Last November my friend and I were sharing a flight home from a conference in Milwaukee.

Stacy is an athletic five foot, 11 inches, with flowing brown hair, long slender legs, nice firm tits, and a beautiful bright smile.

Though our relationship was platonic as the day began, we had been more than friends at one point, and the sex had always been good wherever and whenever it happened — even over the phone. Let’s just say we knew how to turn each other on and get each other off.

The morning I met her in the hotel lobby to share a cab to the airport we were no longer an item, but her outfit made me wish we were. She was dressed comfortably in a flannel shirt, with a barrette corralling her long locks. It was her stretch pants that got my attention and stirred my desire. When she bent down to pick up her luggage, the black fabric hugged her ass, leaving little to my imagination. Despite myself, my cock stirred, threatening to spring out of a hole in my tattered jeans.

Our day of travel began. Our itinerary was simple: Milwaukee to Philadelphia via a transfer in Cleveland, but the wet snow that was falling outside was enough to delay our first leg. During the delay Stacy and I made ourselves comfortable in the boarding area. She put on her headphones and I began flipping through a magazine, but those stretch pants drove me to distraction. Her legs were sprawled across two seats, and as she closed her eyes to take in the music, I was able to check out her lovely legs. The longer I looked, the greater my desire to slide my hand between her luscious thighs and over the outline of her slightly protruding pubic area.When we got to Cleveland the weather was even nastier, and our next flight was delayed for hours. We were supposed to touch down in Philadelphia at around 7 p.m.; it was now midnight. We were relieved to finally board the plane, whatever the hour. But the delay wasn’t over; the captain announced we now had to wait for 30 planes ahead of us to de-ice — two more hours of waiting. Having been stranded together so long already, we had run out of conversation. But we soon found other ways to pass the time.

Thankfully the plane was more than half empty. As the lights dimmed, we snuggled together for warmth, covered ourselves with our winter coats, and then innocently began to hold hands. After a while the hand-holding turned to squeezing and caressing. My joint began to grow again, and I sensed Stacy was getting turned on too.

I brought her right hand to my lips and began to gently kiss and suck its fingers. From experience I knew how much this turned her on. Despite our fatigue and “just friends” status, her reaction now was no different than it had been in the past. She didn’t pull her hand away — and my pulse started to quicken. Time for the next step. After a few minutes of digit-sucking, I put my other hand between her legs and slowly moved toward the outline of what I knew to be a beautiful pussy.When I went far enough to feel her pubic hair through the fabric of her stretch pants, I paused and looked into her eyes. She just smiled and whispered her amazement at my audacity — but she didn’t try to stop me. I slid my hand farther between her legs, located her pussy lips through the soft, clingy fabric, and gently began to glide two fingers up and down the delectable crevice. She closed her eyes and let out the softest of sighs while I continued to suck her fingers. Her eyes remained closed and her breathing became heavier and heavier.

After a few minutes I increased the tempo of rubbing slightly, and my fingers felt the increasing dampness — too much for the fabric of her panties and stretch pants to absorb. As Stacy’s breathing got heavier she started to squirm. I knew she was just seconds away. And then she came hard. Her thighs locked together, pinching my still-stroking hand. She kicked her legs out, then pulled them back together. Then she pulled my hand from her hot wetness and finally opened her eyes.Stacy looked at me and whispered, “I can’t believe you did that.” But the smile on her face told me she was glad I had. So was I, but at this point I was also damned horny. I wanted her to sit on top of me that very moment and let my cock slide in to enjoy what my fingers just had. The plane was pretty empty, but not empty enough to get away with something so blatant. I suggested she give me some manual pleasure if she felt so inclined. Just then the captain spoke again, telling us our plane was now number 18 in line to be de-iced.

There was a hole in my jeans, and now, to help my cause, I reached down and made the hole even wider. It was large enough for Stacy to reach in and grab my cock without even unzipping my fly. She took the opportunity. She slid her hand into the hole, wrapped her long slender fingers around my turgid prick, and began playing with it. In my state, it didn’t take long. I could feel the come building up in my balls, and Stacy sensed my impending release.

Before I delivered my own special hand cream, the captain suddenly spoke again: “Because of a mechanical malfunction, tonight’s flight is canceled.”As other passengers emitted cries of disbelief and displeasure, I wanted to jump for joy. Though Stacy hadn’t got the chance to make me come on the plane, I knew that in the privacy of a motel room the story would be different. As we gathered our stuff in preparation for leaving the plane, I looked over and said, “Let’s go, roomie.” She returned my smile and squeezed my hand.

By the time we’d booked a new flight for the next day and checked into our motel room, it was about 3 a.m. I showered and climbed into bed. At this point my cock was achingly hard. Stacy showered next. When she emerged from the bathroom she was wearing just the flannel shirt, sans stretch pants. As soon as her head hit the pillow next to mine, our tongues intertwined for the first time that night. We kissed passionately. I ran my hand up the back of her thigh and over her smooth ass. I quickly realized she hadn’t bothered to put her panties back on, and I reached between her legs to find the object of my desire. Her snatch was again syrupy wet, and I started to rub its lips and her aroused clit.

Then Stacy tugged off my underwear and I helped her out of her flannel shirt. I took one of her firm breasts into my mouth, sucking the nipple until it was as hard as my cock. She started stroking my cock, but as I was already on the brink of orgasm, I moved her hand away. I had waited this long; I could wait a little longer.

As Stacy lay on her back, my mouth began its descent from her tits to her sopping pussy. When I sucked the patch of skin between her thigh and her neatly trimmed pubic hair, she let out a low moan and pressed her hands on the back of my head. I began to lick and suck on her clit, and slid my fingers smoothly in and out of her hot wetness. With my free hand I caressed her face. She took my index finger in her mouth and sucked it. Soon she began to arch her back, pushing her pelvis into my face. Then she was coming again, writhing and moaning.

Now I could wait no longer. I had to be inside her. I had to get off, and Stacy, glowing after her latest orgasm, was happy to oblige. We started to kiss again, and she spread her beautiful legs and guided my rock-hard prick into her still-steaming hole. I pulled out after a few thrusts, and we traded places. As I lay on my back, Stacy hovered over me, grabbed my prick, and guided it into her again. She slid up and down on my hard meat, and I could feel her tight wetness around my cock and balls. That sensation, along with the musty smell of sex and the stimulation I was getting from caressing her breasts and sucking her hard nipples, was too much. I could feel my prick harden even more, and knew that the final release was near. When I announced that I was coming she quickened her pace and began bouncing on my cock. That did it. I exploded, my jerking cock pumping jism deep inside her. The tension that had been building for hours was finally relieved.

As soon as my cock stopped having spasms, Stacy collapsed onto me in sheer exhaustion and I remained inside her. I had a chance to contemplate our situation. It was now way past 4 a.m., we were hundreds of miles from home, and in just a few hours we would have to get up and go back to the airport to catch another flight. Still, at that moment, there was no place I would rather have been.