0 comments/ 188640 views/ 8 favorites Learning Experience By: ntygrl My name is Jade and I would like to tell you about my first sexual experience. While sex at this age may be normal for some people, I was eighteen years old and very inexperienced. Just the previous summer, my body had undergone some incredible changes that I still wasn’t sure how to deal with. I went from virtually flat-chested to a d-cup and developed hips, so I had gone from “flat as a board” to hour glass figure. I was secretly delighted with my new womanly body and would have taken to wearing tight clothes to show it off had my parents allowed it. My best friend, Liz, was terribly jealous from what little she saw as she had no curves to speak of and looked as if she would be on the low end of a b-cup for good. She had always envied my thick waist-length hair and my long legs, but now she told me she hated me for being so utterly feminine! I laughed because I had always envied her for her gorgeous corkscrew curls and beautiful tanned skin. I began to feel Liz’s brother, Michael, who was eight years older than us, watching me a lot more closely than before and could see that he had noticed my metamorphosis. I had never been allowed to date, and avoided the boys at school as much as I could, knowing my parents would beat the hell out of me if they even thought I had “impure thoughts”. My home was an unhappy one, with strict parents who became worse as the contents of the latest bottle of scotch diminished. Liz was my escape, and I spent many nights at her house. After her father died when we were younger, Michael took over as head of the household. Their mother had moved out of state to join her new husband, so it was just Michael and Liz in an enormous Victorian house. I envied their lifestyle and freedom!! My parents were unaware of the living situation at Liz’s house, otherwise I would not have been allowed to step foot inside. One particularly bad night at my house, I took a bus to Liz’s house. I was in tears the whole time and became even worse when Liz answered the door and looked sympathetically at my swollen face and bleeding lip. Liz gave me a pair of shorts and a tank top to wear so that she could wash my clothes, which had quite a bit if blood on them from my busted lip. I washed my face and then as I removed my clothes, I noticed that some blood has soaked through my shirt and stained the white material of my bra. Oh, I hated that bra! My mother forced me to wear a minimizing bra that seemed to start at my chin and end at my waist, and would be furious if I ruined one of these expensive torture contraptions, even if it was as a result of my father using me as a punching bag. I took of my bra along with my jeans and the baggy shirt that was my uniform. I changed into the borrowed clothes which were a little snug due to the difference in our proportions. When I walked into the living room, Liz looked at me funny. I realized that she had never really gotten a true, good look at my new figure, only glimpses as I rushed to cover myself when we changed for gym at school. I was very conscious of my large breasts pushing against the thin white tank top material. My nipples were hard as rocks, probably gaining sensitivity back after being sprung from the contraption!! The shorts came just an inch or so beneath my butt, and were tight everywhere! I broke the uncomfortable silence by telling Liz about my bra, and explaining my lack of having one on. She turned the stereo on for me and told me sit back and to relax and she would take care of everything. She took the clothes to the laundry room and returned a few minutes later with two glasses and two bottles of wine from her father’s wine cellar. I normally did not drink-I had seen what it did to my parents. After making sure that Michael was out for the evening (Liz said he had gone to a beach house with friends and would not be back until the next day), I began to pour my heart out to Liz. I’m sure that Michael was aware of my situation, but I wanted to maintain whatever dignity I could. Liz listened as I told her about the latest evening of abuse. She poured the wine as I began sobbing again, and let me cry on her shoulder. Before I knew it, we had finished the first bottle of wine and were starting on the second. My tears had dried up, and we began planning my escape from the “house of hell”. We had done this on many occasions over the years, counting down the days until I had the moneyto leave for good. I started feeling pleasantly sleepy and relaxed after the next glass of wine, so Liz pulled out the futon for us to lie on and I drifted off to sleep pretty quickly. I don’t know how long I slept, but I woke to a fabulous feeling. I thought I was still dreaming, so I kept my eyes closed and enjoyed the sensations I was experiencing. I felt light stroking on my breasts and felt my nipples harden almost painfully. This continued for a few moments, and then suddenly there was a hot, wet mouth on my right nipple. I thought I would die from the pleasure! The mouth sucked and nibbled my hardened nipple, and I felt a tightening sensation in my stomach. The wonderful mouth then switched to my left breast and began to work its magic there as well. When I heard a feminine moan, my eyes flew open. This was no dream! Liz was kneeling beside me on the futon, and it was her mouth that was causing these wonderful new sensations! I was mortified and tried to sit up and push her away. She held my shoulders down and talked soothingly to me while stroking my hair. She told me that she loved me and that she hadn’t been able to help herself. After I had fallen asleep, she sat and looked at my body, which was more scantily clad than it had ever been. I was lying on my back and she could see the sides of my breasts that the tank top couldn’t quite cover. She suddenly got an overwhelming urge to touch me, and just stroked those outer edges. This must be when I became aware of the feeling, because she said that my nipples became hard and extended immediately. Liz said that she lost control when she saw the outline of my nipples through the thin shirt and that she really just wanted to look. She pulled up the tank top and began lightly stroking my breasts, enthralled with their size and shape. She said that she couldn’t help but use her mouth on me and became quite excited as she suckled my huge tits. Liz swore that she was not a lesbian; she loved men and was already sexually active, but that she found me so beautiful and sexy that she couldn’t help herself. She told me that there was nothing wrong with two people as close as us sharing pleasure each other. As she spoke, I became more relaxed and more open to her. I smiled and looked into her green eyes. She looked thrilled and didn’t hesitate to start stroking my breasts again. She kissed me tenderly, careful with my lip, and I felt her tongue move slowly and sensually in my mouth. Her mouth once again moved to my nipples and she kneaded and sucked my tits until I thought I would scream! She then removed her shirt and revealed her perfectly rounded small tits. I sat up next to her and we kissed again, but this time I started touching her breasts. They were so soft and firm, so different in size than mine. I decided I wanted a closer look, so I kneeled in front of her and began examining them. She had huge areolas that covered a good third of her breast, and her nipples were as big as my pinky nail. I began to gently lick the nipple of her right breast and heard her gasp. This excited me, so I began to suck on it, first gently and then harder as she put her hand behind my head and pulled me firmly to her. “Use your teeth gently”, Liz instructed, and I obeyed. I took the nipple between my teeth and softly scraped them. She was moaning pretty loud, and I felt a strange sensation between my legs. I felt myself getting wet and became more excited. I attacked her left breast and was rewarded with the same response from her. This felt so naughty and so good at the same time. All of the sudden we heard Michael’s voice, “Well, isn’t this a pretty sight! And all this time I thought you were so sweet and innocent, Jade.” We both jumped up, neither of us having heard him come in the door over the sound of the stereo. I looked around desperately for something to cover my chest with and realized in despair that our shirts were on the floor on the other side of the futon. I tried to cover myself with my hair, but Michael came over to me pushed it back over my shoulders. He told me to stay exactly where I was, and then turned to Liz, who was looking at him miserably. “Michael, it’s not what you think. Jade had a bad night and I was just trying to comfort her” Michael looked at Liz and laughed, “Comfort? Is that why her mouth was on your tit, Liz? I’m not surprised with you. God knows how many guys you’ve had here over the past few years. But Jade? I never would have suspected this from you.” I was mortified! What if Michael called my parents? They would kill me, maybe literally. Michael stared at me really hard, his eyes taking in my naked breasts and my shorts. I tried not to cry, but the tears were slowly streaming down my face. “I guess you’re parents would be pretty pissed if they found out about this wouldn’t they, Jade? I know how it is for you, so I’m going to give you a break. I’m not going to call them, but you have to do exactly what I tell you to. If you don’t the deal's off and I call”. “Thank you, Michael. I’ve never done anything like that before, and I swear I won’t ever do it again.” I started to go get my shirt when he grabbed my arm. “I didn’t tell you to move, did I”, he asked, “You will get dressed when I tell you to. Right now you and Liz sit down on the futon”. We obeyed immediately, and Michael sat in a chair across from us. He was so good looking, with curly black hair and gorgeous green eyes. He was about 6’5”, a foot taller than me, and had this incredible, toned body. I had a crush on him from the time Liz and I became friends at age 8, so I was terribly embarrassed that he had caught me in this situation. “So, why don’t you tell me what went on here tonight, Liz. I want to know everything that happened.” Liz told him the whole story, from the minute I walked in the door to the moment he surprised us. “Well, Jade, did you enjoy playing with Liz’s tits?” I didn’t answer him, and he once again reminded me of the rule he set. I reluctantly admitted that, yes, I did enjoy it. “Good, because you two are going to reenact the evening for me. Now, pour yourselves another glass of wine and relax.” Liz poured the wine and I almost gulped the whole glass at one time. Michael went to the cellar and got some more wine. He then told us that we were all going to go up to his room. When we got upstairs to Michael’s room, he made us sit on the edge of the bed. He gave us some more wine and sat on the sofa across the room from us. “Okay, girls, I want you to start kissing.” I thought I would pass out before being able to do this in front of Michael! Liz leaned over and whispered that it was going to be alright, and then tenderly kissed my lips. She pressed a little more firmly and then her tongue was in my mouth. I was too aware of Michael watching to enjoy it or respond, but Liz seemed okay with it. “Now, Jade, I want you to play with Liz’s tits. I want you to use your hands and mouth. Liz, hold her hair back so that I can see.” I did what I was told and once again sucked and nibbled at Liz’s breasts. She seemed to enjoy it, even with her brother watching. After a few minutes, Michael told us to switch. “I want to see your mouth all over those huge tits, Liz.” Liz complied and began licking and sucking and I couldn’t help but get lost in the feeling, even with the voyeur in the room. When I moaned out loud Michael told us to stop. “Now, I want you both to take off the rest of your clothes. Holy shit, Jade, you are incredible! That body was made for pleasure! I want you to sit on the edge of the bed and spread your legs wide. “ I couldn’t believe this request, but did as told knowing the alternative. “Liz, kneel down and open Jade’s pussy lips. I want a good view.” When she did this, I felt moisture trickle down towards the bed. I thought I would die of shame, but Michael was pleased. “That is a beautiful pussy, Jade, as beautiful as the rest of you. Tell me the truth, are you still a virgin?” I told him that I was, and he smiled. “Okay, Sis, I want you to tongue bathe your best friend. Make sure you clean that wet pussy good.” Liz leaned forward and I felt her warm breath. Amazingly I was turned on! When her tongue touched me I thought I was going to hit the ceiling. She licked my pussy from front to back a few times and then started flicking her tongue against my clit. I couldn’t help myself as I started thrusting my pussy against her face. I wanted that incredible feeling to keep going, but when she started sucking my clit, I lost it. She sucked my clit softly in and out of her mouth and suddenly, my first orgasm hit me like a train. I screamed and my body kept shaking as she sucked and licked me, and then as she put her tongue in my hole to lap up the juices that her magical mouth had released. “Well, I can tell you enjoyed that, Jade. Good work, Liz. Now, Jade I want you to lie down on the bed. Liz, you are going to straddle