0 comments/ 169017 views/ 17 favorites Art Class By: Rainbow Skin Somehow I had managed to volunteer to take over from Pauline, who was ill: the art class needed a model, and this wasn't the first time I had modelled. It was too cold and inactive to promote much thought of sex, and the money was small though it helped, and I was trying to do something with flutes in my head that wasn't ready to be written down yet. So I put my instrument away in its case and my music, my own and other people's, away in my portfolio, and burdened with these and an overcoat I made my way over to the art department in the Halston Building. With a single awkward glance at the eight or so students, who were also trying to ignore me, I introduced myself to Mrs Westman and put myself in her hands. My possessions and then my clothes formed an irregular stack at my side, and I followed her suggestions to give myself a tired, rather hard-done-by pose, face up and eyes shut, supported on one arm so my breasts were thrust out somewhat; but at least my legs were close together and the males would have to use their imagination to get much of my groin in. I took another look at what students I could see from this angle: Pauline's friend Ilona, whom I knew, and who had persuaded me to replace her, because I had been doing some private modelling for Ilona in the meantime. Several others I recognized from when I had last done this a few months back; I'd once had coffee with tall, studious Graham. The arm support might have looked elegant but I quickly knew it was wrong for me. It began to ache too soon and I had to keep surreptitiously adjusting myself. There was an interruption when someone else came in and I allowed myself to sit up properly for a few moments, before asking Mrs Westman to help me get back in position again. The composition for three flutes wouldn't come right, and perhaps never would, and I stopped thinking about it. I planned my dinner (all those mushrooms going off), reviewed what was on television (The Bill was all I cared to see), and wondered if I should borrow ten or twenty pounds from my brother. I'd arranged to meet him at five o'clock. Then I realized that might be frustrating, as I couldn't remember arranging anything; all I'd said was that I'd be over there at five if he wanted to meet. My business calls are very short and tend to miss out crucial details. Although he studied in this department I had no idea what his timetable was or where we should meet: by a main desk somewhere? We had another break and I was waggling my numb arm when I saw Tom there in front of me: he was sketching away as if he'd never seen me before, until he too looked up and met my eyes. I think we both looked sort of horrified at first, but of course I knew it was only natural he should be in this class, and it was no worse revealing myself in front of him than others. The pale cold film that had gripped my throat and chest retreated somewhat, my stomach flutters calmed down, and when I had to resume my pose, eyes away and closed, I reconstructed what he could see from the angle by the door where he had sneaked in late: one breast from the side, almost from the back. But all the time after that I was thinking about Tom looking at me. I'd never been so self-conscious during a public session. Ilona's private sessions where she saved my modesty by drawing my face as an abstracted oval without my features were another matter. How would I move to avoid him seeing more? It really made a difference if he had seen my nipple, I don;t know why. In the end that was impossible, because when class ended I had to get off that supporting arm and walk up and down just to recover myself, so everyone saw everything. Ilona had bounded up and was talking to me; Tom was stopped half way towards me. I was facing him full-on so I smiled and beckoned him closer. Further hiding was pointless. When my muscles had recovered enough to reach down for my clothes I picked up my pants and used them to gesture between Tom and Ilona, introducing them. Ilona acknowledged him briefly and went on with her enthusiastic point, forcing me to listen still naked as I tried to take in her ideas for an enormous mural combining fresco and mosaic. Tom just stood watching us both but of course I could feel his eyes discreetly raking my boobs and pubes and bum, no gentleman. I eventually put on my panties and went for my bra. Now he acted the gentleman and took the straps from me to fasten it. I wondered whether he was just as fast at undoing them. Then Mrs Westman came up to talk to me, Ilona collared her, and I got to dress in peace unmolested except by my brother's gaze (I almost thought he was teasing me doing it) and that of a couple of other male students in the distance who were having unaccountable difficulty putting their things away. I wanted a very quick snack in the caf and to touch Tom for a bit of money, but Ilona insisted on dragging me to her room, fortunately not far, to see some new elemental sketches she was thinking of blowing up for the mural: tree roots, sand bars, all slightly clichéd. I cursed Pauline heartily and all her arty friends. To my surprise she mad us tea first. Tom and Ilona had known each other by sight, of course, and got into a conversation about teachers, as she became curiously coy about showing her ideas to a fellow artist, but Tom was admiring the folio of branch shapes and leaf patterns, so I could switch off for a while. I was looking at a book of Benin bronzes and Yoruba heads sipping my tea when I caught Ilona saying, "Do you mind, Lucy?". I assured her I didn't, I was fine here, and I carried on absorbed. "They are fantastic," Tom said in awe, overdoing it a bit. I heard the rustle and heavy flap of cartridge paper and his sudden intake of breath. After the second or third gasp of admiration I started to get annoyed: Ilona's excitement could blind her, but she wasn't completely thick, and my brother was laying it on with a trowel. "Isn't she beautiful?" said Ilona nervously. "Oh Lucy," Tom breathed. My bowels froze and crashed down into my genitals. I spun round and saw that they had the portfolio of me, very nude, very exposed, spread out in every direction. "Oh fuck," I yelled, "not those ones!" Ilona was crestfallen and jabbered about him being my brother and already seeing me and she thought I didn't mind. Tom was -- I couldn't look at Tom. I had knocked tea all over her bed and her book and I was shaking very hard as I tried to collect all the drawings back again. Ilona saw danger to her art from the spilt tea, and dabbed at it with tissues, then rushed out of the room. All this time Tom said nothing and did nothing, but when I finally shoved them all brutally back into the portfolio and thrust it away from us, I knew I was bright scarlet and on the point of tears. Ilona came back with a mass of toilet paper, mopped up, and went out again. I had had to move away from where she was mopping and the only place left was right beside Tom. I felt him move away as if to avoid touching me. I didn't blame Tom for anything, so that brought on the tears. We were holding each other, he was trying to calm me, I was hugging onto him because he was the only person who could help me, and that way we stayed when Ilona came back. She said nothing but I could feel her looking wretched. I was too shattered to go out in public yet so I just had to abuse her hospitality for a while. She understood. My brother's hug was nice; I really didn't blame him for seeing me that way, and hoped it wouldn't affect anything permanently. I took in the scent of his bottle-green jumper, worn too many days, the light warm pressure of his hand on my back. He offered to escort me home and I told him that was silly; but I wanted to get out now so I said, "Let's go somewhere". We wandered the streets like lovers, arms around waists, and found a café specializing in ice-cream concoctions. I wanted a sugar hit. We took a cubicle for four and piled all our equipment and coats in the back of it and finally sat facing one another. For some reason he had taken, or I had taken, or had let him take, my hands in his. And that was the first time we looked into each other's eyes. He began to apologize again and I stopped him. I just had to face him and look into his depths and assure myself nothing had been spoilt in our standing. We sat like that until we were waited on, then we sat like that until our sundaes came. A little before that I had made some halting explanation of why I had posed like that for Ilona under condition of strict anonymity and facelessness, and he told me how brave he thought I had been, how much he admired me for having done it at all. The ice-creams came and we had to disengage. One of us, I'm not sure who, perhaps both together, made a slight head gesture of approach, and we leaned forward and kissed on the lips. A slow kiss, no passion, none at all, but a great deal of love and trust. So then we stuffed ourselves and had a couple of strong coffees before deciding to go off for some real food and a bottle of Rioja. They also did mushroom pancakes, which we both liked the sound of. We were relaxed by then and laughing a lot. I took Tom's hand again and squeezed it. "It's not everyone who's lucky enough to see his sister like that," he laughed. "Well that's the last time." "Oh, I haven't finished my picture!" "Oh that thing. I haven't seen it. Let's see it." "Here?" "What have I got to hide?" I said, rolling my eyes. The wine came and I poured us both a glass as Tom struggled to get his sketch pad from his bag. To prepare me he showed me all the sketches from the start, including a couple of other nudes, much to the interest of the waiter who lingered indiscreetly in putting down our food. I told him we were coming to one of me naked so he should buzz off. I think in the course of the next ten minutes he managed to pass our table four times. Tom was pretty minimal. He was good at strong lines, a few curves joining to convey a precise momentary image. He avoided detail, at least in his sketching. A stranger would not have recognized me, had I not been here to compare: I was as stylized as, say, the Little Mermaid of Copenhagen, especially with my head turned away like that. Yet I could see it was me, and I could see that he saw it specifically as me. He had never seen either my breasts or my bottom before (not in adulthood) but had captured the exact sag and flab that I tutted at in the mirror. One nipple rose, a cobweb of sexuality atop the alabaster. I looked up at him and grinned in acknowledgement. His eyes glittered. He was pleased with the effect on me. I wanted to say something encouraging but nothing seemed right. So I took uup his hand and kissed his index finger. We finished our meal and, since neither of us had plans and it was now past seven, we decided we'd see a film. At that time there wasn't much choice, because we didn't have time to go further afield, so we sat through a "screwball" romantic comedy with no laughs and no sex and no point, and I sat on an aisle seat because of the wine, leaning on his lovely body half going to sleep, very comfortable with his arm round me; almost without words we agreed to give up on it. We disturbed few people in the cinema. I was tired but wanted to do something more. If I was a clubbing and dancing sort of person that would have been ideal, but I wasn't (and we had all our stuff) so I let Tom guide me, just let him choose the transport, and I was bursting for a leak by the time we got there. But it was a good little Hampstead pub and I felt I could settle in there for the night. After a lemonade I switched to vodka, since it was obvious I'd have to get a cab home. At closing time I told him I was going to ask at the bar for a number, and he told me not to, as he could put me up at his place. This made perfectly good sense so I agreed without thinking about it any more. It was only a short trip by bus. I leaned across the table to kiss him to say thank-you, and he took my head in his hand and stroked my hair. It was so nice. Our tongues touched a bit because we had our mouths open. I didn't mean to do that but it felt thrilling and