I moved on a little and then noticed a hot lady who was sitting half way up resting on her elbows with her legs straight and facing the ocean. She wore a wide brimmed summer hat, large sun glasses and nothing else to cover her bronzed skin. I had to move closer to get a proper look at her! She must have been around 40 years of age. She was fairly slim with broad hips and medium sized breasts that were slightly hanging, but still attractive. Her hair was dark and curly, both on her head and above her pussy which was otherwise shaven. Through her slight spreading of legs I noticed her wonderful slit where you could make out parts of the inner pussy lips. I was trying not to stare, but uncertain if I was able to. I placed my towel slightly in front of her so that I would have a good view when I lay tanning on my stomach. Once I was in place I pretended to read a magazine, but my eyes were fixed on her and especially when she rubbed her skin with sun screen so her entire body was. "Sure Hon, have a good time." My stomach was full of butterflies.Catching my voice when it cracked, she winked at me, puckered me a light 'air kiss' and turned back to Phil smiling, and with a light-footed scamper, totted off to the door. I finished my workout thinking of nothing but them being out together.I looked over and saw Tonya, her new girl friend, on the cycle across the room. When she saw me watching the two of them leave the gym she looked at me and smiled. It looked like 'a happy smile for Karin', as though she was proud of her.All night long, it was all I could think about. I was tortured. I couldn't help wondering and fantasizing about what they might be doing. I wanted her home, but at the same time loved the excitement of it. It's crazy, I know. I don't know what it is about some of us guys that this turns us on. I don't understand it myself. I fantasized all night about her kissing him, and her legs opening to his exploring hands.She came home in a couple of hours.
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