She was an angel on Earth. Her beauty was hard to describe except her face was perfectly formed - unblemished complexion, symmetrical features and bright blue eyes. Her medium-length blond hair was tied into a pony tail, pulled tight to the top of her head. At 24 years old, 6'2" tall, Whitney was stunning to gaze on. She had a slender frame and small, straight hips.

Some would call her "skinny", but she had large C cup breasts which stopped most men in their tracks. They appeared to be perfectly formed, since on many days her erect nipples would give away their unbridled shape. Whitney had the body of a Las Vegas showgirl, and the face of a movie star. She could probably make a go of either occupation if she had wanted.

Sam couldn't tell if her nipples were large, extended erasers, or if her aureolas swelled large enough to give away their location. But they rode high up on her breasts, and Sam was ready to take unusual chances to see them au natural.

He was pretty sure that he didn't stand out in a positive way to Whitney, and that she regarded him as she probably regarded most men - nothing more than creatures who wanted to get inside her pants. Truth be told, she was right. Sam has a hard time passing her in the hallway on a normal business day without taking in her beauty, drawn to the beautiful face and breasts like any other man. And he was pretty sure she knew it. Therefore she tried to get through her day without having to interact with Sam.

On this particular day though, Whitney was thinking about her upcoming flight from Southern California to Colorado. She had planned this trip for weeks and was going to surprise her sister who lived in Boulder. She hadn't called Carla - they hadn't even spoken on the phone for a couple of months since Whitney had been busy and Carla had a 4 month old baby to take care of.

Carla was Whitney's only sibling, their parents living in Las Vegas but generally tied up with their own affairs. So Whitney planned on showing up at Carla's door and spending a couple of weeks with her. Therefore on that day, she didn't notice any of the men she passed in the hallway staring at her protruding nipples.

With the weekend approaching, Sam knew that the sun wouldn't shine as brightly, since Whitney would be gone from the office.

Friday night finally came around and Sam went to a club to party a little. He was not good at picking up women, and since he was already 42 years old, clubbing women usually didn't even look in his direction. He went to a club that he had overheard Whitney mention one time. He knew she wouldn't be there - hell she was probably far away by that time, but he really would have been too scared to even go to that bar if he thought Whitney might see him. It was already 11:15 or so, and he would just have a few drinks and go home.

He entered the club, music pounding and lights glaring. It took a minute for his eyes to adjust and then right in front of him - almost stumbling on him - was Whitney! They looked at each other for half a beat - then half smiled at each other. Sam immediately noticed Whitney's eyes looked partially closed. Maybe she was drunk or stoned he thought.

"Sammm! What are you doing here?!" she asked him in a voice that was partially drowned out by the music. The best Sam could respond was, "What?"

She leaned in close to him, guessing that the music was too loud and he hadn't heard her. But Sam's answer was strictly out of the shock of seeing her there. She had a pink belly shirt on, showing her tight stomach and low-rider pants showing the tops of her narrow hips. She almost yelled into his ear this time and Sam heard the distinctive alcohol slur in her voice. "What are you doing here?!" she asked again, Sam smelling the alcohol on her breath this time.

She had touched him! Just that fact alone disabled Sam's speech center. "Oh... I... um... I came in for a drink. It's Friday night you know."

In her alcohol induced state, Whitney thought that was funny. "I was just leaving," she responded. "I've been here since 8 and I have a flight in the morning to Colorado. So I was goin' home!" she once again yelled at him.

Just then the song ended and in that brief instance, Sam decided he had nothing to lose. "Would you join me for one drink? At least I won't drink that one alone" he asked her. Sam could see her thinking about her answer. "I don't know - I really have to get up early tomorrow..." Whitney began. "And I have to get a bus and they stop running in 10 minutes."

"Hey - I have a car!" Sam said. "Come on... just one?"

"OK" she answered. She smiled at him, the alcohol allowing her to view him as a human at this point, rather than the usual leering animal.

One drink turned into several, with Sam ordering extra shots of tequila in her drinks right from the bar. Whitney was very used to men buying all the drinks so she didn't think it unusual. In those 2 hours, Whitney told Sam all about her upcoming trip and her dysfunctional family relationships. Sam sat there quietly, listening, adding a sympathetic comment every so often.

Finally, Whitney looked at her watch and barked, "Oh my God! It's so late! Would you drive me home now, Sam?" The alcohol slur had gotten more pronounced. Her eyes drooped half-closed.

Sam had a slight buzz, but was in total control of himself. "Yeah...sure Whitney!" They both got up from the table and Whitney stumbled. Sam reached out to catch her and her complete weight fell into his hands. He stood her up as she apologized in a very slurred voice. But Sam's thumb had touched her breast as she fell. It was true that it was only for a fraction of a second and that it was through her shirt, but...

She leaned on Sam as he walked her to his car. He opened the door and helped her sit down, then quickly ran around the other side of the car. He got in and started the engine. "Where do you live?" he asked the drunken woman next to him.

