It was the last weekend before Christmas. Only 3 masturbating days before he had to make the long drive to his retired parents house and spend the holiday as the only unmarried son of two. Tom wasn't looking forward to another bachelor arrival. He knew he would face the same questions as last year, "Got a nice girlfriend Tom?", "Getting any action.?", and his favorite: "Why don't you come stay with us? We have plenty of room. Forget that lousy job, they'll never pay you enough to move out of that tiny apartment and that dirty little box you call a stove."

Still, he liked his apartment. Sure it was tiny, and certainly the free nine foot tall Christmas tree that took up over two-thirds of his front room didn't improve available space. But it was free, an annual token of the apartment manager's goodwill. It even came with a stand, but no decorations. Tom had brought it in, stood it up in the corner, and fully intended to decorate it. He even bought decorations, but he hadn't lifted a finger to hang anything on the tree. He just couldn't get in a cheery holiday mood this year. His apartment had only one small bedroom with a single bed and half-pint chest of drawers. The kitchen stove was so small, he couldn't cook a pie in the oven without tilting it at an angle. The apartment guide referred to the dining area as the dining nook. Tom referred to it as the dining "nookette".

Speaking of nooks, he sure wished his apartment had some "nookie". It had been a long time since Tom had even gone on a date. His shyness didn't help. But there was one really great feature about his apartment he liked the most. He liked the proximity to Beth, his upstairs neighbor. She had moved in about 3 months ago with her husband. They were both very nice, at least Beth was always nice. They went to work every morning the same time he did and he had gotten to know them eventually they invited him upstairs a few times for a pleasant dinner and a glass or two of wine. Their stove was much bigger than his. Beth’s husband could turn into a huge asshole when he drank too much and that seemed like every time he saw him. But lately, he hadn't seen him much. But he didn't really miss him.

It was Beth he liked. She had a wonderful playful laugh that easily surfaced. Tom guessed she was in her mid thirties. She could have been younger. She had large breasts and a beautiful waist with long legs. Oh those legs she had! Beth regularly wore short skirts or dresses that accentuated her long legs and perfectly edible ass. There were open stairs leading to the upper apartment that crossed diagonally the front facade of the building. The top landing was a short porch over Tom’s front door. A couple of weeks ago, when they delivered the Christmas trees, Tom was innocently picking up the branches that had been skinned off from fitting his tree through his doorway while Beth followed the tree delivery men up the steps. There was some kind of delay getting the door open and Beth stood on the open stair slats unaware that her short skirt gave Tom a clear view up her skirt.

For days now the memory of Beth’s velvety red panties had provided an unlimited energy source of stroking for Tom’s cock. She was the object of his fantasies every night and every morning. Any time Tom saw a bright red Santa Claus it reminded him of the color of Beth’s rich panties. He never knew he had photographic panty memory until the day he saw Beth’s red panties from under the stairs. He remembered the sexy high cut on the side, the lacy decal edges of her leg openings. The slow sloping in the middle of her waistband as it stretched from one hip to the other in a dipping half ellipse. The tiniest little thin patch of bright red secluded her pussy and tapered to a thin finger thickness as it wrapped between her legs and up her wonderful hot ass. The memory was again arousing him and he could feel his erection growing in his sweatpants.

He was nearing the urge to release all the holiday cheer in his cock when a knock sounded at his door.

"Hi Tom. What ya' doin'?" asked Beth as she stood at his door. Tom was surprised. He was so astonished, it took him a few minutes to register his hard-on was pointing out his sweatpants. He hoped she didn't notice as he moved his hands in front to hide his protruding erection.

"Not much. Want to come in?" "Sure." Tom stepped back as Beth entered the room. Her soft perfume whiffed by his nose and he closed his eyes to capture the tiny scent. To his disappointment, Beth was wearing loose fitting bib overalls. However, she did have on a thin white T-shirt underneath that only came halfway down her rib cage and the bib straps helped to push her breasts aside so they hung in soft white scoops to the side. From the outline of her nipple, Tom could easily tell she had no bra on. He imagined for a moment, soft scoops of ice cream with little cherries carefully placed for sweet sucking.

"You have anything to drink? Beth asked smiling as she moved into his kitchen.
"There's a bottle of Chardonnay in the fridge. It should be good and cold."
"Mmm. Cold Chardonnay sounds great."

Beth opened the refrigerator door. The wine was in the door troth at the bottom and as she bent to remove it, Tom watched the bib overalls tighten around her ass cheeks. 'There's that edible ass' he thought. The denim was too thick to tell if she had on panties for sure or not.

"Where's the corkscrew?"
"I'll get it."