moreish just like when you do it with a boyfriend. We did it again waiting at the bus stop, kissed with our tongues, I mean. Only this time it went on and on, passion and submersion and eternity. You never ever want to get out of that ocean of kissing, you think it should go on for as long as you can stand there, giving you more strength for keeping on finding new ways of doing it. Tom and I did part. So then I began to ask how I felt about him. He had both my hands compressed gently between his, and was touching very light kisses across my hair and face and on my ears. I wanted more with tongues, I wanted more, but needed to recover the energy. Tom took one hand away from mine and felt my cheek, pushed up my chin a little, brought his hand down tremulously on my throat to -- The bus arrived. At home he turned on music and we kind of danced to it. I tried to get him to do a minuet and a gavotte and each of the other movements, but he was uncoordinated tonight and soon gave up, so we just swayed in each other's arms. I loved the sensation of him kissing me so slow and wet up and down on the neck, pricked by his stubble and squashed tight against him, legs mixed in with legs. The phone rang. It was immediately apparent it was Hilary, his girlfriend. They had a brief friendly conversation but a bad note crept in: Tom called me over and got me to speak to her. I said hi and just told her what he had already said, slightly puzzled by something in it, and then I realized why it had sounded fraught between them before I'd spoken. "Oh you suspicious cow, you thought he had a girl up here!" "Sorry, Lucy, but you know men. Can't trust 'em an inch." "Yeah. Rotten to the core. You coming over and join us?" When I said that Tom's expression clouded. I noticed because I'd been giving him a big smile: I hadn't seen Hilary for yonks and really liked her, and I hoped there was nothing wrong between them, no reason why they might not want to see each other. But she said it was almost midnight and there was no way she was venturing out. I draped myself over Tom from behind and nibbled his neck as he made his final endearments to her. So we all said goodbye and that was that. Tom asked me if I would like another drink but I said no, I was fine. Actually I was a bit tired by now. I mentioned this. So he went and got a nightgown for me, and held it up for my approval. I said it was a bit skimpy, wasn't it? A bit on the sexy side? Did Hil always wear that sort of stuff? When she's with me, Tom explained, and only at first. I laughed at that. I could just imagine Tom ripping off -- now wait a minute. That thought with that particular nightgown on that particular night gave me a nasty shock. Where exactly was I going to sleep? The sofa in the front room was way too small, and full of junk. I doubted I could fit on it and I'm sure Tom couldn't. I was hauling the things off it when Tom came up to me and held my arms, said not to bother. I know I looked oddly at him then. He said the bed was plenty big enough, and I said no way, uh-uh, I don't care what you've seen today and even if I am a bit drunk (which I wasn't), I'm not sharing a bed with you. He looked a bit hurt and surprised at that, did Tom, and I suddenly thought perhaps I'd said a very silly and petty thing. I remembered thinking by the bus stop that if this was anyone but my brother I'd probably be going to bed with him when we got home. I honestly didn't know what to think. Well I'd be in a nightgown after all, even if it did show quite a lot -- and he'd seen all that and a lot more today anyway. So he offered to pay for a cab home. Now that really was silly and I told him so, but I couldn't be cross. I apologized in case I'd been rude. He held me and looked at me up close and we stared into each other's eyes for a while, and I really didn't know what to think. That turned into tonguing. How? I didn't want to do it any more, but of course once we'd started it was wonderful. I was quite piqued when he stopped, to go and open a bottle of merlot. He poured a glass for himself and I refused, but when he brought it over to me, swallowed a mouthful, then brought his mouth back to mine again, I wanted them both, wine and tongue, wine and tongue. So we ended up on the sofa, all its contents piled on the floor around us, two glasses on the table, and in each other's arms and kissing like there was no tomorrow. My sex was wet, very wet. My nipples were stiff, and tingled every time they pressed against him; my face was flushed. At this point, feeling all this, I began revolving in my mind whether if push came to shove I could go to bed with him, not just bed, but make love, let him enter me, give way to the familiar throes of passion with my own brother. The answer should be obvious: no. But no specific good reason came to mind why I had to say no. I apprehended that he had long since decided that we should have intercourse: when? Kissing at the bus stop? When he first saw a picture of wide-open labia? That first glance in the art class, or years before, as teenagers, growing up in propinquity and familiar with all my body but the sexual secrets? He was trying to lead me to it. Part of me wanted to struggle to escape. Oh god, he had his hand down my front, down my bra, he was rubbing my breast, twirling my aching nipple, oh god, it felt so good and right and this was my last chance to say no. "Please don't touch me." "Whaat??" "Not like that... please... even if I say yes... please please don't touch me... even if I want you to." "Lucy, Lucy, what, how can you --?" "I want to. But please. Don't." He removed his hand and actually stopped holding me, which was not what I wanted, nor did I want him to get cross with me or feel let down. Just no further. Half my thoughts were already on what it would be like underneath him with him pressing into me and making me gasp. We made a confused mess of apologizing to one another; sat awkwardly apart. He suggested coffee, which I accepted. We watched television for a while. That kept us sober and occupied, and I did snuggle back under his arm after a while. At last, when we were both close to asleep, he tried to move me off so he could make up the sofa for himself; but I was sure by now that was unnecessary. In the bedroom we stood uncertainly for a moment. His pyjamas were laid out on that side and my nightgown was on this. Feeling more self-conscious than I thought I should be I stripped off, glancing at Tom from time to time to let him know that watching me intently was okay by me. I dropped my bra; his gaze bore into my breasts: I stepped out of my pants and let him see everything again. I just stood there quite open to him: he was looking at me, and my body, with perhaps the same curious and perfectly natural expression I had. "Your turn," I said. He stripped off too, and when he was at his underpants he seemed to slow down. My heart skipped a beat or two as he revealed his penis, expanding as I watched, pointing towards me. He stood like that facing me. We laughed, for want of anything else to do. He walked nearer. Close enough to touch. His penis pushed sideways on my belly and, slipping down my leg, that was what I felt as his hands took my back and pressed me to him and one hand slid down and rubbed my bottom, and our lips touched and parted and our tongues did in dumb show what we both wanted his penis to be doing inside me, so close down there -- and which I was touching, just holding, in my hand, as one does a friend's hand for comfort. So we separated and I put on Hilary's absurd nightshirt and he his pyjamas, which were unable to disguise his erection. Tom turned the light off and we got into bed together, snuggled up, kissed more, and locked into each other's limbs trying to compose ourselves to sleep. With one of his hands softly stroking the rounding of my breast and the other doing it to my thigh, in a different motion so that I didn't know what to expect, but perilously near at times to my liquid centre awaiting him, I was happy. Art Class Prologue: Valentines to remember Valentine's Day had proved to be a turning point in the sex lives of Rick and Penny. After receiving Glamour Shot photos as a gift for Valentines Day, Rick now realized that his wife, Penny, was much more willing to play sex games and do sexy things with him than he had previously known or thought possible. In fact, that night Penny had presented herself and her Glamour Shot photos to him so provocatively that he was unable to hold back and cummed almost instantaneously as he entered her. He thought to himself that he should be truly satisfied, with himself, and with Penny, and he could not explain it, but he still felt the need to push her even further / deeper into illicit lustful naughty kinds of behavior. The funny thing was, that although he knew she liked to be a cyber slut on the internet, he really had no idea just how far Penny had already gone or how far she was about to go. *************** Rick slept soundly, dreaming erotically of Penny, watching her dance and pose upon a stage. Wearing high heels, sheer lace and satin and silk, she was moving with the wind blowing through her hair and flowers lying at her feet. There were high powered spotlights focusing on and following her movements as she wiggled and bounced seductively to the music that surrounded her. The tone of the music had begun soft, but had slowly increased in volume and excitement, until it had reached a fevered pitch with guitars wailing, and the beat of drums pounding in time to Penny's bumps and grinds. Penny danced; first allowing her flesh to be exposed by her loose and flowing clothes and then purposefully revealing her body. Her breasts were barely covered and her panties were pulled up snugly into her ass and pussy so that her ass cheeks were fully visible and her pussy was engorged with the satin panty material. Rick was naturally very aroused and rubbed his cock privately to adjust and soothe his ache as he wondered what Penny might be thinking. Then Penny began to strip, with the rough and piercing harmonies leading her movements. When she removed her panties and tossed them to Rick, he snatched them from mid air and immediately began to rub the wet satin materiel on the head of his penis. Penny had somehow obtained a dildo, and was now lying down with her legs spread wide, fucking herself with sharp jabbing motions and Rick was just about to cum, when he began to hear cheers and applauds from an audience behind him. He was immediately embarrassed, and awkwardly crouched low, foolishly trying not to be seen. He found that it was impossible to see Penny from this position, but he could see what looked like a crowd of a hundred men, somewhere behind him, shouting and cheering and calling lewdly for Penny to continue doing what she was doing. When he awoke Penny was sleeping quietly beside him and he welcomed the sweet peachy fragrance of his wife, and the absence of the foolish feelings that had ensnared him while he slept. He began to rub Penny's back and shoulders gently as she stretched and yawned and rolled against him. "Thank you hun," Penny said sleepily "that feels nice." "No, thank you," Rick responded. "I can't get over how wonderfully sexy you are in those Glamour Shots you had made for me! How about I make you breakfast?" "Sure, you know how I like my eggs, right?" "Sure do; you can take a shower and clean up while I cook, if you like?" Rick felt proud that he had lead Penny to be so daring, and he really wanted to reward and encourage her properly. He thought about ways to please her, like cleaning the house, and washing clothes, as he began to rattle the pots and pans to make breakfast. Rick was just getting into the middle of cooking the bacon and eggs, when their house guest Larry, came up from downstairs. "Good morning Rick, I figured you were Penny, up here rattling those pots and pans." "No it's just me, I've decided I want to try to be better at helping Penny around the house, and cooking breakfast is just the start." "Wow, she must have been good to you last night?" Larry kidded. "You wouldn't believe it if I told you what she got me for Valentines Day, but believe me, Penny