"On 17th in PB..." she muttered. "OK, when I get in the neighborhood, you can tell me which house." Sam drove off and looked at Whitney, her eyes now closed, her breathing coming in slow, even repetitions. She was asleep or close to it. Sam looked at her and thought, "Geez, I'm going to have a problem getting her out of here and into her apartment."

He looked at her slow breathing as she fell into a deeper sleep. Then his eyes traveled down, admiring the rising and falling of her large breasts, although no nipples were apparent as she slept. Her tight stomach and torso showed she had no fat on her body. Her beautiful eyes were shut, and Sam admired the long eyelashes, heavy with mascara. Her cheeks were rosy red, her red lips parted slightly showing a little of her bleached white teeth.

Then all at once it occurred to him - why drive her home right away? She was sound asleep and wouldn't know where she was. Why not take the chance and fulfill his dream? He would drive her home afterwards and she wouldn't be any the wiser. If he was gentle, she wouldn't wake up.

But what if she did? He could get arrested... he could always tell her that she instigated the incident. After all it would be a "he said, she said" with all the alcohol she drank. Sam pulled the car behind a service station that was closed. There was a lot of junk and it was deserted.

He pulled in and turned off his lights and the engine. Just to make sure that Whitney was asleep, Sam poked her arm. "Whitney! Whitney!" he said loud enough for most sleeping people to wake up. She didn't respond. He shook her a little more than gently and she slurred, "Wha..s..wher...mmm..." and fell back into her deep sleep.

"Perfect!" Sam thought. Gently, he reached out and gingerly touched her left breast. He felt a reinforced bra - he should have known that she would need some heavy duty support. Gently, he lifted the bottom of her shirt and saw the white bra. He gently stroked her breast through the bra and could feel some of her softness underneath. He looked at her face for a response but she continued to sleep. The best he could do was to rub her tits through her shirt because she was lying against the door.

Frustrated, Sam reached around behind Whitney and felt the clips holding her bra closed. Whitney didn't budge. Emboldened, Sam unclipped them one at a time, until he felt the bra loosen! He was still okay, Whitney hadn't felt a thing. Hardly willing to breath, Sam lifted the bottom of her bra along with her shirt.

Her tits fell out, and the bra deflated. Suddenly, Sam was faced with two huge tits, each sporting a large aureole and nipple. The change in temperature from being clothed to unclothed, instinctively caused Whitney's nipples and aureoles to harden. At least one burning question was finally answered!

Sam now realized with Whitney in the car, he had no way to re-clothe her. This might have been a mistake. Whitney stirred, feeling the cool air on her breasts; she placed her right arm across them. Sam saw that she had fallen back asleep, and her arm now prevented him from finally touching those golden globes.

Frustrated and emboldened by the alcohol that he drank, Sam devised a second plan that night. He restarted the car and pulled back out on the street. Whitney moved in her sleep, blocking her nipple-tipped mounds. Puling out onto the freeway, Sam reached across and stroked Whitney's exposed left breast and nipple. Pillowy soft with an urgently erect hardened nipple.

Everything that Sam could have hoped for.

In her sleep, Whitney responded by dropping her arm completely, exposing both breasts, now, and shifted in her seat, forcing them out straight. Sam didn't understand it, but maybe she was dreaming of someone else playing with her heavenly mounds. He reached across the seat and stroked both of them now, and felt his own pre-cum leaking from his prick.

He had not even noticed how excited he had become. He started swerving across the lane as his excitement got the better of him. He shook his head and concentrated on his driving, taking the time once in a while to look over at the sleeping woman with the face of an angel, and the tits of a showgirl.

Sam finally came to his exit and was glad it was dark as he drove up his street. He lived alone so no worries there as he activated his garage door opener and pulled into the garage. He opened the door from the garage into the house and was greeted by a happy blacked haired retriever, wagging his tail noisily from side to side.

He jumped up on Sam and licked his faced in greeting. "OK, OK Banta, enough!" he laughed as the dog displayed his obvious affection for his master. Sam walked around to the passenger side of the car and opened the door. Whitney seemed to awaken a bit and looked at Sam with half-closed eyes.

"Wha..Sam..where are we goin'?" she asked somewhat coherently. She reached up where her shirt should be covering her tits, and pulled the shirt down a little bit but immediately gave up. Apparently she hadn't realized that her bra was twisted in with her shirt.

"Its okay, I'm taking you inside your place. Just close your eyes and lean on me," Sam said somewhat nervously. As far as he could tell, Whitney didn't realize her tits were performing a gravity defying display out in the open. Sam noticed her nipples were still excited and stuck out a little to the side of each breast but high up on the orb.

While Whitney leaned on him, her height caused her breast to align with Sam's face. He did everything he could to keep himself from popping her nipple into his mouth and sucking the shit out of her tits. For what he had in mind now was going to get him so much more.

Sam finally walked Whitney into his room and dropped her onto his bed. She fell on her back, her huge tits bobbing and jiggling and finally coming to rest as 2 large mountains with protruding peaks. Whitney instinctively felt herself on a bed and rolled onto her side. Sam used the opportunity to removed her shoes and then carefully unbuttoned her jeans.

