Mark, Jim, and Kathleen (Kat), all had attended high school together. Mark and Kat had dated in school and then married two years after graduation. Jim had always had a crush on Kat. And now over the past ten years he had found himself wanting her. Wanting to have her in the way that Mark was able too. What neither Mark or Jim knew though, was the fact that Kat secretly wanted to have Jim that way too.

Mark, 30, was tall, almost 6 foot, and very slim, weighing only 130 lbs. He had shoulder length brown-black hair and green eyes. He had been a basket ball player in high school.

Jim, also 30, was the opposite of his best friend Mark. He was a few inches short at a height of 5' 10". He was also heavier set, weighing 160 lbs. His hair too was shoulder length, but was sandy blonde and blue eyes. In high school he had been the captain of the football team.

And then there was the former high school cheerleadering captain and Prom Queen, Kat. She was 28, 5' 7", long brown hair that hung down to her nice round ass. She wieghed, at most, 120 lbs. soaking wet. Her blue eyes sparkled and don't forget those nice perky 32D breasts of hers.

You can see why Mark and Jim were both attracted to her. Jim had always been a little shy. Mark on the other was very outgoing and was always the life of the party. It was no wonder that Mark had asked Kat out before Jim even had the chance.

They now all lived in the same town and it wasn't unusually see Jim's truck parked at their house for days as a time. He had a key to come and go as he pleased because he spent just as much time, if not more, at Mark and Kat's house than he did his own. They infact had tried several times to get him to move in with them but, Jim always said no. When Mark was gone on long business trips, it was all Jim could do to be alone in the house with Kat. Like I said before, Jim wanted her. Wanted her in the way only Mark could have her.

At breakfast one morning Mark announced that he had to go on a two week long business trip. His company was wanting to buy a smaller company and was sending Mark and another guy to see if it would be profitable. He would have to leave Saturday morning on a 4:00 am flight.

For Mark and Kat the days past quickly, but to Jim, they seemed to be eternal. Jim had finally decided to let Kat know just how he felt. It might ruin the friendship he had with Mark and Kat but, he just had to let her know.

Mark didn't wake Kat when he left Saturday morning. Not having anything planned for that day she slept late. At 9:00 am, Kat woke and got a shower. Drying off and putting on her silky bathrobe, which by the way barely covered her naked ass and shaved pussy, she headed downstairs to the kitchen. It was not surprising to her to hear the TV on.

"Hello Jim," Kat called into the living room.

"Hello yourself," came the response from Jim.

Kat walked on into the kitchen. Opening the fridge and bending over to get the juice she could feel Jim's hand on her ass.

Rising quickly, she half confused half laughingly declared, "Jim! What are you doing?"

"What does it feel like I'm doing," he asked back.

"I know what it feels like your doing. But, what are you doing?"

"I've decided to let you know exactly how I've felt for you since high school."

Leaning down and pulling her close to him, Jim kissed Kat passionately. He was surprised when she pulled him closer to her and kissed him back. Jim placed both hands on her ass and began rubbing the silky robe on it.

As Jim kissed down Kat's neck she whispered in his ear: "Take me, Jim."

Without hesitation, Jim swooped Kat up into his arms and carried her to the couch. There he removed his shirt. Kat unzipped his pants, exposing Jim's 9" rock hard cock. He had to be at least an inch and a half around.

"Damn, Jim," Kat said. "Your bigger than Mark."

Smiling, Jim watched as Kat began to suck his dick. Getting it nice and wet he said, "I've waited 15 years to have you. I need to feel myself inside you now!"

Kat removed her robe and laid back on the couch. She rubbed her clit to make sure that she was plenty wet for him. Jim positioned himself so that he could now fuck the woman of his dreams. He watched her close her eyes as he entered her.

Whispering he said, "I'm not your husband Mark. I'm your lover Jim. Don't picture Mark as the one in you. Open your eyes and look at me."

Kat opened her eyes and looked into Jim's blue eyes.

"Fuck me Jim. Fuck me, please. I've too have been wanting this. Now fuck me. We can take it slow later. Fuck me and cum in me."

Jim began to pound his dick fast and hard into Kat's pussy. Kat was fucking him back.

"MMMMMM Yeah Kat. Oh, Yeah. That's it baby, fuck me back."

After a few minutes of intense fucking Jim came in his best friends wife. This was only the first of several times they were together while Mark was away for those two weeks.