has really blossomed lately!" "That is great Rick, you know I think the most of you guys and I really appreciate both of you letting me stay here for a little while. Just let me know if there is anything I can do to help the process." Keeping the Glamour Shot photos a secret was really going to be difficult. Rick was so proud of Penny's gift that he was already feeling the need to show them off to Larry. Maybe, if Larry would be cool about it, he would show them to him and see if he had any ideas to encourage Penny to do some more. "I'm making plenty of bacon eggs and toast, if you want to have some too?" "Sure, thanks Rick, I'll set the table." "So what did she get you for Valentines Day?" Larry asked politely. "You wouldn't believe it Larry, but if you can wait till Penny leaves after breakfast, I might just show you." It was Saturday and Rick knew that Penny enjoyed going to the gym to workout on Saturday mornings. It would be a perfect time to do some planning and maybe get some ideas from Larry. Rick motioned with his finger over his lips to be quiet as he heard the shower had turned off and Penny was coming out of the bathroom. Penny came into the kitchen with wet hair and a short, thin, terry cloth robe from Victoria's Secrets, that made it obvious that she was wearing nothing underneath. "Good Morning boys," Penny continued as she noticed that Larry was there, and the table was set for three, "whoever's makin' bacon it sure does smell good!" "All for you babe." Rick chimed. "Hope you don't mind having me up for breakfast too?" Larry inquired of Penny. "Obviously Rick doesn't mind you being here, and I don't mind if you are ""up"", as long as I get to have my fill." Rick put up no argument as Penny proceeded to sit down at the table wearing only her robe and wet hair, nor did he complain when she allowed her robe to gape open as she laughed and ate. The only thing that bothered Rick was, that because of the way Penny had wrapped her little terry cover, Larry was getting to see the majority of her breakfast table peep show, and that Larry was taking full advantage of the situation, clearly ogling her breasts, while doing his best to keep her laughing and giggling, with lots of chatter and innuendoes of Valentines Day past and all the people that must be sore this morning. When Rick did attempt to get her attention, and be amusing, by mentioning that Penny had not eaten very many of her Valentines Day chocolates, Penny looked at him and admitted to being ready for seconds, and then looked back at Larry, laughing as though it were an inside joke. For the remainder of breakfast Rick remained almost speechless, as Penny continued to put on her little show and tell routine, while Larry managed to get a full serving of her jiggling breasts. Even when Penny dropped her spoon on the floor and left no doubt to either of the two men that she was indeed, not wearing any panties, by purposefully getting up and squatting down to pick it up, exposing her freshly shaven cunt, Rick, being a little afraid to undo the progress that Penny had made in being so extroverted about her looks, decided that it would probably be best for him to just be cool about everything and let it go. "Thanks for breakfast you two, I don't know what I have done to deserve such treatment, but do let me know how to keep you on the job?" "Just keep being your beautiful sexy self!" Rick exclaimed. "Yes, that'll do it." Agreed Larry. "so have you boys planned anything for a breakfast dessert?" "Well, I was thinking that you could go to the gym if you like, and Larry could help me clean up the house." "Thanks there Rick, you eager little beaver you. I can't tell if I've been volunteered or drafted into your little post Valentines Day adventure? And Penny may have wanted to spend this day with you?" "No that's quite all right, I would love to let both you boys clean the house for me, while I go to the gym. And do let me know if Larry doesn't pull his end of the rope." Penny said as she stood up nonchalantly and reassembled her bathrobe, giving them both a glimpse of her whole torso, and then tugging on each end of the terry cloth belt accentuating exactly where her hips began. Rick and Larry would have both stood up to be courteous, as she was leaving the table, but each of them was too embarrassed to let the other see how her little peekaboo routine had affected him. Instead, both of them just stared stupidly at her wiggly butt, as she strutted out of the kitchen. "I hope that whatever you have to show me is worth it, you knuckle head, now that you have me helping you clean house all day!" "Don't worry dude, I promise you will thank me!" Rick assured him. Penny wasted no time getting ready and heading for the door to go to the gym, but did manage to stop and remind Rick to not forget to dust, and whispered in his ear that he could let Larry fold her underwear that were in the dryer. Penny felt wonderful strutting out the door leaving the two men at home to clean house. "OK, Larry, you have to promise to never tell Penny what I am about to show you," Rick said clearly as he glared at Larry "she would kill me or leave me if she thought I had shown you this stuff." "No problem Bud, the lips are sealed" Rick retrieved the Glamour Shot Photos that Penny had given him for valentines Day and handed them to Larry. He was so proud of her that he just couldn't help showing her off, and thought to himself that it really shouldn't hurt anything as long as she didn't find out. Rick pointed out her sexiest attributes and praised her boldness for showing so much flesh, as Larry eagerly studied each picture. "Aren't her titties perky? I just love how the nipples point to the sky. Can you even believe they let her show and do all that stuff with the dildo, it looks like she is fucking herself crazy with that toy cock. Pretty cool Valentines Gift eh?" "Wow Rick, these are incredible, she must really love you man! Are you at all worried about whoever this photographer is and whether they did a little more than just a photo shoot?" "Well Penny told me that he did get turned on and that she was thinking about it, and I don't think she would have told me that, if she was going to try to keep anything from me. What do you think?" "I don't know Rick, uh I guess I would be pretty happy if my wife did something like this for me, and if she was willing to talk about it and not get all pissed off I guess I would be cool with it. These photos are so hot, I love the setting and background and the progression in the photos, and her black garter-belt and hose accentuate her white legs and pink pussy perfectly, if you don't mind me saying so? You know it looks like she is really getting turned on too, and in this last one I would swear she was having an orgasm!" "No, I don't mind, and I am definitely happier than I have ever been, that's part of the reason I was so willing to volunteer to do the house work today." "So is that why you volunteered me' to help you?" "Well, actually, I wanted to ask a favor from you." "You wanted to ask me for a favor?! darn after showing me these, I think I owe you one." "All right then Larry, since you seem to have the right attitude and all about this stuff, what I wanted to ask for, is ideas: Ideas to let Penny know I want to support her new exhibitionist side, by encouraging her to do more of the same type thing or something different and at the same time let her know how much I appreciate her. Does that make any since to you?" "Yes Rick I agree with you, Penny needs to know that you appreciate her efforts so that she can feel free to expand her horizons, that is as long as you think your marriage is strong enough and that you Aren't going to suddenly become jealous. You know this sort of thing can get out of hand if you're not careful. Do you really think Penny is willing to tell you everything?" "I don't know if she tells me everything all the time, but I feel like she tells me enough to let me know that we are secure in our marriage, and that she doesn't want to leave or anything if that's what you mean?" "Well Rick I know you are very happy with Penny and I would be too. But you just need to make sure that she is "Happy" with you, if you know what I mean." "I guess I know what you mean. Sometimes she turns me on so much that I can be a little to quick to get my rocks off, but I always try to make up for it by having a little a after sex foreplay or back rub or talk or something." "Yes Rick that talking thing is really good and exactly what you need to focus on to keep her fully in touch with you. Especially if she is going to be experimenting with her exhibitionist side." It was fun talking with Rick this way about his wife, especially since he had had several sexual encounters with Penny himself, and had always wondered if she had said anything to Rick about it. He would have definitely been more than a little embarrassed if Rick had known how he liked to go through Penny's panties and pick out the really sexy ones and jack off in them and then leave them for Penny to find. But Larry didn't have it in his heart to mess up Rick or Penny, and if he could help them come up with sexy games he was more than glad to put in his two cents. "So do you have any ideas?" Rick asked bluntly. "Uh, ah, let me think for a minute, and I think I can come up with a few ideas for ya." Larry asserted, as he handed the photos back to Rick, and folded his arms and stood ready for whatever work assignment Rick might want him for. "OK, and well if it might help you any, Penny said that you could start helping me clean the house by folding the clothes that are in the dryer. I will finish cleaning up the kitchen and check back with you in a few." "Okeydokee smoky." Larry gave Rick a grimacing smirk as he headed for the laundry room, not knowing or expecting the treats that awaited him. When he opened the dryer door he was totally surprised to find it full of Penny's slinkiest thongs, panties, garter-belts and lacy bras. He quickly gathered up the garments into the laundry basket and headed for Rick and Penny's bedroom to tend to his black and red and pink flowery treasures. Dumping the pile of undergarments onto the middle of the bed he took notice of all the pieces he was already familiar with, including the pair of red panties and shelf bra that he had secretly given her for Valentines Day, and the Black garter-belt Penny had worn in her Glamour Shot photos. Then he spotted a new pair, of delicate, sheer, pink panties, with a gathering of materiel, like draperies, at the tiny cotton liner and couldn't help but to slip them in his pocket. Penny should have known better than to suggest that he fold her panties unless she didn't mind if he borrowed them. Larry could think of no better inspiration for coming up with naughty ideas for Penny, than to play in her underwear. The two men finished the housework in style and sat back down in the kitchen to have a bite to eat and talk about the ideas that Larry might have come up with. "I tell you what Rick, I think I have the perfect idea!" Larry began. "Go on." "Have you ever seen or heard of Dr. Lowe's Private School of Erotic Artistry; downtown?" "Yeah, I always wondered about that place, is it a real school?" "Well I have heard that it is in fact a real school and even gives college credit to art students from our local university." "Are you saying that I should see if Penny would want to take an art class?" "No no, I have also heard that they are always in need of models that are willing to be, shall we say, versatile, and the best part is they pay something like $100.00 per session!" "That just might be a good idea Larry, especially if she could make a buck doing it, and It wouldn't hurt for Penny to just go down there and check it out. Wow, that is a good idea Larry Bud!" "Uh Rick, since I have been helpful and all, would you mind letting me borrow a couple of those Glamour Shot photos of Penny?" "Yeah I guess it would be all right since you have been cool about all of this. You just better not let Penny find out or we might both be dead men!" Rick said as he pulled out a few of the naked pictures of his wife for Larry to borrow. Rick