Jade’s face so that she can return the favor and eat your pussy.” I looked at Michael in shock, and saw that he had pulled his cock out of his pants and was idly stroking it. It was huge-it had to be at least 9” and it was growing. I quickly looked away as Liz pushed me back on the bed. As she moved her pussy over my face I noticed that she had shaved her pubic hair into a small area. I didn’t have much pubic hair, so I never thought of anyone doing that. The second thing I noticed was her wonderful musky smell and then she had her pussy right on my mouth and nose. I didn’t even have to think, I wanted to taste and feel her cunt with my tongue and mouth. She was so hot and wet and she tasted so good. I wanted to lick and suck every drop of that delicious juice from her and have more. I imitated her by flicking and nibbling on that hard bud that was her clit, and she started moaning and moving on my face. Not wanting it to end too soon, I pushed my tongue deep into her pussy and began to fuck her with my tongue. She pushed her pussy down harder on my face and began grinding. I completely forgot about Michael as I concentrated on making Liz come. Suddenly I felt a warm mouth on my pussy. Michael! I moaned into Liz’s cunt as he sucked my clit and began his own tongue fucking. If Liz had been good, he was the master! I had no more inhibitions; I only wanted him to get deeper into me. I spread my legs further and heard him chuckle. “So you like me eating your virgin pussy, do you Jade? You know I’ve wanted a taste of you for quite a while now. You tried to hide it, but I could see those tits and that luscious ass. Many nights I jacked off thinking of you down the hall with that sinful body and that tight pussy. Looks like my fantasies are going to come true tonight. I’m going to make you a real woman!” I struggle to get up when I realized what he meant to do, but Liz had me pinned from above, and Michael held my legs down from below. He lowered his mouth again, and all thoughts went out of my head. He licked and sucked me with his hot mouth and Liz began grinding her pussy against my face again. Holy shit! This was amazing. As I sucked Liz’s clit harder she screamed and came, her juice running onto my face. As I felt my own orgasm approach, I thrust my tongue into her as far as I could to get every bit of her come that I could. I felt her muscles constricting around my tongue, and that was it. I began bucking and thrusting my cunt in Michael’s face and he sucked harder and faster. When I came he continued licking me until I my legs were shaking. Liz moved away and Michael was right there. He began to play with my tits and licked and bit my nipples until I cried out. He pulled me into a sitting position and told me to scoot to the edge of the bed. “Now, Jade, you’re going to learn how to suck cock. I want you to give my balls a good tonguing, and then you will lick and suck my dick until I tell you to stop.” He stood in front of me and I couldn’t look away from his dick. It was so incredibly large in girth and length. How was I going to get that in my mouth? I had no point of comparison, but I figured that most cocks couldn’t possibly be that big. I hesitantly touched him and his cock twitched immediately. I saw a drop of fluid on the tip, and when I touched it he sucked his breath in. Looking up to see if I had done something wrong, I saw a look of pure lust on his face and decided to continue my exploration. His cock was so hard, but so silky and stroked it all over, enjoying the texture. When I touched the head it twitched again, and I realized that it must be sensitive like my clit! I was thrilled with my newfound knowledge and went down to his balls. I cupped them in my hand and began to stroke them. Michael groaned and told me to lick them. I moved my face towards his balls and inhaled his scent. I was turned on by his smell as I began to tongue him. I gently sucked one of his balls in my mouth and felt his hands tighten on my head. I did the same to the other ball and then I moved back up to that incredible cock. I touched the head with my tongue and tasted the salty fluid. I then began to suck his cock. I wanted to get as much of him in my mouth as I could, but he was just too big. I licked and sucked his shaft as he began to thrust into my face. Suddenly he pulled back and put his cock between my tits. He was thrusting harder and harder as my tits enveloped him, and with a loud groan, he came all over my chest. Liz came back into the room with some towels, handed them to Michael and announced that she was going to bed. She leaned over and kissed me deeply and left the room. With one of the towels, Michael cleaned my breasts, rubbing softly and thrilling me with the texture of the material. After he was done he began kissing me. He laid me down on the bed and began kissing me from head to toe. I was so turned on and was extremely wet again. He moved back up and spread my legs apart. He kissed me again and I could feel his cock hard and throbbing against my stomach. “This is going to hurt for a second, but I promise it will be worth it. I’m going to fuck you better than you’ll ever be fucked again in your life.” With that he began rubbing his cock against my pussy. I was so wet that he had all of the lubrication he needed. I was scared to death of that huge dick, but before I could think too much about it he thrust himself into my cunt, breaking my hymen with one hard plunge. I screamed as the excruciating pain radiated through me, and he covered my mouth with his and kissed me gently while he stayed still inside me. After a few minutes the pain did subside, and he began to move slowly in and out of me. I felt like I would rip open, but he kept moving and after a few more times the feeling changed. It started to feel so good; I began to move with him. I wanted to feel that big cock as far in as I could get it. “Oh, yes, your cunt is so fucking tight. Oh, Jade, can you feel how tight your sweet pussy is around my cock? It’s like a glove.” It was tight, and the friction was amazing. He plunged into me a few more times and then he told me to get on my hands and knees. He thrust in my pussy from behind and I thought I would die. It was too much; I couldn’t stand that incredible sensation. He moved harder and faster in and out of my pussy and I couldn’t help but cry out his name. It felt so damn good! When he reached around and started rubbing my clit, I came almost immediately. As I felt my cunt muscles tighten around his shaft, he groaned and released his hot seed. We collapsed in that position until we were able to move again. Learning Experience On the evening following my 23rd birthday I headed over to Danielle's house. I had met Danielle through my girlfriend, Janie. Actually, my ex-girlfriend. I say my ex-girlfriend because the day before, on my birthday, I drove to Janie's house for my "Happy Birthday rough and wild monkey sex" (my words, not hers). When I got to her house I knocked on the door and it swung open a bit. I poked my head in the door and called out "Hello!" and nobody answered. I heard music coming from her bedroom upstairs so I headed up the stairs hoping to find my present waiting for me. When I pushed the door open I saw Janie on her knees with that prick Jeremy's cock in her mouth. It wasn't until they heard me say "You fucking cunt!" that they realized I was standing there. Their reaction was kind of comical. Jeremy stepped away from her trying to hike up his jeans. In doing so he tripped on a laundry basket, fell and bashed his head on Janie's stereo cabinet. Janie just looked at me, dumbfounded. "Hey honey, I didn't expect you so soon," she had the nerve to say to me. Her voice was trembling. "Obviously you didn't!" I shot back at her. As I turned and headed for the stairs to get the fuck out of there I barked "Skank!" over my shoulder. Now, driving along I was feeling like the rebound kid which brings me to Danielle. As I said, I met Danielle through Janie. Danielle was that beautiful girl that always went for the wrong man. She was slender, not too tall with beautiful brown hair and eyes. Her proportions were perfect even though she was sporting a bit of a belly. She had that perfect 22 year old shape. Danielle was so cool and I actually had "impure" thoughts about her from the day I met her. I knew she and her boyfriend, Stephen, were on the outs so I figured that maybe we could "console" one another. When I got to her house her Mom's car was in the driveway. "Dammit," I thought. Danielle lived with her Mom but I figured Diane would have gone out by now as she did every weekend. I pulled my truck into the driveway, went to the back door and knocked. Diane answered. "I'm sorry, Jimmy. Danielle isn't home yet," she informed me. "Would you like to come in and wait? I just made some Hungarian goulash if you'd like to try it." Diane was about 39 or 40 years old. To look at her one could see where Danielle got her beauty from. I'd bet Diane was a knockout before she married Danielle's Dad. Childbirth and I don't know how many years of an unhappy marriage had put some weight on her. She wasn't fat, mind you. She had a great hour glass shape. I guess she would be described at "full figured". I always thought she had great tits. They were big but not huge. Of course, I kept my opinion about her tits to myself. The outfit she was wearing was very flattering on her and exposed her ample cleavage. She had short blonde hair and blue eyes which were traits that didn't carry to Danielle. When she said "Danielle isn't home yet" a glimmer of hope rose in me. That meant she would be home soon. Couple that with the fact that Diane was dressed to go to her favorite club, El Bailar, I figured Danielle and I would have the house to ourselves tonight. I hadn't eaten at all today so I took her up on her offer of the goulash. As I sat and ate she started talking to me about how her date, Rick, had stood her up. He was supposed to take her out to some art show and wine tasting downtown and then they were going to hit the club. Those plans were made four days ago and confirmed yesterday. He never showed. My excitement sank. She started asking me how Janie and I were doing. I gave her the whole story of how I found her with Jeremy. "I always had a suspicion that Janie was a little slut," she told me. "You're better off. A girl like that could give you something that would never go away." I explained to her how I knew to be safe when "having relations". I was starting to get uncomfortable with the conversation. I mean, this was Danielle's Mom for cripes sake. Fortunately she switched the conversation to Danielle and how she wished Danielle would find "a nice handsome boy like me" (little did she know about me) and not some loser like Stephen. She thought that Stephen hit Danielle when they fought, which was becoming more frequent. Just then, Danielle and Stephen walked through the door. "Hey Mom. Why haven't you gone out yet? Where's Rick?" asked Danielle. "He stood me up, so I guess I'm going to stay in tonight," replied Diane. "The four of us can stay in and watch a movie. Jimmy, would you feel like running out to the video store?" "Um, sure, I guess." "Good. Don't get a horror movie. I don't like them. They give me nightmares." When Diane headed down the hall to her room to get changed Danielle whispered to me, "Jimmy, why don't you take my Mom out tonight? I know she would appreciate it. I'm sure she is hurt that Rick stood her up. Besides, I had planned on spending some "alone time" with Stephen tonight." My first thought was "Fuck no!" Why would I get her Mom out of the house so she could stay home and fuck that scumbag who hadn't said one word since he walked in the door? It occurred to me that my chances of getting with Danielle were now somewhere around zero and negative. I also felt bad for Diane. Being stood up like that must have really sucked for her. "Diane," I called. "Don't get changed. I'll take you out tonight." "You will?" she called back to me from down the hall. "Honey, that's so sweet." "I just need to run home and change. I'll be back in about half an hour," I called back. "That's fine. I'll be ready when you get back." Danielle thanked me as I put my coat on to head out. Much to my surprise Stephen shook my hand and thanked me, too. I backed my truck out of the driveway and headed home. I picked out my favorite club clothes. I was really starting to like the idea of taking Diane out. I had never been out with an older crowd and I figured it would be fun to see how "the other half" partied. On my way back to Danielle's I saw a flower vendor on a street corner. I thought flowers would be a nice gesture and would raise Diane's spirits so I picked her up a dozen roses. When I got back to the house she was delighted with roses. At this point, I really wanted to give Diane a fun night out. She was a very sweet lady. Danielle wished us a good time and mouthed the words "thank you" to me as we walked out the door. We took Diane's Cadillac out to El Bailar. We walked into the club with Diane's arm hooked in mine. Her friends were circled around a table in the corner and we joined them. Introductions were made all around. Diane was definitely the most attractive one in her circle of friends and I could tell they were surprised to see Diane with a young guy like