Tom went into the kitchen and opened a drawer to search out the corkscrew as Beth gathered two glasses from the cabinets. He turned his back at an angle to her, which gave his cock a chance to finally retreat from attention.

"Wow, your stove is really small."
"I know. Here it is." Tom handed her the corkscrew.

Once again he smelled her soft feminine perfume. Beth sat the frosted cold bottle on the counter and twisted the corkscrew into it. She was not a strong girl. She didn't quite get the corkscrew far enough into the cork before too much resistance built up and she stopped. She clamped the metal arms down around the edge and tried to pull the cork out. It didn't budge. She took the bottle under her arm and pinched it between her arm and breast trying to get better leverage. It still didn't budge.

"I'm no good at this." She giggled, as she handed the bottle to Tom.

He took it from her and noticed some condensation from the bottle had wetted her thin top making it more see through. The coldness of the bottle had perked her nipple as well. Tom tried not to stare, but he couldn't resist. If Beth noticed his stare, she didn't acknowledge it with any attempt to conceal.

"When you going to decorate your tree? She asked, as he poured them each a full glass.
"I don't think I will."
"Why not? Got decorations?"

They both walked into the front room. Tom pointed to the boxes labeled 'XMAS STUFF' beside his CD player.

"Yeah I got lots of stuff. But I just can't get that holiday spirit going."
"Aw come on. You should decorate the tree. I can help."
"What about Jim,"
"He's gone. He left last week to go home to Florida and stay with his parents."

Tom perked up higher than a playground slide knowing Beth’s boyfriend was gone for good. Well maybe we can have fun with it. It might be just the thing.

"I know just the thing to get us in the mood." Beth became animated and exuded energy. "Why don't you find some Christmas music and I'll be right back." With that, she bounded out his door and hurried up the stairs.

Tom took a big swallow of his wine. The holidays were looking much brighter to him now. The season of joy was brighter and full of possibilities, if only for a few hours ahead. Little did he know how sexually joyful this night would be.

Tom didn't waste any time while Beth was upstairs. He opened boxes and began revisiting his little holiday decoration collection. In one box there were strings of small electric lights. The other two had ornaments and little table knick-knacks. He finished his wine, and poured another glass. When Beth finally opened his door, he couldn't believe his eyes.

"Ho Ho Ho...What do you think?" She gleefully announced as she smiled. She had changed her clothes upstairs. She stood before him dressed as the sexiest Santa Claus he had ever seen. She wore the oversized top only of a bright red Santa Claus outfit. The fluffy white trim around the Santa shirttail floated just below her ass and showcased her long legs. Black sheer stockings and shiny black latex boots took his eyes on tour. As a finishing touch, she had put on a matching bright red lipstick. She was quite the vision of holiday cheer. In her hand she had a sack that was quite full of something.

"Wow. Wow. You look great." Was all he could say as she spun around for him.
"I couldn't do the pants. They kept falling down." Tom liked the sound of her voice mentioning pants falling down. She thrust the sack forward breaking his stare at her legs.
"Here. Your turn." He took the sack. Inside was another Santa Claus suit. "Put it on." She urged. Modesty suddenly entered Tom’s mind.

He took the sack into the bedroom, pulled out the Santa suit, and laid it on his green bedspread. The color contrast made his whole bedroom look festive. He was really excited and totally into the holiday spirit. The wine was helping too. Without bothering to close his bedroom door, he took off his sweatshirt and stepped out of his sweatpants leaving him standing in his tiny white briefs as he unbuttoned the Santa Claus top.

His apartment connected the kitchen to his bedroom with a short hallway and as Beth went to the kitchen and poured herself a glass of wine, she had a clear unobstructed view of Tom’s back to her. He wasn't a particularly muscular guy, slight in fact. But she admired the shape of his firm ass and the sculpted hamstring muscles extending down until the Santa top destroyed her view.

Tom stepped into the pants next and pulled them up. They were way too big in the waist for him. There was a belt, but he would have to almost wrap it around twice to make it useful. Beth surprised him as she came up behind him holding her glass of wine.