and Larry were just finishing cleaning up after lunch when Penny came home from her workout at the gym. Larry was excited about his new treasures and was glad to head downstairs so that Rick and Penny could talk privately. "Good luck bud!" Larry said as he shut the basement door and headed down the stairs. When Penny came in the door it was obvious that she had got a good workout at the gym. Her hair was slightly damp from the gym shower and her tank top clung closely to her pumped breasts. She was also wearing her shorty shorts, that normally she would just wear around the house, because they let the bottom half of her ass show while the crotch seam was so tight and narrow that it pulled everything, including Rick's eyes, into her ass and pussy cleavages. Rick was so overwhelmed by her beauty and charm that he felt like a little boy and a man at the same time. "I trust you had a nice day at the gym." Rick continued, "What do you think about going out to dinner, or a movie, or a drink, or dancing tonight?" Penny couldn't believe it, here lately she had actually been quite a slut, acting out on some of the fantasies she had only dreamt of in internet chatrooms; and Rick seamed to be almost oblivious, and / or, captivated by her boldness. She started to think that this all must be some kind of trick in her mind, and that she should maybe get back to some sort of normalcy before she really flipped. The house was perfectly clean, and even smelled good, and there was a new bouquet of flowers on the dinning room table. Why, she wondered, hadn't Rick done all this the day before; on Valentines Day, when it would have been appropriate? "You know I really love you dear, and all of this special attention is wonderful, but if all of this stuff is just a result of those Glamour Shot pictures, well you know; they are just a little bit trashy, and I hope I mean more to you than just that!?" "You are 100% right!" Rick retorted. "And I promise you that I totally appreciate you more than ever before. I truly believe that this Valentines has changed our lives for the better, forever!" "That is so sweet sugar, thank you so much, you know, I do feel better and stronger about myself now, more than ever before! And yes, I had a great work out at the gym." Previously, (before Valentines Day) Penny had been afraid to wear her spandex dance skin outfit at the gym, and would normally wear a loose fitting pair of shorts. But today, she had felt confident enough about her looks to wear it during her work out and was not to embarrassed to accept the free "Private Session" with the new swimming instructor (Skip) who offered to take her through diving, the breast stroke and back stroke lessons. Before, she had been so nervous whenever any instructor would have to touch or hold her, for fear that they might think she was fat, that she had declined any such offering. "Today, I was so comfortable with myself that I accepted a free swimming lesson with the new swimming instructor, and was not even worried when he had to put the palm of his hand under my butt, to stabilize me while I was learning to float on my back! What do you think about that?" "Humm, I bet he got a boner working with you like that! Did you notice if he got a stiffy?" "No, I didn't notice if he got a boner." Penny lied sassily. Art Class What she didn't say was; that she had actually noticed his swollen dick before they had even gotten into the pool, and had pretended on several occasions when they were in the pool, to lose her balance and swing her arm into his crotch, and then proceed to apologize for hurting him while tenderly rubbing on his cock and balls through his swim shorts to supposedly ease the pain. She also didn't mention that the cool water had made her nipples particularly rigid and visible and that the instructors warm hands and thick fingers had left her decidedly horny. "Penny dear you still haven't answered my question darling?" "Well if your offer for dinner is still good, a nice, quiet, romantic dinner at Mia Mona's sounds like a perfect ending to a perfect day for me!" "Then it's settled, take your time and get yourself ready and whenever you're are set, we can go have a wonderful dinner at Mia Mona's!" Nestled in their quaint little corner of Mia Mona's, Penny and Rick sat sipping on Rum and Coke having a grand time talking of movies and games and family events. Penny was completely at ease, but for Rick, not to mention the art class idea right away was killing him and probably the most difficult thing that he had ever done in his life, but he waited until after dinner, and after Penny was good and comfortable before he said a word. "Is there something you want to ask me dear, you seam just a little nervous about something, and you will probably feel better if you just get it off your chest." Penny said inquiringly. The tables had truly turned in favor of Penny. In the past it had always been her who was nervous and wanting to tell Rick something that she felt was important, while he was too busy with whatever affairs he was involved in to notice. She could see his tapping foot and finger upon the table like a clock ticking out of time. Though he was engaged in their conversation and listening well, he would regularly retreat within himself and fondle his chin in contemplation. Rick too felt the change and loss of control that was once his to possess. Raw determination was the only thing that allowed his lips to form the words that carried the message into the space between them. "Well, yes I uh, was wondering if you would be interested in doing something arty?" "Arty? You mean painting?" "Yes, oils and watercolor and sketches and chalk that sort of thing." "As a matter of fact, I have always wanted to take some type of advanced art course, do you know of a good one? And why are you so nervous about telling me this?" "I have heard that the private art studio called, Dr. Lowe's Private School of Erotic Artistry, downtown, has an excellent program and that they even provide college credit for their students and models." "So are you saying I should be a student, or a model?" Penny said glaringly. "Um, uh, yes, you could probably be either if you wanted. But I have also heard that their models get $100 per session." Rick said cautiously, while trying desperately to read her body language. "That's what I thought. There is no way I am going to sit around naked in front of a bunch of little hoodlums from college!" Penny said as she scowled. The truth was that she was totally bluffing, and was actually very interested, but wanted to see Rick beg and squirm as she put up her resistance. The idea and the alcohol she had been drinking had suddenly made her very excited and she wanted to have some fun with little Ricky. "I don't know Rick, it could be dangerous, do you know how many rapes there are on our college campuses these days? And I can't just go walking in to a place like that, what if somebody we knew saw me there?" Penny argued, while Rick kept pleading for her to just give them a call and check the place out to see if it might not be that bad. "Maybe Rick, I don't know. You know some people would think you are crazy for even suggesting this type of thing to your wife!" Penny chided as Rick wriggled apprehensively. Penny continued to let Rick sweat it out for the next week, letting him think that she was not really interested, but would just "check it out" to satisfy his ego. In reality she was thrilled about the idea, and had called the studio the very next day to speak to Dr. Lowe and schedule an appointment where she could meet him, and talk about the possibilities and prerequisites. She spent the remaining time preparing herself physically and mentally, getting a haircut, pedicure, manicure and of course, shaving her pussy. Dr. Lowe had also told her that she would need to send a photo and bring a blank video if she was planning on modeling for the next Erotic Art session. Naturally, she could not think of a better photo to send, than one of the recent sexy Glamour Shots she had made for Rick. When she discovered that a bunch of the photos she had given Rick were missing, it didn't take long for her to figure out that Larry had obviously borrowed them, but she did wonder if Rick knew about it, and needed to think of way to find out if he had had the gall to loan them out! Of course, shopping for new clothes, including underwear and shoes, was a big part of the getting ready that she had to do. What she found was a perfect, flimsy, wraparound dress with a hot pink floral print and a pair of light brown three inch hemp clogs that forced her to strut when she walked. She also found, and could not resist, a pair of crotchless dark green lacy panties, that would make a perfect little secret for her to bring to class. Finding the right bra proved to be impossible, and since the lightweight dress really left no room for any extras she decided that she would just have to do without. Penny liked the way she felt; powerful, classy, upscale, smart and sexy. In many ways she felt like a different person than she used to be. The funny thing was, that when she use to idolize her husband it never seemed like he really appreciated her, and now that she was starting to think that he might be a little foolish and weak, he couldn't do more to dote over and praise her. When the day finally arrived for Penny to go to the Erotic Art session, she almost felt guilty, but knew very well that Rick had wanted her to go through with this, and would be terribly disappointed if she were to back out now. It was 7:30 PM and night had already fallen on the Old Downtown area when Penny arrived. Dr. Lowe's Private School of Erotic Artistry was definitely on the sleazier side of town, Penny thought, as she pulled into the tiny parking lot between Crazy Joe's bar and Naughty Nina's video store. Luckily, it had been a rather windy day and she had worn her blue raincoat that did well to hide her jiggly butt that wiggled under her sexy wraparound dress as she strutted from her car to the back door entrance of the studio. Once inside, Penny noticed the ambiance had changed quite dramatically. With soffit lit hallways that possessed fine cherry wood paneling and chair rail on the lower half, pictures on the upper half created a veritable museum. The ladies in the paintings were gorgeous, having soft flowing hair and supple skin that both begged and offered to be caressed. She could not put her finger on it, but there was something quite incredible about the faces of the women who stared back at her, a lustful longingness that defied explanation beamed from their eyes and sounded from their lips. "Hello there, You must be Penny, so nice to finally meet you! You are even more beautiful than the photograph you sent suggested. I am Professor Lowe, and how are you this evening?" Dr. Lowe pronounced and inquired as he approached Penny with an outstretched hand. "Very fine, thank you. I am struck with the elegant ladies you have here on your walls, they,' are the beautiful ones." Penny said coyly, as Dr. Lowe used body language to ask for her raincoat. He appeared to be in good shape and in his fifties with full white eyebrows that matched his tousled white hair. "If you would like to see more, you can look through some of our photo albums while we fill out the necessary paperwork and chat about how the modeling program works. Beauty is a wonderful thing to admire, and there are so many types of beautiful things to admire that sometimes we forget to explore the beauty that rests within our very bosom." Dr. Lowe touted as he directed Penny's eyes to the arrangement of photo albums next to the dark blue Love Seat in his office . They had a half hour before the actual art class was to begin and Penny was already feeling a little worried, and maybe even plain inadequate, as far as being able to provide the type of beauty that she was seeing all around her. Though she felt extremely warm and welcome, she knew that this was a serious place of art, be it erotic or awesome sensuality, and she was going to have to make an effort in order to fit in. She listened carefully as Dr. Lowe explained that there were two completely