me. We all drank Margueritas and I ended up dancing with each one of them through the course of the night. Each time I glanced at our table from the dance floor the ladies were watching me. Well, staring at me. It made me feel pretty good that these older women were looking at me that way. I really had a fantastic time that night. When the club closed we were all pretty drunk. Diane said her good byes and I thanked them all for a good time. When we got back to the house Stephen's car was gone. Diane thought they had another fight and Stephen took off. I hugged Cathy and thanked her for going out with me. "I had a wonderful time tonight," she said. "You really are a sweet boy. I wish Danielle was with you and not that jerk." I agreed, wished her good night and watched to make sure she got into the house OK. Just as I was sliding the key into to the door lock she poked her head out the kitchen door. "Would you like to come in for some coffee before you go?" she asked from across the yard. "Um, sure," I answered, looking at my watch and seeing that it was already past two in the morning. When I stepped into the kitchen she was putting the coffee on. I saw a note on the table in Danielle's bubbly girl's handwriting which said: Mom, Stephen and I went to a party. I'll be staying at Janie's tonight. See you in the morning. Love Ya, Danielle We talked some more about how bad Stephen was for Danielle. When the coffee was finished brewing she poured us each a cup and set them on the table. We took our coffees to the sun porch and each lit a cigarette. While we drank and smoked she told me about her ex-husband and how she had married him to get out of the house. She had Danielle when she was eighteen and her ex was a cheating prick from the day Danielle was born. Diane was raised to stay with her husband no matter what. It wasn't until just three years ago that she had enough and divorced him. "Would you like to see some pictures of me when I was your age?" she asked me. "Sure," I said, "but I don't want to keep you up too late." "Don't worry about it," she answered as she walked out of the kitchen and down the hall. When she returned I saw she had changed out of her club clothes and put on a floor length silk robe. She had a photo album cradled in one arm. The robe was designed to hug her waist and hips. It was very flattering on her and she was very sexy in it. It excited me to see her nipples standing under the smooth material. I mentally chastised myself for thinking that way about my friend's Mom. She sat at the table and opened the album. As she thumbed through the pages and told me about each photo I concluded that I was right about her. She was a knockout when she was younger. When we had finished looking at the photos and drained our coffees she carried the album back down the hall. A minute later she called to me from her room. "Jimmy, would you come help me put this book back on the closet shelf. I'm having a hard time reaching." When I walked in the room she was at the closet door with her back to me stretching to get the book on the top shelf. I walked up behind her, took the book from her hands and set down where she wanted it to be. When she turned her breasts brushed across my chest. "You know, Jimmy, you are a very handsome man," she told me as looked into my eyes. It was the first time she had referred to me as a man and not a boy. "Thank you, Diane. Actually, I do find you to be an attractive woman." What the hell was I saying? This was my friend's Mom, for cripes sake! Diane stepped across the room and sat on the edge of the bed. "Would you like to sit for a minute?" I stood at the closet door for a solid minute not saying a word. I just looked at her. I was frozen. The amazement of my friend's Mother inviting me to her bed just paralyzed me. I watched her as she traced a finger from her neck to the collar of her robe. As her finger followed the line of her collar her robe opened to expose her breasts. Her breasts were large and shapely. They were capped with large pale areolas and her nipples were small and hard. I broke out in a sweat. My mind screamed at me to RUN! This was not supposed to be happening. This woman was old enough to be my Mother! I pushed away any thoughts of getting the hell out of there, stepped across the room, knelt in front of her and took one of her nipples in my mouth. Her fingers laced into my hair and held me there as I sucked on one, then the other nipple. My cock was rock hard in my pants. She stood and pulled me to my feet. I put my arms around her, pulled her to me and kissed her passionately. She grabbed my shirt at the buttons and ripped it open. Buttons flew everywhere. Her hand went to my crotch and rubbed my throbbing dick through my pants. Still kissing me, she ran her other hand across the soft patch of hair on my chest. Her mouth went to one of my nipples and she took it between her teeth. I could feel her working the buckle of my belt and she opened my pants and took my dick on her hand. "Jimmy, you are large for a young man," she said to me as she stroked my cock while staring into my eyes. Each time her hand passed over the head of my rod, my body reflexively jerked away from her. She had a touch that far exceeded anything I had experienced with any girl my own age. It was fantastic. She went to her knees and swirled her tongue around the head of my cock as she stroked the shaft. My pants fell to my ankles and I watched as she toyed with my prick. Diane paid special attention to my cock with her mouth. I closed my eyes and felt her tongue swirl around the head, lick the shaft then lick my balls. With my cock in her mouth again she reached down, untied my shoes and slipped them off of my feet. She pulled my socks from my feet and let go of my dick long enough for me to step out of my pants. I slid my shirt off and stood before her completely naked. "You are such a sexy man," she said to me. "Right now, I'm glad you're not with my daughter." I couldn't have agreed more. She wrapped her lips around my head and slid her mouth down the shaft of my cock until she had taken it all in. She slowly slid her mouth up and down on me and each time she came to my head she would caress it with her tongue. I watched her, entranced, as she gave me the best blow job I have ever experienced, ever. The girls I had been with had nothing on this woman. Her mouth went back to my balls and I started stroking my dick. Her eyes followed my hand as she sucked on my scrotum. Hearing her slurping on my balls made me want to cum right there. I stepped away from her and tried to keep the orgasm from coming. She looked up at me with a knowing smile. This woman was amazing. She stood and went to the bed. Lying on her side she looked up at me and with her eyes on my throbbing cock she asked, "Do you like to eat pussy, Jimmy?" "Yes, Diane. I want to eat your pussy," I panted. She opened her robe the rest of the way and spread her legs to expose a thick pelt of blonde pubic hair. Below it, her pink pussy glistened with fresh juice and her labia protruded from her lips. I laid on the bed and put my mouth on her snatch. Her delicious juice covered my tongue and I pushed it into her. She grabbed two handfuls of my hair as I tongue fucked her juicy twat. "My clit, Jimmy, lick my clit." "Doing as I was told I applied pressure to her swollen clit with my tongue. Her legs locked around my neck and she started shimmying down the bed, trying to get her pussy closer to my mouth than it possibly could have been. I eventually ended up on the floor, on my knees, at the end of the bed. Her legs were still locked around my neck. I slid a finger into her drenched hole and started fucking her with it. "Ohhhhhhh, Jimmy, that is soooo goooooood," she moaned. Her legs snapped open and she hooked her hands around the back of her knees, holding her legs in the air. I kept sucking and licking her clit and finger banging her cunt. Her body started to buck and it was all I could do to keep my mouth on her wonderful snatch. "Oh, Jesus Christ, Jimmy. Keep doing it. Keep doing it! It's so fucking good! Make me CUM!" I put all the pressure I could on her swollen and throbbing clit. Her clit had gotten so huge that I was able to gently take it between my teeth. I slammed two of my fingers into her twat and she screamed. "Oooooooooooooohhhhhh, JIMMY! IT'S SOOO GOOOOOOOOD!" My mouth filled with her cum, and I swallowed it all. She pushed my head away from her snatch and twitched on the bed as the orgasm ravaged her. I sat on the floor in awe just watching her. No girl I had ever been with reacted the way this woman had. Juice was still flowing from her pussy down the crack of her ass. I immediately stood, took a hold of her and rolled her to her stomach. I grabbed her full round ass and spread it open. She opened her eyes and, in the mirror on her headboard, she saw my mouth going for her asshole. "No Jimmy!" she cried as she tried to squirm away from me. "I never had... I don't want you to... Please don't!" I dug my nails into her skin to keep her from moving and plunged my tongue into her hole. As soon as she felt the moist warmth of my tongue on her rectum she instantly relaxed. I spread her cheeks as wide as I could and rimmed her hole with my tongue. I put my fingers to her clit and found it was freakishly large. This shocked me and made me hotter. I rubbed it firmly and quickly. "God, Jimmy. I never thought it would feel this good!" I opened my eyes to see her watching me in the mirror, eating her ass. She had a hungry look in her eyes that excited me beyond belief. My hand went to my cock and I started stroking it as my tongue worked on her hole. When I pulled my mouth away she turned and watched me as I stood at the foot of the bed, stroking my prick and playing with my balls. Her fingers went to her pussy and sunk deep into her hole. For a time we stayed there, watching each other masturbate. The site of her fingers in her pink flesh slightly hidden behind the mat of thick blonde pubic hair made me want to cum right then, but I wanted more from her, and she wanted more from me. "Jimmy! Jimmy, I want you in me! I want to feel you in my pussy!" She called out to me, still violently rubbing her enormous clit. I crawled onto the bed, lay on top of her and slipped my cock in her waiting cooze. I felt her fingernails dig into my back as I pounded on her pussy. Her twat was soaked and I could feel her juice running onto my balls. She lifted me off of her a bit and wrapped her arms under her tits. "Suck them, Jimmy. Suck on my nipples," she ordered. Still fucking her sweet cunt I took a nipple in my mouth and sucked hard. She arched her back and held my head with one hand and her other beautiful breast with the other. I batted her nipple around in my mouth with my tongue and gave the occasional nibble. I was close to filling her with my hot sperm. "Jesus, Diane. I'm gonna cum. I'm gonna fill your pussy!" "No!" she screamed and pushed me off of her. "I'm not ready for you to cum. You wait here. I'll be right back." She got off of the bed and left the room. I almost lost my mind. I was about fill her with my hot load and she told me to stop! My cock was throbbing and my balls were aching. I could hear her talking to me from down the hallway. "Jimmy," her voice was faint coming down the hall but still audible, "the only two men I have ever been with were my husband and Rick. Both men only fucked me the same way you just did, on top of me. I want something different and you aren't cumming until I get it." My mind raced through the different positions that I knew as I heard her bare feet on the hardwood floor, coming down the hall. My cock was pulsing with the blood engorged in it. When she came back in the room I could see she was holding something in her mouth. She grabbed the base of my prick and put her lips to it. When my head spread her lips apart, ice water ran down my shaft and I could feel the ice cube on the head of my dick. The coolness on my cock caused my need to shoot my load to disappear. It felt wonderful. "Oh my God, Diane. That feels so good. Oh yes, suck on me Diane. Suck my cock!" I watched my rod disappear into her mouth until her nose was in my pubic hair. The cold from the now melted ice cube was still in her mouth and it felt wonderful on my throbbing prick. She sucked my cock slowly, taking the taste of her pussy off of me and letting droplets of cool water run down my dick and onto my balls. It was so fucking good...and soothing. Her lips slid slowly up and down on me and she held my scrotum gently in her hand. It was beautiful to watch. She made a slurping noise each time she came up and took my entire rod with each down stroke. She opened her eyes and saw that I was watching. She smiled at me with her eyes. I lightly ran my fingers through her hair. I reached down and took a nipple with my free hand and gently twisted it. All the while she cradled my cock with her cool tongue and slid her mouth up and down. When she felt my body was completely relaxed she took her luscious mouth from my cock, sat me on the edge of the bed and knelt in front of me. Learning Experience "Now Jimmy," she said as she laid my shaft in her cleavage and pushed her tits around it, "as I said, the only way I have ever been fucked is the regular way. I want something different. I need something