply amazing! It didn't seemed forced, it just felt good. When we did stop I felt light headed and euphoric. Susan looked flushed but her stare was exotic and sexy. "Well, that was certainly much better." she smiled at me so cute. I agreed and suggested me keep moving as there were two runners coming up on us. I wasn't sure if they saw us kissing or not. When they passed they didn't seem to give us ant weird looks. Susan and I smiled. She took my hand and we walked slower.

I had been training Susan for over three months. She had lost an astounding, 31 pounds!! She her arms were still a little flabby, she had some muscle tone and her arms were looking leaner. Her lower body was much stronger. Her thighs were smaller and didn't rub against each other as much. Her whole legs and butt were much firmer. Susan looked amazing! She had changed her diet, still cheating on it occasionally as to not totally deprive her. As we walked I talked about all the great successes she was having. Susan glowed as I gave her praise and encouragement. Feeling emboldened, Susan asked me if I would like to watch a movie with her. I enthusiastically said of course! I asked if there was anything in particular she wanted to see. Susan didn't want to go see a movie, she wanted to rent one and watch it at my place. I asked her what kinds of movies she liked. Susan said just surprise her. I got aroused knowing what was going to happen. I told Susan my address and we agreed to meet at 6pm at my apartment. Susan showed up at 6:15pm wearing tight fitted jeans, a brown jacket with a pink low cut top. My eyes went directly to her huge breasts and how nicely they looked pushed together. Susan had straightened her curly dark hair and it looked so nice! She smiled nervously as she walked into my living room. She took off her jacket and revealed the tiny straps on her pink top. Her tan shoulders looked sexy. Susan sat down as I asked if she wanted something to drink. Susan didn't want anything and patted the space next to her on the couch. Her chest heaving as she took in a long breath. I quickly told Susan I had picked out a romantic comedy movie for us to watch. We didn't need it.