different sides of each studio / drawing room; the drawing side, with up to five participants and the modeling side, one person, and that each had its own requirements. Her side, the modeling side, had to be set up and ready to go, long before the drawing side arrived, and furthermore it was vitally important once the class had begun, for the model to know where on the other side to direct her eyes. There was apparently some type of lighting system that was built into the room that allowed each painter to silently let the model know that he needed the model to look directly at him, and the model was responsible to do so, on a first come first serve basis. Dr. Lowe continued to explain to Penny that she was going to have to simply follow instructions and not be overly concerned with the things that were new to her in this world of Erotic Art. "Are you ready to set up for tonight's lesson?" Dr. Lowe asked politely. "Yes, that is if you are ready to have me?" Penny replied, standing and pulling the blank video from her purse and handing it delicately to Dr. Lowe as he stood and lead Penny back out into the hall and toward the drawing room, where she would be modeling. "Oh yes, thank you Penny! I am glad you remembered to bring this, it is wonderful to be able to review the session, and discover the moments when true art reveals itself!" Dr. Lowe explained, as he continued to spell out that the particular class she would be modeling for was currently studying something entitled Ancient Eroticism. The drawing room they entered was set up like a Greek Garden, similar to the one in the Glamour Shot photo that Penny had provided Dr. Lowe, except it was much nicer. There was ivy growing up and around pillars and sandstone steps leading up to a padded platform, that was framed by a Stonehenge knockoff. Bouquets of flowers were arranged and sprinkled on slate slabs and concrete tables, while soft music and the sound of water could be heard in the background. The walls were covered with rough stucco and more ivy, and small shelves jutted from the vines to support candelabras and figures. Flood lights illuminated and warmed the sitting area were Penny would be modeling. "This is so nice, can I just move in here Dr. Lowe?" Penny kidded. "I am glad you like it, but let's just see how much you like it after you have been sitting for an hour or so!" Penny and Dr. Lowe laughed together as Dr. Lowe continued to lead Penny toward the door labeled; Dressing room, Lounge and Wardrobe. "Go ahead and look in the dressing room here, pick out a toga that fits you best from the ones that I have hung on the garment stand, and you may use any of the dressing stations to hold your pretty dress; yes, and leave your shoes." Dr. Lowe instructed. The dressing room was also decked out with ornamental trees and ivy, and had several full length mirrors and dressing stations, that were illuminated with neat little halogen spotlights. In the middle of the floor was a garment stand with three white togas, each having gold trim and tassels, and ranging in size from small to large. Penny found that the medium toga fit best, without hugging her like a bath robe or hanging like and oversized beach towel. Draping it from her right shoulder, Penny arranged the toga modestly, and walked barefoot back into and around the modeling room while Dr. Lowe was busy making last minute adjustments to the lights and setting. The dark green crotchless panties that she had elected to wear, were the only thing that hugged her otherwise loosely wrapped body. Looking at the padded bench that she would be modeling from Penny inquired. "What are all these knobs and dials for on the side of the bench?" "Ah yes, that is your control for temperature, and a switch to let everyone know if you are getting a little stiff or uncomfortable, of course we want you to be as comfortable as possible, and still be able to get up or move around if you have to, but please try to give everyone at least a ten minute warning if you are going to have to get up or move around. OK?" "And where is the lighting system you were telling me about that lets me know which artis to look at?" "OK, if you think you are ready, get yourself situated on the modeling platform and I will show you how this Erotic Art modeling thing works." Dr. Lowe went to a cabinet and retrieved a blue velvet satchel while Penny climbed atop the modeling bench and felt for the control panel mounted underneath. Propping herself up by leaning back on her arms she was definitely at eye level with the top of the five easels that arched around the platform, making her feel proud and majestic. This was going to be more than fun, she thought to herself, this is going to be absolutely fantastic! "Now, what I want you to pay attention to, is the stoplight looking thing placed at each drawing station. Whenever you notice one of them light up, it means that particular artist would like to see your eyes, understand?" "Yes." "Otherwise if no artist is calling you this way I want you to focus straight ahead, stay posed and relaxed, and simply wait for the next call. Simple enough right?" "Yes." "The difficult part is this, that I want you to keep track of the order in which each artist requests to see your eyes, like I explained earlier; let each see your eyes constantly in a first come first serve basis until he turns his light off. I think you will get the knack of it right away, once you get started." "So what little surprise do you have in that velvet cloth you are holding?" Inquired Penny. "This my dear is a little device to alert you, when it vibrates, that another artist is calling. You can hold it or sit on it or, most preferably, insert it." Dr. Lowe conveyed as Penny's mouth dropped open in shock. Penny was amazed to see Dr. Lowe standing in front of her holding a large pink vibrating dildo, that had obviously been modified with a cable extending from its' base. The instructor then knelt down in front of her, taking his gaze from her frozen eyes, to route and fumble with the dildo harness and connection, apparently hiding it in the ivy and foliage. It took a moment for Penny to regain her composure and fully realize exactly what Dr. Lowe was implying as he held the cock shaped instrument before her. "And how would you like to hold the remote? I might add, that it is easiest to conceal it, if you insert it." "You mean to tell me that the artists in this class will not know that that thing is in me and that they are turning it on, when they turn on their call light?" "Nope, they will not even know that it exists unless you decide to show it to them, and I ask that you wouldn't, due to the disruption that you can imagine would ensue. In fact I want you to remain as calm as possible in spite of any distraction, until the class is over. If you do have an "emergency", you can flip that switch next to the temperature control, and let everyone know they have ten minutes or so before you must take a break, OK?" "Anyway, if you need some lubricant here is a complementary tube of KY Jelly. Seriously though, you may deal with the remote however you would like. I will give you a little privacy to prepare while I set up the audio / video room, OK sugar?" "OK, I guess, you will be coming back though won't you?" Penny asked nervously. "Yes, it will just take me about five minutes, and then we need to get your base pose and investment arranged!" "Investment?" Asked Penny. "Ah, yes, that would be your toga and such dressing." She had to admit to herself that she had been a little naïf, to have not suspected something risqué to be required of her here at the "Erotic School of Art," she just didn't expect it to be quite so blunt. She also thought, that if she was going to do this thing right, she might as well follow all of the advice given to her by Dr. Lowe, and that if he thought it best for her to actually put the dildo in her pussy then that is exactly what she should do. When she had lubricated the dildo and reached between her legs to find the opening in her crotchless panties, she realized that she had unwittingly made a very good decision because of how the two straps, when crossed, would hang perfectly to the base of the dildo, while allowing the cable to slip through the middle. Sitting on the edge of her padded bench, Penny used her thumb and ring finger to cross and hold open the crotchless panty straps, while using her index and middle finger to spread her moist pussy lips. Finally, she began to work the large, veiny, pink, cock shaped dildo into her freshly shaven cunt. Her muscles reflexed and she moaned instinctively, as her pussy embraced its' new acquaintance. Inhaling and exhaling rapidly, she slowly worked the unit deeply into her cunt, secured it with the crotchless panty straps, and settled back in an attempt to relax. Dr. Lowe returned moments later, just as Penny finished running the cabling behind her leg, and covering herself back up with the toga. "Very nice Penny, we have just a couple more minutes before the students will arrive for tonight's session and we can have you ready to go right on time. Now if I can get you to look straight ahead, tilt your head down just a couple of degrees, and give me a sultry stare... Perfect. Now, what to do with the hair, ah, I know." Dr. Lowe continued to talk to himself as he slipped an ivy garland crown on Penny's head and pulled her sandy brown hair through it so that her hair looped up and over and back through the crown. "OK, now lets let this toga sweep a little lower here on the left side." Dr. Lowe explained as he loosened the knot on her shoulder and let out the toga so that Penny's left breast was fully exposed. "Perfect, now, hold your chest a little more forward so that the nipples on your breast point straight ahead or up. Very nice, can you hold that?" Dr. Lowe requested as Penny followed his guidance carefully and nodded yes. After tucking more frills and furbelows around her, and tweaking the floodlights so that an orange glow appeared like a silhouette around her, Dr. Lowe went to each drawing station and tested the call light system. Penny felt the vibrator begin to hum and buzz and dance inside of her cunt while taking note that each station seemed to produce a slightly different sensation. She giggled just one time, prompting Dr. Lowe to stop and ask if she was going to be able to remain calm when the students arrived. Penny nodded reassuringly to let the instructor know that she would be OK. "Ah, just one more little touch." Dr. Lowe exclaimed as he came back to Penny and gently lifted her left foot out from under the garments, placing it upon a white concrete stool, and exposing the side of her leg to about the middle of her thigh. "Ah yes, flagrante delicto." Penny smiled and couldn't help giggling at the instructor's gusto, making her loosened titty jiggle. Art Class The first student, a young man of about 18 arrived, quietly opening the door and proceeding to a station while Dr. Lowe stood in front of her, partially blocking her from being seen and motioning with his hands for Penny to relax for just a moment. Penny checked the time on the clock on the far wall, and realized that it was indeed time for the class to begin. As the remaining four students arrived Dr. Lowe began lecturing, proceeding to say something about how the students would want to attempt to capture the essence of Ancient Eroticism and eternal lust, merging yesterday with the here and now. Penny understood none of the mumbo jumbo being levied upon the class. She only knew that she felt warm and welcome and pretty, and enjoyed being the focus of all of their attention as well as the bright lights. The fact that she was safe, yet had so much skin and her breast exposed to all of these men at the same time, was immensely satisfying. "All right then, keeping all of this in mind, I want to introduce all of you to our new model and guest, Penny, who has graced us all with her extraordinary beauty and charm." "Hi Penny." The five students courteously and harmoniously said, welcoming Penny to their class. "Thank you, I just hope that I can be all that Dr. Lowe has wanted me to be for you. It sounds to me like you guys really