"Oh my." She laughed. "Those pants fit almost as bad as they did on me." He turned to face her. "At least they aren't too long." Then she got an idea. "Here." She reached for a pillow. "Pull your pants out." He hesitated. Pulling his pants out would give Beth a clear view of the front of his underwear. Beth held her breath. She was curious if she had only imagined his sweatpants were poking out hiding a sizable erect cock earlier when she had first knocked on his door. He decided it didn't mean anything if she got a quick view. They were just grown up friends and it was harmless. He pulled the waist of the Santa pants well out in front of him so the pillow might drop in easily. Beth was pleased by what she saw. The thin white undies didn't hide the shape of Tom’s nice looking cock at all. "Was that a little wet spot near the waistband?" she thought. She stuffed the pillow into his pants as he held his Santa shirt up and then worked it back down over the top half of the pillow. The pillow helped fill the extra space in the suit quite nicely. The white fluffy beard came next along with a topper red hat. The hat had a long hanging tubular shape narrowing to a white oversized cotton ball. The effect wasn't complete, until he sat down and put the black latex boots on.

"Ho Ho Ho!" Beth cheerily shouted when he was finished and stood. They each reached for their wineglass and tinked the edges together in a toast to Santa suits. Beth pulled her glass from her lips,

"Now where is that tree?"
"It's ready and waiting." Tom replied.
"I like the sound of that." They left the bedroom

Beth leading the way, and Tom following with his gaze attached to her short Santa top and the edge just covering her ass. He would love to pull that Santa top up just a few more inches and get on Santa's naughty list. Amazingly, that list was a lot closer to adding his name than Tom knew. As Beth entered the front room, she saw the decoration boxes open on the floor and went to them bending over. Her Santa suit rose up her hips as Beth flipped open a box. Tom was absolutely stunned by what he saw.

The red panties. The same red panties he remembered so well from under the stairs she had on. They were the perfect matching value and hue of red as the Santa suits they both wore. The soft curving slope of the cheeks of her ass was like the velvet surface inside a diamond jewelry box. And the cut was very French. The innocent slightly naughty sexiness of her panties was stunning and Tom literally lost his breath. He didn't realize he had lost his swallowing control also, until he tried to drink a sip of wine and immediately choked. "UGG HAKKK" he coughed.

"You okay?" Beth had to struggle to suppress her laughter as she stood and turned. She had purposely let him see her panties. Something in her sexy mind had told her Santa's naughty list was a nice place to be and teasing Tom with her panties might just be the way to get there.

"I'm okay." Tom said as he regained his composure. His outer demeanor seemed calm, but inside he was doing flips that would make an astronaut deny gravity. Maybe it was gravity he felt pushing into the pillow below his belt. He took a couple steps to Beth. "Should I do it again? Should I bend and show Tom my panties again?" Thought Beth. "Oh yes, just one more time. but real quick. He's so much closer now. Close enough he could almost touch my panties."

The innocent exposure of her panties was something she had always fantasized about but never really acted on. At least she had never actually planned anything. It had happened a few times accidentally and always when she became aware, she had modestly changed positions. When it had happened she had liked it. It surprised her to admit it actually excited her. Now, with Tom, she was pushing the excitement to a higher level. She felt a familiar prickle in her pussy. Deliberately, Beth turned back to the boxes of decorations and in one motion bent down and picked up a box from the floor. Her Santa top rode up over her bottom just like it did before giving Tom another closer up eye pleasing view of her red panties. A weak heart would of died with a smile at the closeness and luxurious vision Tom had of her red velvet encased ass. Her moment was quick, but it captured Tom’s gaze so tightly that he couldn't look away in time before Beth turned and confirmed his stare.

Your wife is snoring. You're horny and she said no, again.. There's a juicy slut waiting for you in our cyber chat rooms.

She'll give you what you need. Cum on in.

"Oh I'm sorry." She said innocently as she stood upright with the box.
"Sorry?" Tom meekly said.
"I forgot how short this top is."
"Oh, I uh..." Tom mumbled. He didn't know what to say. He wanted to say, "Don't be sorry, you have the hottest ass on earth." Beth let the moment hang in the air.

"I don't mind if you look."
"You don't?" Tom was surprised.
"No. I don't. I can tell you are a really nice guy and wouldn't take advantage of an innocent girl." She paused for a moment. She stepped forward closer to Tom with just the box between them. In a shy little girl sounding voice she added, "If I tell you a secret, will you promise not to tell anybody?"
"I won't tell any body. I promise." Tom sincerely replied as his cock felt uncomfortable being fully erect and pushed down his leg by the pillow.
"Sometime, I kind of like it knowing a guy is looking at my panties."
"You do?" Tom was shocked but pleased.
"Yes. I do. It makes me get all squishy down there thinking about it." Tom liked the way she used the word 'squishy'. He knew what she meant, but he wanted to hear it come from her lips again.

"Squishy?"