Susan moved over onto me. Her weight made me fall over as we began to kiss. She used the perfect amount of tongue and we kissed passionately. I moved my hand onto one of her large breasts. Susan jerked suddenly from the unsuspected groping of her chest. I was able to right myself and moved over Susan on the couch. It was getting hot and heavy but my couch wasn't comfortable for us. I stood up and helped Susan up we kissed some more. I pulled her walking backwards into my bedroom. I had hoped this would happen and changed bedsheets. We stood at the side of my bed. I began to unzip Susan's jeans. They flew open showing the pink panties she was wearing. Susan helped me out of shirt then slid her hands into my pants. Her fingernails touched my cock. I flinched hard from her accidentally scratching me. I didn't stop kissing her as she tried to apologize from the corner of her mouth. I assisted in unzipping myself carefully since I wasn't wearing underwear. Susan felt my bare cock and had to look down. She commented on how prepared I was. We turned around as I clumsily stepped out of my jeans and socks. I had to yank extremely hard to get Susan's jeans off her hips and thighs. She fell back on the bed laughing nervously. Susan told me it was a new smaller size pair she had just gotten. Then telling me she wore them bescuse they made her ass look good. From what I was seeing, she looked good all over. Once the jeans were removed. I moved up to Susan and kissed her neck. She warned me if I didn't stop she might lose control. I sucked on her neck even harder. Her top came off showcasing the most spectacular pair of tits I had ever seen! They were like huge watermelons each, firm, rounded, amazing nipples that were fully erect with sexy tanlines. Her pale tits were very heavy. I almost commented on that was why her back was so strong but didn't. Susan covered her chest as she say me salivating while locked in on them. I apologized for looking but exclaimed excitedly that they were the best I hear ever seen. Susan beamed as she moved her hands away to gently touch my chiseled chest and abdomen. I groped and sucked on her breasts each equally. I started to kiss downward on her belly. My stubble face tickled her and she jerked and twisted while laughing. I found her gentle laughing sexy and inviting. I began to pull her pink panties down her thighs. She had sexy tanlines down there too. I commented on how sexy the bikini must of been while tanning. I looked up as Susan smiled unsure what to do with her hands. I continued south on her. I had pealed away the last remnant of Susan's clothing off her. We were both fully naked enjoying each others bodies. Susan exhaled loudly as shed open her neatly trimmed pussy to me. Susan interjected that Claire had told her how good I was orally. I smiled then put my face into her. It smelled but it was Susan's and I enjoyed sticking my tongue into her. Susan made the cutest sounds as her hands went to my head then backed away. I vibrated my lips into her and her strong thick thighs quaked almost giving me whiplash. Susan told me it felt unreal. In my mind, I hadn't even got started on her. I liked how excited she was. Her clit was perfect, the shape contuers. Her pussy was vibrant pink like her top as I opened her up and licked gently. She was moist and warm. She tasted quite good. I looked up at Susan telling her so. Her big beautiful brown eyes gleamed as she smiled then covering her face with a hand. She was so cute! I probed s finger deep into her. She was very tight as my finger probed her. I pulled it out and licked it off. Susan's whole body shivered and I went back in. I moved my tongue around and used my fingers to rub, probe, and pinch. Susan seemed to enjoy everything I did. She moaned in a soft seductive way, she yelped, and jerked with a few twists. I had been working her over with my face down between her legs for sometime. I pulled up with my lower face covered in her secretions. I asked if there was more I could do to help get her to climax. Susan was speechless. She shook head thanking me infatically saying everything was perfect. I didn't want to keep pressing so I continued until my tongue was feeling strained. I moved back up her wonder body kissing and sucking Susan. She excitedly pulled me up to her and kissed me. I liked how she didn't mind her juicy scent was on my mouth as she kissed me with great enthusiasm. My cock was one aligning up. Susan stopped kissing to ask if we should use protection. She confessed quickly that she had been off the pill for years since she wasn't having sex. I told her as coolly as I could I preferred no condoms because I wanted to feel her. I could pull out before cumming. Susan looked me she smiled then said ok very nervously. I saw trepidation in her eyes. I stopped my advance and said if she didn't feel comfortable, I could put one on. Susan eyes watered as she nodded that would be best. I reached over and got one out my nightstand drawer. I asked Susan if she wouldn't mind. Susan took the package and opened it. I moved off to her side. She got the condom out and for the first time really tool in the scope of my cock. Her eyes grew large and she commented how huge my cock looked. I imagined how good my cock would look and feel between her giant breasts. She touched my cock tentatively. Her hand felt so good around my seven and half extra thick cut cock with a mushroom shaped tip. She fumbled around trying to get the condom to fit over my tip. It took several time as I waited anxiously. She managed to get it on and began to slip in down. The condom was very restrictive feeling and tight. Susan was able to get in on well enough. I moved on top of Susan. I let her guide me in since she hadn't had sex in some time. I wanted to go at her pace. She guided into port. I sunk myself into her slowly. Susan let out this long soft sound as I passed into her. She felt tight but I longed to actually feel her. With the condom on, I easily passed into Susan. She held onto me firmly. Susan even swore how good it felt which made me feel better about the condom. Her breathing got shallow as I slowly pumped in and out of her curvy wonderful body. Her hands on my hips with her fingers gripping into my tight ass. I propped myself up to watch me go into her and to look at the most awesome pair of juggs I had ever seen. I was in heavy lust for Susan's chest. I looked and saw she had been staring at me. Her eyes watering as if to say thank you for this. I smiled back and kissed her softly. Her hands came up on both sides and she kissed me very softly. It wasn't a long kiss. Susan started crying as her voice was shaky. She kept saying, "Thank you! Thank you!" as I kept pumping slowly into her. Our flesh was pressed together and she raised her legs and wrapped them around me. She pulled me into her and held me tight. I wrapped my arm around her and squeezed. We both stopped moving and just held each other.