have your work cut out for you!" Penny said sympathetically as the students all smiled and nodded in agreement. The students all looked to be between the ages of 18 and 25, with the exception of one gentleman, who appeared to be maybe 38 or forty. Suddenly, Penny was jolted to her senses as each of the students began to randomly test their call lights, on and off, and back on again, causing her exposed leg and breast to wiggle spasmodically. Knowing what was happening to Penny, Dr. Lowe turned his head to make certain she was holding her composure, and smiled warmly to let her know that it would be OK. Penny did her best to remain calm and not reveal to anyone the spasms and throbbing sensations, thundering deep within her sopping wet pussy. "OK, if everyone would prepare their painting tablets and begin, and if anyone needs me I will be in my office. Everyone set?" Dr. Lowe inquired, waiting for everyone to acknowledge, then flipped the switch by the door turning off the majority of the overhead lights, and quietly retired to his office, leaving Penny magically illuminated in front of the Erotic Art class. Penny smiled broadly at each student in turn, and proceeded to painstakingly strike the pose that the instructor had assigned for her to take. The random activation of the dildo had subsided, though her pussy continued to instinctively pulse and squeeze upon its' strange intruder, while her bared breast shuddered ever so slightly under the brilliant spotlights. After waiting at least fifteen minutes, she almost turned too quickly when pleased with the first sensation that signaled for her to look into one of the artist's eyes. The teenage boy with charcoal black hair, looked at her for only a moment before switching off his light, and the sensation that she had so anxiously awaited, forcing her to look away and return to a state of partial boredom. She was glad when another artist, almost immediately, signaled for her to show her eyes, but, being completely focused on his artwork the rugged looking middle aged man with a receding hairline also flipped his switch back off too quickly. It seemed that no one noticed the subtle look of disappointment that Penny had expressed each time her beckoned gaze was released. Staring straight ahead, posing motionless, and void of any sensation, the next ten minutes almost seemed like an eternity. Having been nearly half an hour since the class had begun, Penny was starting to think that the students might not even need to see her eyes, and that the gismo planted in her pussy was simply overkill. When the device within her finally sprung to life again, it surged with an enhanced urgency she had not felt before. Apparently, two of the artist had signaled for her simultaneously and now she had to choose between a young man, of maybe 25 who could have possibly been a football player, and another of about the same age who looked like he could be a business major or attorney. She chose the latter, and was looking as deeply into his eyes as he was hers, when she felt the buzzing in her pussy start to surge, prompting her to a third caller. From the corner of her eye she could see that it was the tall, long haired youth, who had finally lit his light. She reconcentrated her gaze upon the business major, who alternately looked back and forth from his drawing to her eyes. Penny did her best to satisfy his need, while he let his signal remain in the on position for at least five minutes. The buzzing and surging occurring deep within her was pleasant and warm, and provided the perfect distraction for her to ignore the pain of immobility while enlarging her confidence. Penny followed the trail of signals carefully, giving each in turn her eyes to view, as her pussy absorbed and reverberated the special moments. When the football jock's turn had come, Penny was greeted with a pair of crystal blue eyes that were staring back at her with a little more lust, than the rest so far. He looked at her as though he might have somehow known, or read her thoughts, about the orgasm that was building within her body. She tried to confirm his thoughts by somberly tilting her head down to say, yes this body is melting, is submitting, please do not look away! Maybe she was going insane, but thought she could actually hear him reply, that he would fuck her right here, right now, if only she would let him. He also took the time, while she was required to look at him, and before he turned his signal off, to slowly pan her entire body, stopping at her breast as she inhaled and projected it offeringly. When the jock finally extinguished his signal and his lustful glare, Penny shifted her eyes politely with a slow blink as though time had slowed down, and she was falling into the arms of her final captor. The long haired student looked like a wild rock and roll star, with dreamy eyes that whispered fame. Penny let the gentle sounds of nature, which she had been taking for granted for some time, come back to life within her ears, and echo from her eyes. The young man smiled in return, having waited patiently for the beautiful woman to acknowledge him, now he was ready to absorb her. As he studied her completely, not focusing on any particular element, but skillfully scanning her entire being, Penny began to orgasm. Waves of lust and satisfaction, want and seduction, demand and obedience, moved and flooded and filled the space within and around her. Her eyelids became increasingly heavy and she wanted desperately to reach between her legs to expose and control the raging orgasm. For 20 minutes she had been floating in a climactic state of arousal. Never before had she experienced an orgasm that lasted this long, and even though all the lights and vibrations were temporarily withdrawn, she still lingered in her state of sublime submission, somberly and seductively posed for the artists to copy and paste upon their canvas. In the stillness of the moment, as if emerging from the clouds into a clear blue sky, she suddenly understood the other photos and drawings and paintings that lined the walls and filled the albums of Dr. Lowe's Private School of Erotic Artistry. Somehow each of the Drawings had been able to tap into the sensations that fill a woman, when she is allowed to completely experience her sensuality. As the next round of requests for Penny to reveal her eyes began to flood her inner being, and her pussy became accustomed to the stimulating vibrations, Penny started to wonder if maybe she could do even more to make the Art Class a success. By allowing her eyes and subtle body language to transmit thoughts, she began to think, she could attempt to speak to what she believed were the needs of each of the artists. It was actually within her power, she thought to herself, to let the younger feel older, the older feel younger, the sports player score, to strike a deal with the business man, and to escape with the rock star. Penny also discovered that if she would occasionally stall and focus in-between two of the students, each would think that she was looking at the other, thus prolonging her source of inspiration. She found it particularly satisfying when she could get all five students to have their call lights lit, maximizing the stimulus that energized her cunt and libidos. Staring dreamily at each of the students, Penny was sure that she was losing her mind, for though her lips were still, she could hear herself saying; "Oh baby, pull my hair and fuck me hard! Make me CUM! Use me abuse me make me scream! Push your stiff and swollen cock, deep in my pussy. I want to be your slut. Fuck me in my ass and spank me, and let me taste and suck your dirty cock! CUM down the back of my throat and I will swallow your sperm! CUM on my face and make me messy! Slap your CUM dripping cock against my tongue and let me lick it and make it hard again!" Lost in this daydream she simply had to do something, to not only satisfy the craving that had been so cooperatively stirred to life within her womb, but to make real the erotic images flooding her mind. So with all five students still signaling for a view of her eyes, Penny flipped the switch to indicate that she would need to take a break. While during the next ten minutes each student took their fare share of her gaze, they systematically extinguished their signaling lights and prepared for allowing their model to take care of whatever business she had found necessary to do. Though Penny had proven to be an exceptional model, providing the student artists a perfect rendering of eroticism, none were truly aware of the toll that had been levied upon their latest candidate. But They were all about to become enlightened! Being sure that all of the artists were at a finishing point, Penny threw caution to the wind and laid back on her modeling platform allowing the toga robe to spill open, revealing her entire torso, including the tangled web of sopping wet crotchless panties and dildo wires dangling between her legs. She then clasped both hands firmly around the base of the hot wired dildo and began to slowly push and pull it, in and out of her cunt, first slowly and quietly, then increasingly faster and louder until it sloshed and slushed noisily in her sopping wetness. Realizing that it was the first sound that she had made since the class had begun, she let the sounds communicate her desires by thrusting and jabbing the pretend cock with a rhythm that grunted, "Please, Fuck, My, Aching, Cunt." Finally she pulled the dripping unit out of her pussy and through the tangled crotchless panties, letting it drop to the floor with a lifeless thud. The artists all watched in amazement, and were somewhat shocked, with their mouths hanging open and their eyeballs bugging out, as they witnessed their model succumb to her lust and then proceed to beckon them, with an outstretched hand and wanting eyes, to her side. Penny silently guided and controlled them, using her eyes and facial expressions and body language, to bring them toward her. Without a word she directed the middle aged man and the business student to her sides and proceeded to grope and feel their cocks through their pants. Then while they unzipped and release their cocks to rub on her breast, she motioned for the jock to satisfy her cunt juice drenched pussy with his mouth, which he began to eat and lick and then spit upon before releasing his monstrous cock to plunge and rock. At last she laid back, leaning her head all the way over the end of the bench until she was hungrily looking, upside down, straight at the rock star youth's Levi crotch, which she nuzzled and gnawed and caressed until he achieved a full erection. Unbuckling and allowing his pants to fall to the floor, the long haired youth dangled his balls over Penny's dancing mouth, allowing her to lick, in a lurching motion, from his balls to his ass hole. Penny doggishly and eagerly lapped on the musician's balls, pausing only momentarily to bury her nose in his crotch and suck on his epididymis. Penny moaned approvingly when she realized that somehow the 18 year old youth, whom she had somewhat ignored, had managed to work his way to her ass, and was nuzzling his face in-between her cheeks to lick and slobber on her tight little butt hole. Imagining what it looked like for the jocks balls to be bouncing off the back of the young mans head, the vision excited and satisfied some wicked corner of Penny's mind. Reaching down, only momentarily, to the sides of her ass, she spread her cheeks to accommodate and consent to her newest suitor, before she continued to steadfastly jack off and massage the two cocks lying across her breasts, while flicking the swollen cock at the entrance to her mouth, with her tongue. With Penny's feet resting upon his shoulders the jock succeeded splendidly in jarring her entire body so that her mouth lunged and her titties wiggled and jiggled and bounced underneath their cocks. When Penny's hands started to feel slippery and warm as the two cocks began to drip and shoot cum across her breasts, she brought their tips to her nipples, while tenderly stroking and milking the final drops of semen from their shafts. Then, using the two cocks like butter