different." As my thoughts went back to various different positions she started moving her body up and down so her tits were stroking my cock. She smiled at the look on my face when it occurred to me that I was fucking her tits. No girl I had ever been with had tits big enough to fuck. This was amazing, and it felt incredible. "Climb up on me," I said to her wanting her pussy now more than ever. "What? I don't understand." "Sit up on my lap and slip my cock inside you." She smiled and did as she was told. A long moan escaped her as she slid down on my rod and wrapped her legs around my waist. Sitting on the side of the bed with my feet flat on the floor I drove my cock deep into her. She squealed with each thrust. Simultaneously we turned our heads and watched ourselves in the mirror on the headboard. Her legs were locked behind me. Her arms were around me and her tits were pushed flat against my chest. We could see the sweat glistening on our bodies. I could feel her cream running down my cock to my balls. I wrapped my arms around her ass and stood, lifting her and driving my dick deeper into her cunt. I carried her across the room with my cock still inside of her and put her back to the wall. Her nails dug into my back again as I stabbed and pounded my cock into her deep hole. She took a handful of my hair and pulled my head back. Her mouth went to my neck and I could feel her teeth close around it. She squeezed me tight with her legs and her thighs began to twitch. "This is so fucking good, Jimmy. I love it! I LOVE IT!!!! God, it's so... fucking... GOOD!" I drilled her twat until I could barely hold her up. I turned and carried her back to the bed before I dropped her. As she let herself fall to the bed I could feel her nails scratch across my back. The pain was terrible and exciting at the same time. Her back hit the bed but she didn't release her legs. I drilled her harder. "Your pussy is so good Diane." I closed my eyes and the words just spilled out of me as I screwed her snatch. "I love your pussy. I love your CUNT! You are the best...the BEST! You suck me so good. You will always make me hard. I will always want your pussy, and your tits, and your ass. No woman will ever compare to you. Your taste, your heat, your beautiful breasts. Your tits felt so good wrapped around my cock! I can't wait to fill you with my hot cum!" When I opened my eyes I saw Diane staring at me, and smiling. Her eyes would briefly close from the pleasure of each thrust of my shaft but I saw that she watched me and listened to every word I said. Her legs relaxed from my waist and I grabbed and lifted them so her feet were in the air, putting her calves to my chest. I drove into her harder and pinched her nipples. Her arms were extended out across the bed and she thrashed her head from side to side. "Your cock goes in so deep when you fuck me like this, Darling! It feels so good!" "Do you want it deeper, Baby? Do you want it deeper?" "Oh my God! You can go deeper?" She was now looking at me in disbelief. "Yes...I can! Do you want it?" "Yes, I do! Fuck me deeper, Jimmy! Drive it deeper into my pussy!" I put my hand on the backs of her knees and pushed them to her chest. Her ass lifted off the bed and her face went to her tits. I drilled my rail into her as hard as I could, again and again. My balls were slapping on her ass and she reached between her legs and started rubbing her sticky, swollen clit. "Oh Jesus, Jimmy, I'm going to cum! I'm going to cum! Fuck me hard and deep! Give it to me hard and deep! YOU'RE MAKING ME CUM!" With every ounce of energy I had left I reamed her cunt as hard as I could. Her hand was rubbing her clit so fast the motion was a blur. The sound of my balls slapping on her ass filled our ears. All at once her pussy tightened on my cock, she threw her arms out, arched her back, turned her head to one side and screamed, "Oh, JIMMMMMMMMYYYYYYYY! Ooooooohhhhhh, that's it! I'm cumming! It's so FUCKING GOOD!!!!!!!!! She tried to push me off of her. I could feel her legs trying to straighten but I kept them pinned to her chest and slammed my cock into her dripping snatch. She kept screaming and begging me to stop. I turned my head to the left and looked into the headboard mirror. When I saw the refection of her bent up like that and me railing her twat the orgasm tore into me. "Oooooooooohhhhhhh GOD! Diane, your pussy is fucking WONDERFUL ON MY COCK!" I screamed, and with a final hard thrust my rod exploded into her hot dripping hole which was already filled with her own cum. I could feel her body shaking underneath me. When she felt the pressure of me holding her down relax, she pushed me with her legs. I fell to my back on the floor and laid there. My cock was covered in my cum and her cream. I closed my eyes and soon felt her mouth cover my shaft. I tried to squirm away. The feeling of her lips and tongue wiping my cock clean of the steamy, sticky fluid was just too much. She dug her nails into my hips and would not let me move until she had it all off of my prick and balls. When she finished she lay down next to me and draped her arm over my chest. I turned my head to face her. We kissed and drifted off to sleep. Learning Experience Diane walked to the dresser and refilled her glass then topped mine off. After replacing the bottle in the ice bucket she started undressing me. I couldn't take my eyes off of her while she was removing my clothes. When I was naked we wrapped our arms around each other and kissed. Her bare breasts were pressed against my chest and I could feel myself start to get hard. We went to the hot tub and I was about to climb in when she stopped me. "Will you do that thing with your tongue for me?" she asked, holding my hand. "What thing?" I wasn't sure what she meant. Without saying a word she bent over the edge of the tub and spread her ass open. I had to oblige her. I went to my knees and slipped my tongue into her crack. I started by rimming her ass with the tip of my tongue and then pressing on her hole. When I opened my eyes I could see her face in the mirror on the wall behind the tub. Her eyes were closed and she was smiling. "Hhmmmmmmmmm. Oh, Jimmy," she said. "I could get addicted to this. I never, ever would have thought of doing something like this. It feels so lovely." I pushed harder with the tip of my tongue and slid my hand up between her legs. She spread them a bit to allow me to start rubbing her clit. Her pussy started to drip and her clit swelled until it was poking out from between her lips. I moved my tongue from her ass to her snatch and back to her ass again. I had to have a taste of her delicious pussy. I started screwing her twat with my tongue and rubbing her asshole with the tip of my finger. When I felt she was very relaxed I started pushing my finger into her. "Ah, easy Jimmy, slowly," she said in a breathy sensuous voice. "Be...careful...honey." Her words were broken by the sensations running through her. "Right...there...just...hold it for a minute", she instructed when my finger was completely buried in her rectum. I continued to eat her pussy and felt her anus relaxing around my finger. I slowly slid it out of her and pushed it back in. Looking in the mirror again I saw her eyes were still closed but her smile faded and was replaced by a look of decadent pleasure...and lust. My cock was completely hard. "Slide it in and out of me, honey," she requested and I responded with the rhythm of my strokes. "Oh, Baby that is so good. It feels so wonderful." By now her hole was completely relaxed and I wanted to take it a step further. As I slid my finger out of her she let out a soft moan. She stayed bent over the tub as if anticipating my next move. I pressed the head of my stiff cock on her hole and held it there, waiting to see if she'd pull away. She didn't move. One of her hands went to her clit and started rubbing. Very slowly and gently I spread her open with the tip of my prick and stopped when the head was swallowed by her ass. On her face in the mirror was the look of pleasure...and a bit of pain. I stayed where I was. "Ah...ah...Jimmy...mmmmmm...ah...I...don't think...I'm ready...for this...just yet. Please stop." As badly as I wanted to sink my shaft into her virgin ass, I understood. I slowly backed away from her until my cock was free from her tight ass. I knelt and licked her a bit more hoping to soothe her. Her moans returned and I looked in the mirror a final time to see her eyes closed and a smile on her face. She pulled away from me and climbed into the Jacuzzi. When she was seated, I handed her the champagne glasses and climbed in. We kissed and talked while we finished our drinks. There was no hurry because there was no worry of anyone walking in on us unexpectedly. "You know, Jimmy," she said to me sounding a bit serious and nervous, "I know that at one time I would have liked to see Danielle get together with you but now, after being with you like this, I don't think I'd be comfortable with it." "No, Diane," I replied, "I couldn't be with Danielle. It would be too strange. Besides, I was thinking about how you've spoiled me." "I've spoiled you?" "Yes. Do you think I could be with a woman closer to my own age after experiencing the pleasures I have with a woman like you? I have a feeling that it would be a disappointment." "I can understand that. I remember how awkward I was when I was your age." She seemed to relax and smiled a sweet smile. "You've enjoyed me that much?" "Yes. I have." I set my glass down on the tiled edge of the tub. I put my fingers to her clit and took one of her nipples in my mouth. Gently sucking on her and rubbing her swollen button I felt her take my cock in her hand. The feeling of the heat from the Jacuzzi and the gentle touch of her hand was amazing. I slid one, then two fingers into her and started sucking her nipples harder. He hand continued the smooth gentle motion up and down on my shaft. Now I was throbbing and was ready to cum. She must have sensed it because she took her hand away and asked me to stand. When the cool air hit my warm body my nipples went instantly hard. My cock was throbbing. Diane wrapped her fingers around the base of my shaft and kissed the head. "You have a beautiful penis," she said. It's larger than most and not in any way is it unattractive. I love the way slightly curves up. The skin is so soft and smooth and the head is so tender. Your hard penis feels so good in my pussy and it's so comfortable in my mouth." With that, she took my dick in her mouth until the tip of her nose touched my pelvis. Slowly she slid her mouth up and down on me and I saw her briefly look out of the corner of her eye at the image in the mirror. This brought my attention to the mirror and I watched her reflection as her magnificent blow job continued. With every stroke of her mouth she took my entire cock and cradled it with her tongue. The motion was always slow. Never did she speed up. She would look up at me and I could see the smile in her eyes when she saw how enthralled I was with watching her reflection. The bubbling water line was just under her breasts and, by the motion I could see of her arm and shoulder, her hand was massaging her pussy. The orgasm was rushing up on me. Remembering how she didn't want me to cum too soon the last time we were together I tried to pull away. "No Baby," she said while taking a firm grip on my shaft, "I want your cum. I want to taste it." As soon as her mouth was on me again my cum gushed into her mouth. "Oh, Jesus. Diane...Oh my God! You are so wonderful! Yes! Take my cum! Take all of my cum!" The words poured out of me like the cum filling her sumptuous mouth. She kept sucking me until I had no more to give and I could barely stand. When she freed my cock from her mouth I sat down in the tub and the bubbles from the air jets cascaded over my softening, sensitive penis. Diane climbed out of the tub and retrieved another bottle of champagne from the little refrigerator. I studied her naked body while she popped the cork. She was a beautiful and sexy woman even though she had gained some weight since her younger years. The delta of blonde hair between her legs was arousing in its rarity. As she walked back to the tub my eyes fixed on her breasts which were as beautiful as she was. She refilled our glasses and set the bottle on the edge of the tub. When she put her leg over the side to climb in, my attention was drawn to her pussy. I could still see the tip of her enlarged clit exposed from her pink lips. She looked at me and smiled. We sipped our champagne and sat in silence, her head on my chest, until our glasses were empty once again. "I think we should get out. I'm starting to prune," said Diane and she stood up out of the water. As she climbed out of the tub and examined her ample clit once again, she looked at me and smiled. When I was out of the tub I wrapped her in a towel and dried myself off. She took the bottle from the edge of the tub and, with our glasses freshly filled, we sat at the table. "I'm sure you've noticed that my clitoris is larger than most," she said out of nowhere. "That bothered Rick. He said that giving me oral sex wasn't exciting for him because he felt like he had a little penis in his mouth. I didn't really understand it and I was disappointed. I saw you looking at it, studying it. Is it unattractive