Then Susan let out something I wasn't quite sure she expected to say, "I love....." she looked away embarssed and didn't finish what she was going to say. I understood from her sharing her story and that what was happening for her right now ....she honestly didn't expect to feel this way again. I told her she was desirable and I wanted to please her in every way. All Susan had to do was ask. Susan kissed me on the cheek and then asked if we could stop. Her thick thighs released as she kind of pushed me off of her. My cock slipped out. Susan retreated by pulling the covers over her beautiful naked body.

I was confused and began to second thought the words I had just said. I sat up and faced away from her thinking we were probably done and took the condom off. I threw it in a trash can and bent over to pick up the wrapper. Susan touched my back gently. It felt soothing. She asked if I was upset. I wasn't upset just confused. I probably didn't hide my disappointment well enough. She apologized and I turned to Susan stating she had nothing to apologize for. I truly enjoyed being with her and if she wasn't comfortable with what had haopened. I wasn't going to force her to do anything. Her hand went to my thigh her thumb brushing up against my cock staying upward and erect. To get off the depressing turn of events, Susan asked why I didn't ask or make her do oral on me. I was honest and excited when I told Susan I actually get turned on by satisfying her. She then started playing with me which made me weak. I smirked at her and warned her if she continued to do that we might get into trouble.

Susan laughed and continued. I appreciated it. She sat up and I turned to her. She had one hand on my shaft gently stroking me and she slid the other under my ball sack. Susan massaged my ball sack and rubbed me. I moaned and closed my eyes in satisfaction. I still wasn't sure why we had stopped having sex but I wasn't going to say anything about it while she defiled me. I leaned over to Susan and kissed her while she jerked me off. I looked into her eyes. She looked at me. I wondered what she was actually thinking. So I asked.

Susan smiled still caressing my balls and cock with both her hands. "I can't believe I am in bed with a nineteen year old. I am old enough to be your mom!"

I responded with, "I can't believe I am with such a perfect and sexy woman. And she is about to make me cum!" I was incredibly close. Susan was running a fingernail under my sack just right. My balls quivered and her grip that wasn't very tight was hitting me under my tip making my cock throb. Susan didn't say anything and just kept going. I now was trying to hold it back for sensation was incredible! I know she saw me struggling as I shifted nervously. Then with a short loud moan, I exploded upwards and out. My whole body quivered and jerked hard with every load. My cum shot high up in the air! Cum hit the wall over Susan's head, some landed in her straight and messed up hair, some hit her face. She opened her mouth shocked by how much she was extracting from me. I cummed with such a force. She didn't stop running her fingernail under my scrotum forcing me to push out even more. With my last shot, Susan leaned in with her mouth open. I shot it into her mouth and onto her chin and nose. Some had gotten into her eyes so she was temporarily blinded. I fell over her and used and arm against the wall to stop from falling over. Susan stopped touching me and I shook all over from her gentle touch being taken away. She wiped her eyes out and made a loud swallowing sound as she gulped my cum down. Still blinking from the cum that stung her eyes, she smiled at me. I leaned down and kissed her with some cum from her upper and lower lips getting into my mouth. I tasted it as shed pushed it down with her tongue.

Something happened. I pushed the covers down off of Susan's big beautiful body and she didn't stop me as I slid down beside her. She rubbed her eyes as best to clear them, then she reached down and continued to play with me. I wanted to grope her tits but thought better and moved my hand down between her legs. She squeezed my hand with her thighs as rubbed above her pussy. Susan's legs moved and she gave a sexy moan. We just masturbated each other while we kissed softly. It wasn't how I thought the night would go but it was perfect!

We cleaned up as best we could. Susan didn't get in the shower with me. She used a wash cloth as showered with the curtain opened. I drove us to grab some food to eat. We returned and ate while watching the movie I had rented. Afterwards we made out, got in some heavy petting and she left. Susan lingered as we kissed holding each other. I begged her to stay the night but she had to go home to her husband. I asked what her excuse was for being out late. Susan had a good one, "I will tell him I was out with Claire. He hates her!" we laughed and kissed one more time.

I went to sleep with strong feelings and sexual thoughts of Susan.