knives, while heaving her chest upward like a serving tray, she moaned in pleasure and gently spread the sperm bath evenly over, under and around her titties. The two men continued to flop their softening cocks on Penny's bouncing titties, allowing her to extend her arms back and her hands behind the musicians butt, to pull and force his hardened cock deep into her mouth, and down her throat. Though she had engulfed his entire cock, until her upper teeth were actually wrapped over his balls and scraping his scrotum, Penny could not get enough of the musician's cock. It did not matter that she choked and had to gulp for air, nor that her cum soaked body convulsed spasmodically under the influence of the penis in her throat, all that mattered was that she service the artist, to the very best of her ability. The musician did pull his fully erect cock out from Penny's mouth for a moment or two, letting her catch her breath as he slapped it harshly against her open mouth and face, but quickly thrust it back down her throat. With her body flexed and hyper-extended, the jock fucking her pussy and the musician fucking Penny's mouth, cummed simultaneously into her rigid body, filling her with their cum! Having drained all of the cocks, with the exception of the youngest, of their juices, Penny rose to look squarely at the 18 year old's messy face and scruffy hair and smiled sweetly thinking him cute in his disarray. It was so nice that, even after the jock had pulled out his cock and the gusher of cum and pussy juice had begun to seep out, he had continued to lick and scoop and clean her inundated pussy and butt. When he started to open his mouth to speak, Penny motioned with her finger on her lip to be silent, and then leaned forward and kissed him on the mouth, mixing the juices from her mouth and his with her tongue. Motioning for the young man to stand, Penny presented her breasts for him to freshen and bathe with his tongue, before proceeding to remove her cum soaked crotchless panties, and begin to wrap them around his penis, tying them in a knot at the top of his balls like a birthday present. Smiling wickedly, Penny turned over and leaned against the padded bench, and indicated clearly by pulling her ass cheeks wide, exactly what it was that she wanted the young man to do! The 18 year old wasted no time; climbing up on to the footstool, he began to push his penis into Penny's tight little rear end. Penny liked the way that the lacy panties tickled and scratched on the space between her pussy and butt as she pressed her ass firmly against the young mans throbbing penis. Penny was a little surprised and a little disappointed, when she began to feel another orgasm rising within her groins just as the young man began to release his sperm and lose his hardness. Realizing that she had apparently become truly insatiable, and did not want to blame anyone but herself, she smiled wishfully at the 18 year old, who had prematurely pulled his penis from her anus, and pointed him toward the pink dildo lying on the floor, with the obvious request for him to put it into her vacant ass hole. Being rather large it took some force to work the remote control unit into Penny's ass, but the young man applied himself diligently, and would politely hesitate and pulse the toy cock whenever Penny would begin to moan. When the unit was fully installed, Penny turned back over allowing the young man to re-moisten her nipples with his mouth, and then directed the young man and the others to get ready to finish their artwork, as she gathered her robe and repositioned herself to strike the pose assigned to her at the beginning of the class. Sitting on the remote, Penny waddled a little, forcing it as deep as possible into her rectum and giving her a chance to stall, as one by one, all of the artists re-ignited their signaling switches indulging her with deliciously obscene and delightfully wicked sensations in her butt. And once again, Penny found herself sinking and melting in fantasy and ecstasy, while she submitted to the requests of the artists. Orgasm after orgasm rushed through her body like the music of a Grand finale, as each artist produced his final rendering of her expressions of Eroticism. Benumbed and on the verge of blacking out Penny was peremptorily brought back to reality, when the main lights flickered on and Dr. Lowe reentered the classroom announcing to everyone that they had five minutes to finish up. "I want to thank everyone for attending and participating in this inaugural introduction of our honored guest, Penny, who has so demonstratively come to us, with a wonderfully open mind, and a willingness that is only matched by her desire to assist us in discovering and illuminating the shadowy corners of Erotic Art." Dr. Lowe waxed on as the five students erupted in applause and Penny blushed! Dr. Lowe continued praising Penny, as each of the artists except for the musician, who kept painting, turned their artwork toward Penny. "If we are truly fortunate, we will have another opportunity to use Penny in one of our remaining Spring projects. So I want each of you to be sure to let Penny know how much you appreciate her penchant attendance, effort and con amore!" As each of the students came to Penny to personally thank her, she was not sure if she should try to be modest and cover herself up, and so she nervously kept making feeble attempts to cover herself back up each time one of the students would vigorously shake and kiss her hand. She was also surprised and not sure what to do, but figured it was best to accept for now, the forty dollars, when the middle aged man and the business student each offered her a twenty dollar tip. When the 18 year old, who was the only one to inadvertently leave his signaling device on, approached her and attempted to secretly return her lacy crotchless panties, Penny pulled him close and whispered in his ear, to his delight, that he could keep them if he wanted. The jock naturally gave Penny a high-five that shook her body and made her titty come loose from her toga and flail about. The other students had left when the musician, who had apparently finished his drawing, walked up to Penny and held her hand firmly while thanking her graciously and offering to let her have his drawing, once it had been graded. Overhearing the student's offer, the instructor walked over to the drawing and admired it, as the young man continued to hold Penny's hand and look into her eyes wistfully. Art Class David LaValle was the type of guy that everyone gravitated to. Handsome, out going, talented, confident, sexy. Not macho sexy, just good looking soft-spoken, mysterious sexy. Our sophomore year at college in Vancouver we ended up in art class together. For all his magnetism he gravitated to me. He was a wiz at art & drawing; I struggled. He could whip out drawing after effortless drawing while my efforts were slow, plodding & amateur. Regardless, he befriended me and do not make my feel bad about my artistic shortcomings. Many people thought we were brothers; about the same 5'9" slim, boyish build with similar sandy blonde hair & smooth skin. While I may have struggled in art class I did enjoy it. The perfunctory still lifes and exercises led to every college boys dream, the nude. Nude drawing session began with a young, slender coed who was not a stripper type by any means but still pleasant to look at. She was nice enough to draw & as I did start to get the method down, David as usual had many sketches done before my first was even complete. As I did finish a fairly good rendition David, elbowed me to check out his work. He had done some drawings of the girl and leafed through some pages arriving at some drawings that made me double take. David took the liberty to invent a male companion for the model and she was in various stages of holding or sucking his cock. Needless to say this pornographic adventure brought quite a smile to my face and a rise in my crotch. We chuckled & laughed & I caught a glimmer of the inner David in the glint in his eyes. Though friends in class we didn't do much outside of class. David lived in the Towers a short way from school & I lived in an apartment with Matt, another student at the college. I had seen David talking to a real hottie little blonde in school at times & one day asked who the little hottie was. "Jennifer Adams, my roomie" he replied. "Lucky dog", I said with a twinge of jealousy. Late in the semester we had another nude model, this time is was a male model, a very handsome male model I would have to say. Again, my sketches were OK and David flew through his as usual. He didn't show me any pornographic sketches, but he did say as he was drawing "he's a hottie". I was a little taken back but before I could even ponder it he looked me in the eyes and said "and so are you" with a piercing look that could only be taken for a come on. I was pretty flustered by all this but David just calmly went back to drawing. Class ended & David didn't say anything or look at me, he was just talking to the now clothed model as I gathered my things. As I was leaving David looked up at me and sort of nodded at me & smiled but didn't wave or say anything. Again I was taken back by the events of this class and seeing David with the male model actually made me feel a bit jealous. My emotions were a wreck & luckily we had only two more classes left till the end of the semester. The last two classes were uneventful & David registered nothing though I was very confused about my feelings. Was I bi? Was I feeling gay? I wasn't sure but I must have had a secret curiosity about David. Class ended & I ran into David later that day as I was leaving school. "Hey" he said with gusto. "Schools out! Want to come over & party". I've got some killer spleef and a few fine bottles of wine"! How could I refuse? We walked over to the Towers with our school gear. Along the way we stopped in a park and sat down. We'd been talking about class & I said that I'd be lucky to pass and that he'd aced it for sure. He laughed & said that I was better than I thought and "here check these out… I'd have flunked if the instructor had seen these sketches". He pulled out his art class pad & started leafing through. "Here, you've seen these" as he pointed to the sketches of the female model & his sexual inventions with her. He leafed through some more & got to the male model. Soon there were sketches of the male model with a big hard on & sketches of close-ups of big hard cocks. I was bit shocked & even more shocked to see nude sketches of me & nude sketches of me with a hard on playing with & then sucking this guys cock. David just looked at me & smiled in a gay sort of way & said, "Still want to come over"? Though dizzy & confused I nodded & we got up and continued walking to his apartment. We were kind of quiet though David kept up a polite chatter about his life. I thought for sure David would kiss me as we were alone in the elevator on the way up, but he was calm & collected. We entered his tastefully done apartment & he got a bottle of wine opened & grabbed a pipe & his stash. We clinked glasses together to celebrate the end of the semester and took some very good hits of just killer skunk weed. I was slipping into quite a buzz as David continued his dialogue about his life. He was very direct and open and stated unashamedly "I guess you've figured out that I'm bi"? "Can't help it really" he went on. "I had an experience when I was 17 that was very intense". "One of my older brothers friends, Jon & his girlfriend, Beth invited me out boating one summer. She had dated my brother for a while but was now pretty hot with Jon. My brother seemed to have slackened his friendship a bit because of that but they were very friendly to me. Summer is pretty short here in Vancouver but it was one of those few hot very sunny cloudless days that we cherish. Beth was a fox if there ever was one & at 19 quite a treat for my young eyes. I'd done my share of girls but she made me weak in the knees, slim, smooth hard body with long straight brown hair. In a bikini she made me jones just looking at her. Tight stomach, string bikini just riding her