"Yeah, Squishy. I get really squishy when I'm excited." Just to add a little emphasis, Beth raised a finger to her mouth and ran it over her lips letting her tongue sneak out and wet it.
"Oh yeah. Squishy. Wow. That is really awesome." Tom’s cock twitched and if he didn't get it straightened up and out of those tight white briefs soon he wouldn't be able to walk.
"Can I ask you something Tom?"
"Yes."
"I hope you don't think I'm naughty, but would you like to see how squishy I get?"
"Oh yes. Yes!"

Beth stepped back half a step, and taking the bottom hem of her Santa top, she lifted it high to her breasts and exposed the front of her panties. “I must of died and gone to heaven. This must be a dream." Tom thought, as this beautiful creature stood before him holding her top up to show him the most gorgeous red panties he had ever imagined. The perfect triangle of a lingerie ad was within his reach. The light in the room made the rich red fabric shimmer. He could see a few tiny tendrils of her dark hair out the sides. His eyes drank in every stitch, while gradually being drawn to a darker richer hue of red in the tiny bottom point of her panties where Beth’s 'Squishiness' had seeped through. When she finally lowered her top back down, she had a naughty girlish smile.

"Oh my god Beth, your panties are incredible."
"Thanks. I like knowing you like them Tom."
"I do. I really do. They look great."
"Do they look wet?"
"Yeah, a little."
"They feel wet and I think they are getting wetter." She giggled. Then added, "Can I ask you another question?"
"Yeah. Sure."
"Are you getting." Beth’s voice trailed off and she acted shy. Then she spoke again in a lower whisper, "Are you hard Tom?"
"Oh yeah." His answer reminded him of the ache in his pants. "And damned uncomfortable. My cock is killing me." He reached down and attempted to rearrange his erection, but the pillow was still an obstacle.
"Oh I'm sorry. That must be awful. It's okay if you need to do something to get comfy."

Beth spread one leg slightly to the side. Just the slight movement stretched her panties across her clit and gave her a wonderful sensation.

"I really can't with this pillow."
"Can I help?"
"Sure."

Beth stepped forward to him. She let her breasts push into his pillow covered belly as her hands undid the wide black plastic belt. She looked up into his eyes and softly spoke,

"Do you think I'm naughty?" Before Tom could answer, she pulled the belt from his waist free.
"Yes. Beth is Santa's naughty helper." Beth smiled.

She undid his buttons hidden under the white vertical trim. As she opened his shirt by pulling the joining parts aside, she felt Tom’s hand move to her breast and he began caressing it through her Santa Top.

"Oooh Santa feel my titty. Find my little naughty nipple."
He could feel she had a thin bra on underneath. But still her nipple was so aroused he easily located it and pinched it between his thumb and finger.
"Mmmm, Santa. That feels nice." She moaned.

He pulled her nipple firmly. She tugged at the pillow. Tom helped ease her access by using his other hand to pull his pants out. The pillow slid out. He let his pants drop to the floor and placed his hand on her other breast. The Christmas music in the background was a familiar song with the refrain "Let it snow, let it snow..."
Beth sang, "Let it grow, let it grow..."
She could see his cock trapped and bent down in his briefs. The tip was swollen and sticking out the leg hole of his underwear. A thin bead of precum was dripping down his hairy leg.

"My, my Santa, it looks like such a big North Pole you have. And there's a melting icicle dripping from it. mmmm." Beth licked her lips.
"You're so naughty little girl. Naughty girls get sticks for Christmas." He teased her. His hands felt wonderful on her breasts.
"Oh Santa Naughty girls get pricks not sticks. Long hard pricks." She could feel her nipples getting harder and harder as he rolled them with his thumb and massaged with taut stroking circular pressure. Her pussy was drooling in her panties.
"My naughty pussy is feeling very naughty wet."
"I love naughty wet pussy." Tom replied as he imagined the deep red darkness of her panties soaked with her creaminess. He could see the hungry lust in her eyes as she continued her locked eye focus on his cock.
"Would you like a candy cane little girl?"
"Oh yes." Beth’s reply was breathy and full of desire.

Tom took her hand and pulled it into contact with his underwear.
"Oh baby you're so hard." Her hand spread open and she covered what she could of his enormous rod. It felt warm and very hard as she squeezed his cock.
"I want to suck your cock." She whispered. Tom released her hand and she held it against him. She stroked his cotton-covered cock on her own. She was almost continuously moaning now. Her hungry mouth was lip smacking and tongues tapping. She wanted to see his cock in all its glory. He moved his hand to her shoulder. She felt the hand pressing firm. She easily gave in to the pressure and dropped to her knees. She was lip level to his cock and stroking it through his underwear.
"Oh baby, give it to me. Give me your candy cane to lick." She begged. It was time to unwrap her Christmas gift. She easily pulled his underwear down past his knees to the floor and bared his cock.