"Wha...who's at..?" she murmured.

Sam said "Shhh... it's okay... go to sleep," in a hushed voice. He waited a minute to see what she would do.

Thankfully, she rolled over and went back to sleep. Sam pulled at her pants legs and they felt stuck on her body. But in her sleep, Whitney helped pull the tops down below her narrow hips, and Sam was able to pull them off the rest of the way.

Feeling colder, Whitney brought her legs up to her chest. After another minute, Sam picked up a spare sheet and placed it over Whitney's midsection. Feeling a little warmer from the sheet, Whitney relaxed her legs, twisting and became entwined in the sheet, lying on her stomach. Sam was so excited between seeing her topless and the risk of getting caught by her suddenly waking that he just noticed she was wearing a blue g-string that now ran up the crack of her ass.

He sucked in breath, admiring her smallish ass and knowing that the g-string was all that separated him from seeing her prized pussy! He went up on the side of the bed behind her and stuck his finger underneath the top of her g-string. Holding his breath, he slowly worked the small piece of material down between her legs. All he could see was her ass, as her position and the sheet prevented him from seeing more. What was worse was she seemed to be stirring, coming out of her stupor.

Sam quickly ran inside the living room, outside in the hallway. Banta thought he was playing a game and followed him, barking happily. "Shhh! Quiet Banta! Not now!" he scolded the playful dog.

Sam flung open the liquor cabinet and pulled out half of a bottle of tequila. Racing back into the bedroom he realized that he could never get Whitney to drink anything more in her current state. As soon as she awoke, there would be hell to pay! Thinking quickly, Sam ran in the bathroom and opened the medicine cabinet. He had some sleeping pills about 3 months old. He grabbed the package and read the warnings: "Do not mix with alcohol, do not drive a car while using..."

It was his only chance. Whitney was stirring and her eyes fluttered. He grabbed a cup from the bathroom, threw two pills inside, picked up the tequila and filled the glass half way. He put down the bottle, swirling the cup to dissolve the pills as he raced back to her side. Whitney was starting to get up. Sam pushed the glass in her hand, noticing that the pills had not really dissolved.

Whitney looked at Sam and the glass in her hand. "Drink it Whitney - there are some aspirins in a little tequila" he partially lied. He helped push her hand towards her mouth.

"Sam, I..." she began.

"It's okay - you'll feel a lot better," he said, continuing to force the glass to her lips. He tilted it up and she drank one gulp before sputtering the rest.

Fortunately, the pills went into her mouth. "Sam, stop it!" she said, becoming more aware of her surroundings. She quickly looked down and screamed, "What is going on here! Where are my clothes!" and pulled the sheet more completely around herself, covering her best assets. "Sam you better tell me where I am right now! I am going to report this to Mr. Thompson!" she started screaming.

Still a little confused from all the alcohol she drank, she was threatening that she would tell their boss rather than the police. But that was bad enough. Sam knew what would really happen. Sam had to think fast and hope that Whitney passed out from the sleeping pills.

"Listen Whitney - don't you remember we came back to my place? At your insistence! You said we should have a night together before you went ton vacation" he continued to lie to her. She tried to think about what he said to her, but it was difficult. "Give me your phone!" she shouted. I'm going to call someone to take me home!"

Banta didn't like the tone of the conversation and began to bark. "Keep that...that dog away from me!" Whitney cried. "Don't worry, he's gentle, he won't hurt you" Sam said. He continued, "I'll take you home. But first I want you to remember what happened tonight."

Give me my...huh...wha's happenn' to me...?" Whitney asked as the pills and alcohol began to have an effect on her.

"Shh...lie down - go to sleep," Sam said, and she did. A few minutes later she was back in a deep sleep. Sam shook her but she didn't respond. Now she would be out for a while.

Sam laid her down on her back again, and her legs were off the end of the bed. Her add was just off the end too, and Sam pulled off the sheet. The unconscious Whitney had goose bumps and erect nipples and aureoles. Now Sam stroked them, rubbed his face in them, enjoying the contrast between the soft breasts and the hard nipples. His stroking and rubbing made the nipples extend like a half inch pencil eraser.

This is what he dreamed of for so long! He finally had the opportunity to fulfill his dreams! Banta stood at the foot of the bed, watching Sam. "Hey Banta, it doesn't get any better than this!" Sam told the dog. Banta just wagged his tail.

Sam now used his tongue and sucked first on one nipple and then the other, starting gently then with more desperation. They tasted as sweet as they looked. He began to lick down Whitney's midsection, using his hands to continue the tit massage, hoping that the memory of her mammaries became permanently ingrained in his hands. He left no part of her chest or stomach untouched, enjoying the tightness of her body. His hands slid further down her body, caressing her hips and thighs.

With the utmost care, he let his hand run over her pussy without actually touching it, feeing some hair and the heat emanating onto his hand. He thought of 1000 ways to finally touch it, but her legs were closed and he gently separated them as widely as he could. He looked down and saw she was nearly completely shaven, with some brownish hair arranged in a triangle above her nether-lips.