to you?" "No, Diane. I think it's very erotic. Rick is a fool." I leaned forward and put two fingers on her bloated clit and gently caressed it. "I was surprised, I have to admit," I continued, while rubbing it in a circular motion, "but I am very excited by it." Diane opened her legs wide and I went to my knees in front of her. I took her clit between my lips and simulated the remarkable blow job she had graced me with. Her head tilted back and her hands laced into my hair. "Oh, Jimmy. That is so good. You are so good for such a young man. You should be proud of your talent." Her pussy started to flood and the aroma filled my nostrils. I stopped the oral massage of her clit intermittently to slip my tongue in her slit and taste the savory juice. "Keep doing that. It feels so amazing," she said in that sexy, breathy voice. She took her hands from my hair and I opened my eyes to see them cover her tits. She slid down in the chair and spread her legs wider to give me the best access to her succulent snatch. I continued my "blow job" and her body started writhing in the chair. A river of cream flowed from between her inflated lips. She pinched and pulled her nipples. When her legs locked around my neck I knew climax wasn't far off. I pressed her throbbing clit between my lips and tickled the tip with my tongue. Her drenched pussy started to quiver. "Oooooooooooooooh GOD!" she screamed and pushed my face into the soaking flesh between her legs. "Keep doing that! Keep doing it Jimmy! Oh GOD, it's wonderful. Jesus! Eat me! Eat me Jimmy! Eat my TWAT!" She leaned over me and dug her nails into my back when the rapture enclosed on her. I felt her whole body tighten for a moment, tremble and then relax. She leaned back again and released her legs from around my neck. I slipped her clit in and out between my lips and she pushed me away. Her reaction to what I had done for her was so intense my cock became stiff and started throbbing. The taste of her snatch was strong on my lips. I licked them and relished the flavor. Dew from her twat glistened on her blonde carpet of fur. I watched while the tremors running through her body subsided. She lifted her head, opened her eyes and saw my enormous erection. She grabbed my hand, pulled me from the floor and led me to the bed. "Fuck me. Fuck me with your huge cock!" she howled. Diane fell to her back on the bed and opened her legs wide. I went for another taste and she stopped me. She wanted my dick and she wanted it now. I climbed on the bed and knelt between her legs. When the head of my prick separated her twat lips she grabbed my hands, put them on the backs of her knees and drew them to her chest. I pressed her knees until her ass was off the bed penetrated her saturated cunt. Keeping her shoulders pinned to the bed I assaulted her snatch with my pulsating rail. She screamed with every thrust. When I looked into her eyes I saw she was staring into the canopy above the bed. I quickly turned my head and saw that the underside of the canopy was mirrored. When I turned back she looked at me with a devious grin. "Do you like watching me banging on you? Do you like seeing this young man fucking your pussy?" "Yes, Jimmy! YES! You make me so fucking hot and your cock is so good. I love seeing you drive it into me!" After a few more thrusts I could feel her trying to push me off with her legs. I gave in and fell to my back. Instantly her mouth enveloped my cock and she licked her juice from me. I stared up into the mirrors above us and watched the back of her head bobbing on my rod. With my prick still covered by her mouth she turned me so we were on our sides, she opened her legs so one knee pointed to the canopy and started fingering her sodden hole. It was the hottest, most erotic thing I had ever seen. If I hadn't already had my first orgasm I would have filled her mouth with my goo right then. She kept ramming her fingers into her twat while my cock slid in and out of her mouth. I wanted to eat her ass. I pulled my prick from her mouth, licked the pussy lube from her fingers and put her on her hands and knees. I spread her ample ass and drove my tongue into her hole. "Oh YES!" she shrieked, "Eat it again! Eat my ass, you dirty boy! Eat Momma's ASS!" As I worked her hole with my tongue my hand went to her soggy snatch. I viciously rubbed her massive clit and her body heaved and jerked from the sensations. She twisted a pillow in her arms and told me to sink my cock into her cunt (her words, not mine). I knelt behind her and hammered my prick into her sopping hole. "Ahhhh! Ahhh YES! YES...Jimmy! Fuck it! FUCK MY PUSSY!" Diane wailed. She screamed "Give me MORE!" and I plunged my finger into her ass. Her orgasm ripped through her and she buried her face in the pillow and let out a long muffled cry. "Ahhhhhhhhhhhhhhhhhhhhh!" Picking her head up, she bawled, "FUCK YES! You are SOOOOO GOOOOOD!" My balls slapped on her soaking pussy lips. I tilted my head back and watched the scene in the mirror above the bed. Her body rocked back and forth. I now had two fingers in her ass and my prick railed into her twat. "Jesus, Diane! I want to fill you with hot load!" I roared. "No! Try and put it in my ass! I want to try and take your cock in my ass!" I pulled my fingers from her ass and she gave a carnal yell. I slipped my dick from her pulsing and reddening twat. I threw her onto her back and again, pushed her knees up to her magnificent tits. My cock was slippery with her cream and I gently slipped it deep into her ass. Her hand went to her snatch and vigorously massaged her giant clit swathed in her own sweet pussy lotion. We both watched in the mirror above the bed as my shaft drilled her tight virgin ass. I couldn't keep my climax at bay any longer. Her hole was so fucking tight on my cock. "Diane! I have to cum! I have to! I can't hold it any longer!" "Do it, Baby! Do it! Fill Momma's ass with your cumshot!" My cock detonated in her anus. I drove my dick deep into her with every shot of steamy sperm. I leaned forward over her and sucked hard on one of her nipples while I ejaculated into her rectum. Her sticky hands went to my head and held me there. With my final thrust, I jammed my cock into her ass as deep as it would possibly go. With my load spent, my body melted on top of her. She took my face in her hands. I could smell the potent twat juice on her fingers. We kissed long and deeply. I took her fingers and licked the delicious nectar from them. We both watched in the mirror as I carefully backed my softening rail from between her cheeks. When the head was free a trickle of my cum dribbled from her gaping hole. I turned her on her side and lay behind her with her back against my chest. I draped my arm over her and rested my hand on her trembling pussy, feeling the moist heat. "Jimmy, you have given the best sex I have ever had in my life." "I'm so glad that I could. You have done the same, Darling." Lying like this, we fell asleep. Learning Experience She was my first lover, a good friend and an excellent teacher. She was also about 20 years older than me. She was our high school English teacher and yearbook adviser and I was a gawky, bookish, somewhat nerdy 18-year-old. It was the nerdy 1950s. She was divorced, no children and no great beauty, rather thin and bony, but she had a warm smile, a friendly attitude and she loved to teach. It was early spring, we were close to deadline on the yearbook and I was the editor. She asked me to bring some pictures and copy to her house to work on that evening. We had worked closely on the project for months and sometimes just the two of us but never with such privacy. I knew she liked me, most of the teachers did because I was attentive in class, asked good questions and got excellent grades. I never suspected that she had any sexual interest in me and I can't honestly say I was attracted to her, except in the sense that any heterosexual young male is attracted to any presentable female, but we had good rapport and enjoyed each other's company. We finished our work about 8:30 and she asked if I would like something to drink before I started home. She carried a couple of glasses of cola into her living room and sat down on the sofa. I started to sit in a chair but she motioned me to the sofa beside her, explaining that I could put my drink on a coaster on the coffee table in front of it. She knew that I had a scholarship to the state university and would enroll in the fall. We talked about the college experience and she told me what to expect in the classroom. Then she said, "Don't forget to have some social life. Getting to know people and how to react in social situations is one of the most important things you'll learn in college. You'll get to meet people from all over the country - maybe even all over the world. There'll be lots of interesting people there and," she smiled, "lots of girls." I returned her smile, shook my head and probably blushed. "I'm not very good around girls," I said. She reached out a hand and placed it gently on my arm and said, "Maybe all you need is a little practice." I smiled shyly and said, "That's easier said than done." "Maybe all you need is a good teacher," she said and placed her other hand on my shoulder. I gulped and said, "Would you like to teach me?" She nodded and, turning slightly, shut off the lamp by the sofa, leaving only the light from the kitchen where we had been working at the table. I didn't move and just looked at her expectantly. She put one hand on my face and gently touched me on the cheek and ran her fingers lovingly down toward my neck. Then she put the other hand on my other cheek and slowly brought my head toward hers. She kissed me lightly and then more deeply and than slipped her tongue into my mouth. "That's called a French kiss," she said. I nodded my head. I had done that already with one girl that I had dated but that was the extent of my sexual experience. We kissed like that for what seemed several minutes. I could sense her breathing quickening and I could feel my young cock springing to full attention inside my blue jeans. We stopped to catch our breath and I said, "What do I do?" "Just do what seems natural but whatever you do, do it slowly and gently. Women and girls need a slower pace than do men and boys. Just remember that slow and steady wins the race." Thus instructed and empowered I dropped my left hand to cup her right breast. Through the thin material of her blouse I could feel her bra and, under it, a very warm breast and a stiffening nipple. By this time I was getting very excited and my cock was hard as a rock. I started to unbutton her blouse and she stopped me and said, "It'll go faster if I do it." I watched as she unbuttoned her blouse and dropped it to the floor and then she reached both hands behind her back and undid her bra. She shook it free and I gazed with wonder at the first live female breasts I had ever seen. She told me to take off my shirt and I did. I reached out with both hands and began to touch and caress her breasts. They were small but well formed with brownish nipples. I moved my face to one of them and eagerly put my mouth on a nipple, sucking and licking on it. "That feels wonderful," she said. I began to alternate my oral attentions from one breast to the other, playing no favorites. Then she gently pulled my face away from her breasts and said, "It's time for our next lesson." She began to remove her shoes and socks and motioned for me to do the same. Then she stood up and removed her slacks and stretching out her hands, pulled my up to stand in front of her. She was still wearing her panties. I began to unbuckle my belt and she said, "Allow me." She dropped my pants to the floor and smiled and made a little growling sound in her throat when she saw the bulge in my jockey shorts. She deftly dropped my drawers and dropped to her knees in front of me and delicately put my stiff young cock in her mouth. I was in heaven. Sensing that she was dealing with a hair-trigger she stopped, stood up and took off her underpants. Worshipfully I looked at the first adult female pussy I had ever seen. It had a lot of very curly, very dark brown hair surrounding it. She laid down on the floor and I stretched out beside her. I put my right hand on her pussy and my middle finger instinctively began to explore it. I was thrilled to feel how wet she was and was extremely turned on by the distinctive odor that emanated from it. It is my favorite perfume to this day. She put one hand on my cock and began to gently stroke it. "Would you like to know how to please any woman in the world?" "Most definitely." "Then do with your tongue what you're doing with your finger. It's like French kissing, only better. In fact they say that the French invented it. The clinical term is cunnilingus." "Is that French?" "I think it's probably Latin," she laughed. "But who cares." I got on my knees and knelt in front of her temple of life. She reached around, got a pillow off the sofa and placed it under her butt, elevating her pussy and easing my access. Hesitantly I stuck out my tongue and tasted her. I loved how she tasted. "Lick up and down and around," she said and I did. 