It was long and tapered swollen in girth. Someone had done an excellent job of circumcision leaving the tip of his cock tapered and conical. She moaned her approval like a rich food as she felt Tom place his hand on her head. She gave in to the clear intention his pressure led her. Her mouth closed closer and closer to his cock until her lips dropped open wider and her tongue came out. The first lap of her tongue was over the precum-leaking head of his cock. It was her Christmas candy and she licked it up drinking it down her throat. Her hand explored his balls and shaft as she opened her mouth and encircled his cock head with her lips. She teased around and around licking her mouthful. The sensation felt incredible to Tom. Her hand surrounded his cock shaft and slid up and down it. Beth began a slow rhythmic bobbing over his cock. In and out of her mouth his cock went. Her tongue was always in tight contact with the throbbing organ. The sounds of her wet smacking lips filled the room. Up and down her mouth took him deeper with each stroke. She felt her pussy aching. She could cum just sucking his cock. Her hand slid under her and inside her panties so she could rub her button as she sucked him. She loved his hands on the back of her head. She felt like he was controlling her and forcing her to suck his cock. She wanted to be controlled. To be made to do naughty things.

She wanted his cock. She wanted to feel it pulse and throb in her hungry mouth. Her fingers were working over her button and sliding in and out of her pussy very rapidly. She knew she was going to cum and wanted him to cum with her. She took his shaft as deep as she could into her mouth and speeded her sucking and tongue stroking. Tom began pumping his hips towards her mouth. He was fucking her mouth and she let him. She was barely holding back her orgasm. Barely controlling the rippling wave in the back of her pussy as she felt it coming closer and closer and then the infinitely wonderful rush of her orgasm began. At the same moment, he felt his own exquisite building moment of orgasm and pumped faster and faster as he fucked her mouth.

"Oooh baby. Oooh baby." He moaned. "I'm gonna cum." She didn't stop. She wanted him to cum. She wanted him to cum in her mouth and taste his hot cum.
"Now baby. Now! Cum. Tom. CUM! CUM IN MY MOUTH!, She implored him.
"Ohhhhh. Baby. I'm CUMMMMINNNGGGG!!!!!" She felt his cock tighten and spasm in her mouth then the warm creamy thick cum filling her mouth.
"MMMmmmmm" she moaned expressing her savory pleasure.

His cock thumped as cum gulped onto her tongue. She had to move his cock a little out of her mouth to make more room for his cum and to let her swallow it. "MMM" she kept saying.

"Oh yes baby. Lick all of Santa's cum up." Tom breathed the words out as she squeezed each and every drop she could up and out his shaft onto her tongue and greedily swallowed it. She dug her tongue into his cock hole trying to coax out a tiny bit more. Tom pulled her head back with his hands.

"Stand up baby. You've been very naughty."
"Yes Santa. I'm a naughty girl."
"Were you rubbing your pussy while you sucked Santa's cock?"
"Yes Santa."
"Did you cum?"
"Yes Santa."
"Give Santa a taste with your finger."
"Oh yes Santa. Yes."

Beth reached under the top and her fingers easily gathered her wetness from her pussy. She brought her fingers back out and raised them. Tom eagerly anticipated her taste. He expected her to put her fingers to his mouth, but instead, Beth raised the fingers to her own lips and smeared the pussy juice around them like a wet lip gloss. She stepped forward to Tom.
"Taste my naughty pussy Santa."

Tom leaned forward, his lips and tongue to hers. He licked around her lips and tasted her pussy mixed with her sweet red lipstick. Their mouths gradually opened and tongues and lips danced and sucked in deep passionate kisses.
"Oh Santa." She barely got out between his tongue strokes. Her hands drifted down to his ass as she pulled him to her. His hands slid down to her bottom and under the hem. Finally, the feel of those panties! And they were soft and hot from the heat of her ass. But so wonderful he couldn't hold his hands still. They roamed all over her ass. He cradled, stroked, cupped, fingered, probed, and explored her ass through her panties. Her hands squeezed back on his ass letting him know her approval. His hands began to slide around to the front of her panties. He wanted to feel her wetness. But just as he rounded her hip, she pulled away from their kiss.

"Whew!" she backed up a step and only his fingertips felt the wetness of her panty crotch for the briefest of touches.
"Oh Santa. You really know how to get a girl all hot." She giggled. "I need to use the little naughty girl's room." Tom smiled.

"It's right back there." Tom pointed towards the small hallway. His cock was relaxed now, but still full of length and hung down.
"I'll be right back."

Continued On Page 2