'Now, put your middle finger inside me," she said and I complied. "Now move your finger around and in and out." She began to moan and to move her pussy against my face. She grabbed my head with both hands and pulled my face inside until I was almost surrounded by snatch, ear to ear. Then she pulled my head and said, "Stick out your tongue." I did and she moved my head, moving my probing tongue upward until it reached what felt like a little nipple near the top of her portal. Still holding my head firmly she moved me up and down, using my protruding tongue like a finger. "Oh baby, that feels so good," she said. "What's this called?" I asked, pulling my tongue back momentarily. "That's my clitoris." "Is that French or Latin?" "Who cares. Now get back to work." I resumed licking what I now knew was a clitoris and she dropped her hands from my head letting me proceed on my own volition. "That's a good boy," she said. "That's a good boy, that's a good boy, that's a good boy, that's a GOOD BOY!" At that point she began to buck and heave and I realized that I had caused my first female orgasm. She reached down and pulled my mouth away from her pussy. She lay almost motionless with her legs still spread wide apart. After a moment or two she seemed to regain her composure and she said, "Oh sweetie that was wonderful, wonderful, wonderful. You get an A Plus." Needless to say I felt about ten feet tall. She smiled, reached out her hand and began to stroke my cock. "I don't need to tell you what to do now, do I," she asked. I smiled, shook my head and moved my body closer to hers. She took my cock and placed it right at the entrance to her vagina. "Now, come inside but do it slowly," she said. I tried to comply, moving as slowly as my young hormones would allow and I marveled at my first entrance into a tunnel of love. Her pussy seemed to welcome me and the feeling of her around my cock was indescribable. Much better than jacking off, I thought. Sensing my eagerness she said, "Fuck me, baby, go ahead and fuck me." I started to pound away, burying my cock deep inside her pussy to the hilt. "Come on baby, give it to me, give it to me, give me all you've got, give me all your sweet cum." So I did. That was the first of several sessions with my teacher. Sessions that regretfully had to end when I took a job out of town for the summer. While I was away she wrote to me and said she moving to another school in another state, to a better job for better pay. I never saw her again but I will never forget her. Learning Experience An education is a wonderful thing. Higher education is even better. But those who choose to give back and teach others who are learning, that is the most wonderful. Meg had graduated as salutatorian in high school. She was all about books and school functions when in high school. Oh sure she dated, but her dates were more on the order of an escort to a function; nothing serious at all. When she entered college she was not a virgin, but the only reason she was not was her need to know about what she talked about, she had sex once for analytical reasons. Meg never thought she was good looking. She thought her legs were too short and too big. She knew her breasts stood up good; they just were not as big as some of the other girls. In reality Meg was a beauty. She was about 5'7" weighed about 120 Lbs. Her hair was normally red or auburn, but at times she streaked or frosted her thick, healthy, shoulder length mane. Her eyes were dark brown and had a sparkle that could put anyone into a trance. Her complexion was clear and pure; she seemed to always have a tan. She never burned. When she looked as if she was blistered, she never peeled; her skin just turned a deep brown. Meg's breasts were a very eye catching D. Her nipples were not easily aroused, but when they were they had a definite upturn and got rock hard. Her tummy was flat and her waist trim, but her butt and legs were the eye catcher. Meg's legs were not long and skinny as she wished they were. They were full and muscular solid legs. The muscles in her thighs rippled and cut with every step, and they were deep tanned as far up as Meg would let you see. Even though Meg was not as sexually active as some of the girls in her high school, even some of her friends; she still was very capable of using her sexuality to her advantage in any situation. Meg thought it was so elementary the way she could take control of a class. There were many times she would awake of a morning in a very mischievous mood. This mood would usually be indicated by how she dressed her firm voluptuous tanned body. Her hair and make-up would normally be the same except for maybe a little extra emphasis to her deep brown eyes. She either wore a very skimpy bra or no bra at all, under either a short tight top or a button down collar shirt tied at the waist. Her gorgeous butt and legs she either displayed in painted on starched Rockies with boots, or a full mid-thigh skirt that showed her entire thighs when she sat down and crossed her legs. To make it even more treacherous, under her skirt she wore a skimpy pair of white panties that flashed her full mound when she sat down or when she crossed and re-crossed her legs. Men and boys alike were very in tune with her every movement especially when there was a chance to see those lily white panties at the top of those gorgeous tanned legs under her short skirt. Meg having not had a really good experience with sexual intercourse used this as her fore play and had a really good relationship with herself and her tiny vibrator. When Meg made the change to college she felt as though things would continue as they always had; she could take control whenever she needed to accomplish whatever she desired. Meg was in for a change in her life. It was a good change, but she did not realize this when it all began. Meg entered a small southwestern college the first semester following high school graduation. She was excited at the changes. For starters she lived in a dorm and not at home. The structure of school was completely different, but that was alright too. Meg was put into a completely different set of circumstances, and certainly a tougher curriculum. Meg studied hard and really was buried in her schooling. As always she did not really show that much attention in the boys around her, and she used her body and her alter ego for her own gains; when she felt she needed that extra push for a grade or special recognition. There was one class that Meg had a particularly hard time making the grade. She studied hard but seemed to just miss the boat when the grades were handed out. Meg had what she thought was success with her normal high school teasing, but he just seemed to take it in and not be that affected by her antics. Meg had decided she just did not have what it took to interest this man, so on the last class before Thanksgiving she was totally surprised when he stopped by her desk and asked her to please meet him in his office at the end of the day. Meg had a blush thing going on, but promised she would be there immediately following her last class. She took inventory. Today she had worn a faded pair of starched Rockies that showed her ass and legs off as nothing else she had could. She had on her boots, so that gave her that attitude when she walked. And finally, when she got dressed this morning, she had decided on a thong and no bra. The thong because she did not want any panty lines and no bra because she just wanted to feel free on the last day prior to Thanksgiving break. Looking down at her breasts after Professor Green asked her to his office, she realized her nipples might be a little more excited than they should be. Amazingly enough when Meg knocked to enter Prof Green's office her nipples were still rock hard and they had been that way so long they felt very tender on the ends. Prof Green had an eye for Meg since the first time he saw her. He recognized something about her that he did not see often. He recognized she was very in tune with the power her body gave to her, but he also realized she did not use her gorgeous body to its potential. When the door opened and Meg entered, the first thing he saw was her gorgeous brown eyes. He could tell from the concern in those eyes she did not know what to expect. Then immediately he received the message from her nipples; she was more than concerned, she was interested. As he continued his own inventory of what she brought with her, she could only blush and hold an inner grin. Prof Green saw the slightest hint of her tan belly between her top and the top of her jeans, a slight bulge to the right of the seam in the front of her jeans, and her gorgeous legs stretching to the max these faded starched Rockies. Her hair was full and flowing down on her shoulders, and the boots she wore caused the muscles in her legs to flex and cut as she walked. He got a twinge in his expectant man muscle. Prof Green asked her to have a seat in the chair beside his desk facing him. He reached into the bottom drawer and pulled out a bottle and asked her if she cared for a drink. Meg was not much of a liquor drinker, she preferred beer, but she said sure. Prof Green poured them both two fingers of Scotch then handed hers to her and clicked his glass to hers and threw it back. Meg followed suit. It felt good. Prof Green then pulled a file out and immediately became the professional Professor Green. He pulled out her most recent papers and looked them over; refreshing his memory and also making her crazy and throwing her off balance. Meg not being used to Scotch was amazed how warm and relaxed she was feeling. She sat back into the plush leather chair and crossed her beautiful right leg over her equally beautiful left leg accentuating the under side of her full right thigh. She did not have to look down at her breasts to know that her nipples were still on high beam and actually wishing they could feel the open air and not be constrained by even the thin top she was wearing. When the Prof looked back at Meg he looked at her over the top of his half glasses. Before he had a chance to utter a word Meg smiled, and while lifting her empty glass toward him, asked him if he was ready for another drink. Now the Prof was off balance. Was he sure he had her figured out, or was he in her grasp. He immediately took her glass and poured them another drink; three fingers this time. He was already almost mesmerized by this gorgeous young woman. Her deep brown eyes completely enveloped him. He had every intention with this meeting to take control of the situation and have her following him and not let her know he was following her. Meg uncrossed her legs and leaned forward to take her glass and again they clicked glasses and threw their drinks back to the back of their throats. Man that was warm going down. Prof felt it all the way down to his stomach. He also felt the jump in his jeans when he observed Megs nipples protruding and her cleavage when she leaned toward him to click their glasses. Meg now sat on the front of her chair with the look of a student concerned about what her Prof was about to say. In reality she was positioning her body in a manner that Prof would be taken aback and possibly loose his train of thought. Prof Had looked back at the papers and now returned his attention to his student. By this time he too was feeling the kick of the Scotch. He felt warm all over and his manhood was rapidly filling the tight small space his Wranglers provided. She was smiling. He immediately took off his glasses, stood and walked across his office wishing she would look away so he could rearrange his package so that he would be more comfortable. Meg was getting in over her head. She had never been in this type of situation. Hell, she had only let one boy get past first base; and that was strictly for analytical purposes. She knew, and was sure he knew she was playing this by the seat of her pants. Actually, Meg did not know how true that was! Prof walked over to the window and did what he could to shuffle his now swollen member into a position that he was not so uncomfortable, it wanted to be released from these jeans and explore what was in those jeans across the room. Meg also needed to get up and rearrange the seam pressing on her now swollen vulva. She followed her instincts and walked over to where Prof was standing. She completely blew his mind when she cupped the left cheek of his ass with her small right hand. She also pressed her breasts against the left side of his body when he lifted his arm; they struck him just below his chest level. When Prof let his arm fall around her luscious shoulder and pull her into him stronger, there was only one place for her left hand; she filled it with the package in the front of his pants. Meg now had a solid grip on his ass with her right hand, a firm but gentle grip on his package with her left hand, both nipples drilling holes in his left side, but she had total control of him with her soft deep brown eyes hypnotizing his entire body through his soft blue eyes. It seemed as though it was Prof's move. He gathered as many brain cells as were still available and took her beautiful auburn hair covered head in both of his hands and pulled her mouth to his almost lifting her from the floor. When Prof pulled her around in front and almost off the ground Meg released his ass and his package and wrapped her entire body around this gorgeous man. She wrapped her arms around his neck; and when he explored her mouth with his hot tongue she wrapped her muscular left leg around his legs pressing her swollen vulva into his now gorging manhood. They both could hardly breathe. Prof was totally engulfed by this wonderful gorgeous redhead. There was nothing else around him or anything that interested him except what he had in his arms and what he was kissing. When they broke their kiss and opened their eyes into each other again there was no question to the amount of passion passing between them. Prof said he had wanted her from the first time he saw her. Meg said she felt the same, but would feel cheap if he took her womanhood for the first time in his office. Prof was amazed at what she said but was in total agreement. They unwound from each other; put the Scotch back in the drawer, then left the office for what would prove to be the most wonderful Thanksgiving either of them had experienced. It proved to be a learning experience for them both. Learning Experience Melissa's short brown hair bobbed around her face as she rushed down the hall, heels clicking over the linoleum. She had twenty minutes to make copies, call an angry parent and enter two stacks of exams into her grade book before the next class period began. As she hurried down the stairwell, she cradled the master copies in one arm to hide the way her breasts bounced with each step. A few confident senior boys nodded and murmured "Good morning Ms. Dawson" as she passed. From the way they glanced at her and quickly diverted their eyes or shifted the position of their notebooks to cover below their belts, the two sheets of white paper did not accomplish their task. She smiled in return, pretending ignorance. What else could she do? Apologize for her poor choice of outfit today? She knew that the cloth of her blouse showed the lacy texture of her bra, just as she suspected that anyone behind her could see more than they should be able to. The cute boy's brief style panties that seemed like a good idea at the time would not stay in place, leaving half her bottom exposed through the satiny gray skirt. In fact, her panties were riding up uncomfortably. If she had the time, she would stop in the restroom to make the adjustments, but she just couldn't spare the extra moment. None of this would have been a problem if she had gotten to work on time this morning. But, as usual, her boyfriend had rolled over on top of her three minutes before it was time to get up. And as usual, her alarm clock went off before he did. She had spent the next thirty-five minutes--time she was supposed to use to shower and dress--pinned under the rutting lummox while the radio blared mindless radio chatter. Though she had given him all her customary moans of encouragement, it still took so long that she considered letting him stick it in her ass just to speed up the process. Luckily, he must have found the right lumberjack (her way of thinking of whatever fantasy he needed to rid himself of his morning wood) before she verbalized her time-saving offer. He never gave any consideration to her schedule. Or the fact that this was the third time this week that he made her late for work. Or that she hadn't had a genuine orgasm in a month, for that matter. Apparently, a loud groan in her ear and a "have a good day, babe" reeking of morning breath was all satisfaction she required. If not that, then surely the damp panties because he refused to wear a condom would serve as a reminder of how lucky she was to have a pro athlete waiting for her at home. Usually, she could shrug off her grumbling and plan to turn the circumstances in her favor when he came over to her apartment that evening. But today...he just didn't seem like he was worth the effort. In the few moments he had left her this morning, she had rushed to shower and dress. She cut her knee twice as she shaved, but was out of hose to hide the knicks. She accidentally grabbed mousse instead of styling putty, so that her hair fluttered around her face with the lightest breath of air rather than staying put. She threw on the first matching outfit she pulled out of her closet and dressed as she ran into the living room to gather the papers she had been grading the night before, slipping her arms into the straps of her bra, hopping into her skirt, and fastening the last few buttons as she rushed down the steps to her car. It was only after she got to school and noted how the students, especially the boys and her male colleagues, were looking at her that she paused to catch her reflection in the office window. She was dressed like a slut, with the cum dripping down her thighs to prove it. She just wanted this day to end. With relief, Melissa slipped into the office, past the cluster of teachers at the mailboxes, into the empty copy room. She tossed the master copies into the tray in the first available machine and hit the button. The machine hummed to life, sucking in the first sheets and spitting out duplicates. Next order of business was to fix her panties. Keeping her eyes on the window in the door that peered into the heavily populated office, she slipped one hand along her inner thigh and tugged her panties down into place properly. Melissa's face burned with the possibility that someone would come in and catch her. Her fingertips came away damp and the signature scent seemed to fill the room. This was the last straw. He had to start wearing condoms. She reached for the tissue box before she smeared it on her master copies, or worse, the copiers themselves. Would anyone notice if that happened? If the entire school was distributing copies marked with the dripping fingerprints of one of their youngest teachers? The box of tissues was empty. She stared at it, considering wiping her fingers inside before throwing it away, but fearing that someone would know, when two tissues appeared in front of her, offered by a petite hand. Melissa jumped, her cheeks blazing. She had thought she was alone in the copy room. The last thing she wanted to do was acknowledge the other person, but it would look worse if she didn't. "Thank you," she said, accepting the tissues and wiping her fingers without turning. She couldn't think of a passable lie quick enough to explain what she had been doing. "I'm so embarrassed, but--" "Don't be embarrassed," a soft voice interrupted. "One time, I threw mine away in the girl's locker room because it was easier not to wear them." Melissa knew immediately who it was: Kate, the new Spanish teacher. The citrus scent of perfume surrounded her, as sensual as the other woman's breath on the nape of her neck. Melissa flushed hotter, feeling guilty and excited at the same time. A few months ago at a staff meeting, she'd been so bored that she had snapped pictures of the people on her cell phone who she'd be willing to have sex with. Only two teachers had made the list--the new journalism teacher, a tall and broad shouldered, muscular man with an easy smile and the math teacher who had that distinguished, Sean Connery charisma that still made him attractive despite the fact that he was older than her father. On a whim, she'd also snapped a picture of Kate, admiring her perky curves, her blonde curls, her easy smile and the glint in her blue eyes, as if she had a secret she'd never tell another living soul. The other pictures she had long since deleted, but Kate's she'd kept for some reason. As motivation to go to the gym more often, Melissa had told herself. But now, with Kate standing behind her so close that her nipples pricked Melissa's back, she had to be honest with herself--she kept the picture because she was attracted to Kate, plain and simple. Perhaps Kate was only trying to help. But if she didn't feel some of the same desire, wouldn't she have stepped away by now? Melissa looked up and saw six people in the office outside the copy room door--their principal, Steve, included. Her skin flushed, and her panties were damp again, but this time she couldn't blame her boyfriend. This was madness, Melissa thought. If one person turned to look... She could see the headlines now: Lesbian Teachers Fired for Copulating in Copy Room. But nobody was looking. As the copy machine continued to hum and spit out duplicates, she shifted back against Kate's soft body. Kate leaned into Melissa, one hand resting against her thigh, her lips bent to her ear. "The smile was for you," she whispered. The words sent a shudder through her and gave her the courage to cover Kate's hand with her own and guide it up her leg, under her skirt. Kate's fingertips brushed underneath the elastic edge of her panties as her tongue traced Melissa's ear. "How did you know about the picture?" Melissa breathed, turning to face her. The back of her neck still prickled with the fear that someone might see them, but standing breast to breast, looking into Kate's heated blue eyes and heart-shaped face, the danger seemed distant and unimportant. "Watching you is the only way I can stay awake during those meetings," she answered. Melissa smiled, leaned forward and kissed the other woman. Kate's lips were soft and demanding and tasted like strawberries. The tip of her tongue darted into Melissa's mouth. Tingling, burning, a shock of desire rolled through her and she pulled away with a gasp. Kate giggled at her reaction and brushed Melissa's hair back from her face, cradling her cheek. "You've never done this before, have you?" "What?" Melissa's whispered, trying to catch her breath. "Made love at work?" "No," Kate laughed again, her eyes sparkling. "I mean, you've never been with another woman before." Her hand trailed down Melissa's neck, over her collarbone, to the buttons of her blouse. Melissa shook her head, unable to speak as Kate deftly unbuttoned her blouse just enough to expose her lacy bra. "Someone's going to see us," she protested weakly as Kate cupped one breast, dragging her thumb along Melissa's heated skin at the lacy line of her bra. "We shouldn't do this here." Kate silenced her with another kiss, her lips moving over her jaw and down her neck, down... A moment later, Melissa gasped at the warm mouth on her breast. Kate pushed the lace aside and her tongue teased Melissa's nipple, around and around. When it stood erect, she moved to the other one, sucking lightly. "Kate..." Two fingers slid up her thigh and inside her. Her swollen lips parted easily, still wet from being ridden hard earlier that morning. Kate's touch was gentle and agile and unlike that of any man Melissa had ever been with. The Spanish teacher stroked and probed, dipping deep inside her unexpectedly. "Kate...Katie...stop, please," Melissa moaned, leaning back against the copy machine before her knees gave out. "What if someone comes in?" Kate bit her nipple lightly in reply, thrusting her fingers deeper as her moist thumb slid back and forth over Melissa's clit. That pushed her over the edge--she dropped her head back as the climax rose up and rippled through her in silken waves. In the same instant, the bell rang, masking her audible cries. The hallways overhead were heavy with student footsteps. Muted voices swelled outside the door. The copy machine's droning had finally ceased. By the time Melissa came to her senses, Kate was wiping her hand on another tissue. "I carry my own supply for special occasions," Kate said, flushed and smiling. She crumbled it and cast it into the trash can. Melissa breathed a smile but couldn't speak. She stood panting while Kate slid her bra back into place and buttoned her blouse for her. The other woman picked up a stack of papers and began to walk away when Melissa caught her wrist. "I owe you," Melissa whispered. "I want to repay--" The door opened suddenly behind her. Melissa jumped and turned to the copier, scooping up the thick stack of papers. Kate breezed through the door as the principal, Steve, came into the room. "Kate, Melissa," he greeted them with a nod and fed papers into the machine as she followed Kate out the door. Was it just her imagination, or had his eyes lingered on her longer than they should have? Did he suspect? Had he seen something? She paused in the hallway to check her mailbox and glanced back. Steve stared at her through the window of the copy room. As soon as he caught her glance, he diverted his gaze. He must have seen, she thought. Her tousled hair, her flushed cheeks...dead giveaways by themselves. And how much noise had she made? Even the bell ringing might not have been enough to drown out her cry... Clutching her papers, she walked through the office and out into the hallway to her classroom. Eyes followed her the entire way there. The history teacher, the custodians--every male staff member--even the students, boys and girls, looked at her as if they knew. Melissa forced herself to breath easier. She was just being paranoid. Even if someone had seen her and Kate, there was no way that the news had traveled all over the school in the few moments it had taken her to walk upstairs. Her lips were still swollen with Kate's kisses. The friction of her panties as she walked was maddening. She was sated, yet yearned for the promise of what would follow when she repaid her debt. Students began to file into the room behind her. She couldn't think, couldn't teach the lesson she had planned. She set the stack of papers on top of the filing cabinet and rummaged through the drawers for a video. Dead Poet's Society or something that would put them to sleep so that she could sort out her thoughts...and think about how she would repay Kate when she had the opportunity. As Melissa put the video into the DVD player, she caught her reflection in the TV screen. Her eyes went wide. No wonder everyone had been staring at her. even in the muted image of the screen, she could see it clearly--one button of her blouse was undone, her shirt askew, and in the gap, her erect nipple protruded, still pink and damp from Kate's mouth. Learning Experience The Teacher heard his doorbell ring. He left his lesson planner and the papers he was grading on his coffee table and got up and walked over to answer the summons. He opened his front door to find the Concerned Mom waiting patiently, on time for their appointment to discuss the problems her son was having in his Biology class. He immediately noticed the way she was dressed. The Concerned Mom was short and solid with auburn hair, with her substantial breasts enhanced by the rather tight shirt she was wearing. It was a Henley-style shirt, with only half of the buttons attached, allowing for a fair amount of cleavage. The sight struck him immediately, and he realized this could turn into a very interesting evening, if he was willing to take a chance on losing his job. The way she carried herself and the aura she exuded, he thought, it might very well be worth taking the risk. "Come in," he said. "Welcome to my home." She stepped up and crossed into the foyer. As she passed by, he extended his hand to guide her, touching the small of her back. He felt what was almost an electrical shock when he made contact with her, a shock that reverberated through his entire body. And he could sense a similar reaction from her, a hesitation and perhaps a slight shiver as she walked alongside him into the living room. She stopped and turned to face him as his hand was still in contact. It slid from her back to her side as they stood quite close together. "I appreciate you seeing me after school hours," The Concerned Mom said. "I'm sorry I couldn't come during the regular time for these kind of meetings, but I had to work. You show great dedication to your students, because most teachers wouldn't meet this late, and in their own home, to boot." "Well, thank you very much," he said. "The welfare of the students I teach is very important to me. And in the case of your son, there's some urgency to the situation." She grimaced. "I know," the Concerned Mom said. "He's been struggling with Biology since the beginning of the year. His grades are so horrible that he's in danger of flunking, and that could ruin his chance to graduate and get into college." "There's no reason he shouldn't be able to get at least a B," the Teacher said. "He's obviously very bright, very imaginative. His problem is that he doesn't seem to put any effort into his work, when he even bothers to turn it in." He paused. "A lot of students complain about all the work they have to do. I have a simple philosophy – you have to do the work to learn anything. To really internalize the knowledge, it takes a lot of sweat. I work them hard because that's the only way to really get anything accomplished, in Biology class, or in life for that matter." "I understand that," she said. "I've always felt that way, too. Anything worth doing means you have to be willing to work at it. And I'm willing to do whatever it takes to help my son pass this class." "Well, the first thing is to get him to do the assigned work. He can't move forward until he stops moving backwards. That's physics, not biology, but the principle applies here as well." She gave the Teacher a long look. "I've been pushing him to do that, and he's finally started listening to me. But I'm afraid he has too much ground to make up to really get his grade to where it should be. This isn't my best subject, so working with him on this won't help him all that much." The Concerned Mom stopped, then took a deep breath and began speaking in a nervous tone. "I know you don't have time to give him extra help. Maybe you can tutor me on Biology, and I can do what I can that way to help him." She licked her lips and gave a nervous smile. The Teacher couldn't believe what he heard – and saw. His stomach gave a lurch, and a little further south, he felt a stirring. Oh my, he thought, I hope I'm not misreading the situation. But if I'm not.... He gave a small smile and asked "What do you mean?" She inched closer, and put her hand on the inside of his upper thigh. "Whatever you think is necessary, I'm willing to do." "Really?" "Really. I mean it." She licked her lips again, and smiled. He looked her in the eye, then his gaze traveled downward, and he saw her cleavage and her breasts straining at the fabric of her shirt. He shivered just a bit and again looked her in the eye. She smiled again. He took the plunge. "I'm more than willing to tutor you on Biology. I recommend we begin immediately. There's no time like the present." "I agree," the Concerned Mom answered and moved closer to him on the couch. Her shifting of weight caused her breasts to jiggle and he noticed that her nipples had become erect. He felt his own body stir in response. "Biology is a broad subject. Which part of biology interests you most?" She smiled. "That's easy. Human sexuality is the one part of biology that I've always really enjoyed. I'd like to learn more about it. Would this be a lab class?" He answered immediately. "Absolutely. The only way to really learn things it through hands-on experience. It's also the most enjoyable, especially with this segment of the study of biology." The Teacher turned to her and placed his hands on her breasts. She shivered and leaned into his touch. He began. "Human females are the only mammal that has breasts that are large even when they're not nursing young, to attract and keep males interested." She placed her hands on top of his. "Do you think my tits are large? Do they keep you interested? They must. You kept staring at them earlier tonight." He squeezed gently. "They certainly are. They're quite beautiful." "They're prettier when you can actually see them." And with that, she took her top off, and undid her brassiere. "Is that better?" He swallowed to regain his composure. "Absolutely. Your tits are incredible." He leaned over and took the left nipple into his mouth and began to lick and suck on it. Her breath caught, and she grabbed his head and pressed it to her and gave a little moan. Then suddenly, she pushed him away. "Not so fast. You take your shirt off, too." He began to comply, and then stopped. "I have a better idea. Let's head back to the bedroom and get undressed. That should make it easier to continue the tutorial." She nodded, and got up off the couch. They walked back to the bedroom and closed the door. He took off his shirt, and she moved close to him. "Let me help," she said huskily and began to unbuckle his belt and unzip his pants. Her hand stopped when the zipper was lowered, and she gave his rapidly growing member a gentle squeeze. "Nice." She reached into his briefs. He had his own answer to her caresses. He reached down and undid her jeans, unzipped the fly, and began pushing not just the jeans but her panties down her legs. They both stopped, and completed removing their clothes. He marveled at her tits once again, and his growing reaction to her body made her smile. "I'm ready to continue the tutoring session," the Concerned Mom said and walked over to the bed. "Waterbeds are nice. They're nice for a lot of things." She then pulled down the sheets and lay down on the bed. He walked over and lay down beside her. "Human sexuality is an amazing thing," he said. "Men are visual creatures. The sight of tits like yours is certainly very arousing, as you can see." "I see that. Hard to miss something that size." She smiled. "I certainly wouldn't want to miss that!" She reached down and grabbed him. "Foreplay is important, isn't it?" He gasped at her touch. "I know I've always enjoyed it. I really like sucking dicks, especially big ones like yours." Before the Teacher could react, the Concerned Mom shifted on the bed and began to take his rigid dick into her mouth. She licked around the head, and then dipped her tongue along the glans and he let out a moan. She smiled and then began taking the shaft into her mouth, a little more each time until he was halfway engulfed between her lips. She began bobbing her head in rhythm. That's when she looked over at the large mirror alongside the bed. She pulled his dick out of her mouth and spoke. "I really like watching this. Don't you?" She returned to work, but instead of sucking on his dick, she dipped her head lower and began licking his balls. "Boy, these are nice balls." He let out another moan. She took one into her mouth, sucked briefly, and then repeated the process with the other. He began to moan again. "Something wrong?" she asked with a mischievous look on her face. "N-n-n-n-n-o-o-o-o-o," he stammered. She then sat up. "What about other kinds of foreplay? You know, like eating pussy?" "Well, that's something else we can cover," he said. "Please lie down and spread those lovely thighs of yours." She smiled and did just that. The Teacher scooted into position and took a deep breath and inhaled the scent of her excitement. "Pheromones are very important," he said. "Breathing in the scent of your pussy gives me the indication that you are really, really horny and ready to be licked and eaten like this." And he went to work. First, he ran his tongue around her pussy lips, completing an entire circuit. He then turned his attention to her clit, which was reddened and engorged and obviously very stimulated. He began to lick and suck on her clit, and she let out a moan. He then moved down her slit to the hole. He again took in her scent with a deep breath and began sliding his tongue into her pussy. She let out an even louder moan, and he realized that's what really got her going. He stiffened his tongue as best he could and began thrusting it in and out. She moaned again, louder and grabbed his head with both hands and buried him deeper into her pussy. He kept thrusting and licking, enjoying the taste of her excitement. Her juices were flowing, but he knew this was just the warmup. Time for the main event. He pulled his face from the "Y' formed by her shaking legs and moved away while she gave a little moan of protest. He laughed. "That was just getting things ready for the most important thing of all." He smiled. "All of that was just getting your pussy prepared for the real deal. Do you like fucking? Do you like the feel of a dick inside your pussy, filling it up?" The Concerned Mom looked at him. "Of course I like fucking. I especially like fucking big dicks like yours. Now!" The Teacher smiled, and complied. "Here we go. Your pussy is so wet and ready." He slid into her and heard her gasp and she hitched her hips to accept him into her tight slit. He stopped, slid out almost all the way, and slowly, thrust after thrust, worked his dick deeper and deeper inside her. Each thrust was met by her rocking her hips to pull his dick deeper into her pussy. "You like how that feels?" he gasped. "Your pussy is so wet and tight and perfect, and oh my god I'm going in deeper." She began saying "Yes. Yes. Oh. Yes." Then all conversation stopped. Both the Teacher and the Concerned Mom were beyond speech. They rocked and thrust and rocked and gasped, faster and faster, their breaths catching as they sped toward that goal. Explosion. His world seemed to end, his head exploding, his balls contracting as he began to come deep inside her, shooting huge gobs of his essence into the core of her very being. She too began to cry out as her pussy walls began pulsing and contracting in giant spasms. It seemed to go on forever, and it seemed to end in an instant. The feeling of timelessness ceased, and all motion stopped. He felt her pussy gushing the cum he had just filled her with, deep inside to her core. He paused and looked down at her. The Concerned Mom looked up and said, "You're a very talented teacher." "You are an amazingly gifted student," the Teacher replied. "I believe you need more tutoring sessions, however." She nodded. "I agree. I like learning things, especially with your one-on-one instructional style." He smiled at her. "You know, laying here like this, with my dick deep inside that beautiful pussy of yours, you have never been more beautiful. You look ravishing, laying there naked with your legs wrapped around me." She laughed. "You just ravished me. And I'm not totally naked. I have your cum leaking onto my legs." She then thrust her left arm into the air, and indicated the ring on my finger. "I also am wearing this wedding ring." He took her hand, and kissed the ring. "It's a beautiful ring. I wouldn't have bought it for you all those years ago if I didn't find a ring as beautiful as the bride who would be wearing it." Learning Experience In the next few years that followed, the three of us spent many nights enjoying each other’s company and skills. Michael and I were married two years later and we still can’t keep our hands off of each other 20 years later. Sometimes I even go to his office for a good hard fuck during the day, and we always include my sister on the anniversary of our first time!