hips, killer ass & small, yet pert titties looking like they just wanted to fall out of her string top. Jon & I were in our long swim shorts & maybe that was good to hide my excitement. We cruised in Jon's boat the inlets & anchored at a secluded spot where few people came. Beers, tunes & smoke flowed & we got on quite a buzz. We sunned & swam & were doing quite fine on that sunny day. A bit of flirting was going on, mainly from Beth & she would lightly lay her hands on each of us as we sunned on the front of the boat. She started saying how good she felt & sat up & took off her top. Wow! What magnificent little titties! She stood up and went in to the cabin of the boat. I kind of looked at Jon, but he motioned me to follow him. We got inside & Beth went wild, kissing Jon & then me & rubbing our crotches. Soon we had our shorts off & I was playing with Beth's exceptional bikinied ass as Jon was licking her titties. She was stroking each of us in her hands as we fondled her ass & titties. She continued stroking us and then did something very erotic, she took my hand and placed it on Jon's cock and Jon was soon stroking my cock as Beth cooed. We soon fell onto the cushions as her bikini bottom fell off. Kissing, caressing, fondling, fingering & licking. She was all over me rubbing her pussy over my cock & kissing me as I lay on my back. She slid her pussy over my cock and started fucking me while Jon was right there rubbing his cock in her crack as she was fucking me. Jon then came around and knelt by us offering his cock to Beth as she hovered over me, me playing with her sweet tits as she fucked me. I was so hard & horny. Beth grabbed Jon's cock & started sucking it right over me. It was a very erotic scene. Jon was quite a good-looking guy with a big fat 8" cock. They scent of sex was everywhere – Beth's pussy aroma riding my cock & the smell of Jon's cock as Beth was licking the fat mushroom head & his balls. Then something very different happened. Beth took Jon's cock out of her mouth & pointed it at me and started feeding it into my mouth. I was so hot & horny that I just opened up and tasted his cock. I'd had a bi experience before at 15, but this was incredible. Getting fucked by a now bikini-less hard body and truly tasting cock. I started cumming like a train, bucking into Beth's hot pussy. Almost simultaneously Jon erupted a surge of cum in my mouth, spurting huge gobs of white sticky cum in my mouth & on my face". David smiled at me & rested his hand on my leg as he continued his story. I was so baked there on David's couch – hearing of David's erotic bi encounter & knowing that we were likely to have sex before long heightened my anticipation & curiosity about bi sex. Like David I had a bi experience in my mid teens but until now had not really come to grips with it. David continued…"Beth was the kissing me & tasting Jon's cum from my mouth & face. Beth must have cum sometime a bit later; she then pulled off of me and ground her cum laden pussy in Jon's face. We were spent & melted into each other's arms falling off to sleep on the cushions with Beth between Jon & me. Who knows how long we dozed. When I groggily got up cause I really had to pee, Jon smiled at me but Beth was still out. I went to the end of the boat and started peeing off the end in all my naked glory. Jon joined me, and he likewise released his golden pee into the water. He had a joint in his hand and we shared tokes as we were doing our duty. 'Like that little interlude, David?' Jon said to me. 'Wow, now that was sex, I replied.' Jon set the joint down and reached over to my cock as I was finishing my final shakes. This too was a very erotic scene with two stark naked guys on the back of the boat. He stroked my now hardening dick and cupped my balls. His cock was growing as well and I returned the favor and started fondling his member. We pulled into each other and started rubbing our hard cocks together. What a feeling, learning about gay sex with this hot guy & girl. We continued to rub our cocks together and melted into each others arms as the boat swayed a bit. It felt so natural when we kissed, our hard cocks between us. Jon broke the kiss and slid down on his knees rubbing my cock in his face. He went mad with lust, rubbing my throbbing cock in his face, worshiping it in his hands and the licking up from my balls up the shaft and engulfing my hardness in his mouth. How thrilling was this…being sucked off by your older bros friend on a boat out in nature with hottie Beth now watching smoking a cigarette? I started face fucking Jon's hungry mouth as Beth smiled and puffed on her cig. I really got into it and just let my cum flow when I started a shattering orgasm. Jon was pumping my cock with his mouth, greedily sucked out every drop. He pulled my cock out & bathed it & my balls with his tongue. I was weak in the knees when Beth joined us and was kissing me as Jon was continuing his tongue bath of my cock. Soon Jon was behind me licking the little rosebud of my asshole while I kissed Beth and played with her fine titties. Beth broke off the kissing & led me back into the cabin with Jon right behind. She led me down on the cushions & climbed over me and presented her sweet pussy in my face. I began licking & suck her pussy as Jon was back to playing with my ass with his tongue. Beth's trimmed & tight lovely cunt was probably among the best I tasted up to that point & having my ass licked by Jon was making me go wild on her slit. I then felt an oily finger start to probe my asshole. Jon fingered me a little while; then I knew I was going to be fucked as I felt the head of his cock probe my hole. I raised my ass up a little to allow better access and very soon Jon was fucking my ass like I was some little bitch. I guess I was always closet anal fucking myself with my fingers & candles, but this was really hot & I knew I could very easily be a bottom bitch for a hot guy. Jon fucked & fucked me as Beth's tasty pussy ground into my face. Jon came like a train and sounded like one as he spewed his hot seed up my ass. I guess I was hooked on cock after that. Beth told me as we were cruising back that her gay brother had seduced Jon one night when they were drunk & Beth was away. She said she was cool with him being bi, but to find someone besides her brother, as she thought bi sex was hot but not with her bro. Actually Jon & I became lovers after that. We found any excuse to get undressed together and suck each others cock or let him screw me – sometimes we would have a hot bi threesome with Beth, I was still attracted to her fine body, but I really fell in love with Jon's cock & loved being naked with such a hot guy." David now had his hand resting on my thigh as I slid closer to him with my head on his shoulder. I started to delicately rub his crotch through his pants as his hardness showed. Likewise his hand found my cock and we slid into a gentle gay kiss. He stroked my hair as we broke our kiss & the closed his eyes and kissed me gently just on the end of my lips. I was a tassel of emotions. I felt manly & hard but I also felt feminine & soft being in his loving arms. I was finding out what it was like being gay. I was so confused because these new sexual feelings were so passionate & erotic, yet I knew I still loved the female body & female company. David broke the kiss again & led me to his bedroom. We kissed again in the doorway and started removing our clothes. Two hot naked guys standing in a doorway kissing & stroking each other's cock in the early afternoon. We fell onto the bed and made out like two gentle lovers- caressing, touching, kissing, pressing our cocks into each other. For David this was not a new experience, yet he enjoyed it immensely initiating me into his bi world like Jon did to him. For me it was a sexual awakening of such power that it is felt only a few times in your life. Being nude there with David, kissing him & touching a man's cock, really for the first time, was a life changing experience. David's hands were expert on my cock, his cock felt so new and exciting in mine. David slid down and nuzzled my cock in his face; I ran my fingers through his hair. He looked up at me and gave me his lovely gay smile and then in one motion slid my cock into his mouth. I felt so released, so hard, so naughty, so forbidden, and so gay as he started to affectionately & softly suck my cock. I could tell he loved sucking cock and he sucked it like so few girls ever had. Soft loving sucks were followed by long deep thrusts into his expert throat. He pulled off leaving me to gasp as he licked my balls, then lovingly sucked them in his mouth, followed by him licking up the shaft and then back down lick my balls. I was writhing on the bed receiving my first real gay cock sucking. David's tongue then trailed down, as he spread my legs, and probed my tight little rosebud asshole. He licked my boy pussy just long enough to make me swoon and licked his way back up my cock and started making love to my cock with his mouth. "Oh David, oh, oh oh ooooooooooh" I was moaning as I uncontrollably spasmed my sperm into his hungry mouth. I was bucking my spewing cock up into his mouth as his mouth was down stroking on my up thrusts. I shot one last shot in his mouth and I stopped thrusting & moaned in ecstasy in his bed. David milked me dry with loving slurps and bathed my cock clean with his tongue and was then back up in my arms running his hands through my hair. "How was it, lover", he said as he kissed me. I could only smile back as I moaned "mmmmmmmmm" and kissed him back. I reached down and started stroking his hard, charming 7" cock (we were almost like brothers, my cock & body being very similar to his). I stroked it for a while as we kissed feeling his magnificent balls in my hands. David rose up over me and got on all fours dangling his cock in my face. I touched it in my hands and rubbed it over my face as I savored his man scent. I licked the underside like he did to me, but I could not wait, I had to taste his cock. I wrapped my lips around his handsome manhood and let him slowly feed me his cock. He pumped down into me in slow steady thrusts to not gag my virgin mouth. I think this whole scene and being buzzed and his erotic story must have turned him on too cause he very shortly started to shake and cum flowed out of his cock in a huge gush at first, then in intermittent hot gobs. I hungrily took his cum in my mouth not wanting to disappoint him and return his favor in a loving way. I too fell in love with the feel of his cock and the flavor of his hot horny man juices. David crawled back next to me and we kissed a sticky spermy gay kiss. We tenderly rubbed each other's softening (yet still a bit hard from all the excitement) cocks. We kissed and cuddled and melted into each other's arms, drifting into a sound sex, pot and wine induced slumber. I awoke sometime later and David was not next to me but I heard a toilet flush in the other bedroom so I got up and used David's toilet. David was not back when I got back into bed but was there shortly as I looked at the doorway. "Just a little raid" David said as he walked in holding something white in his hands. "What kind of raid", I asked? "Well if were going to act gay we should really act gay" he said, producing two pairs of white panties. "A panty raid from Jen's panty drawer" he said as I stared quizzically at this unforeseen turn of events. "Check this out" he giggled as he pulled on a pair of the white silky string bikini panties. His cock bulged its hardness against the soft smooth feminine material. "It's Beth's fault really, when she caught me & Jon in bed one time & she thought since I was such a little bottom bitch for Jon's cock I would look good in her panties". "Jon had just finished fucking me and Beth put me in a pair of her silk panties over my raging hard on and rubbed me to an incredible orgasm with me spewing my cum all over my self and the soft sleek panties. I soon learned to use her panties for incredible jack off sessions & pretty cool sex with Jon & her. I guess me fem side showed up with her. Here feel this" as he offered his panty clad cock for me to feel. He was right. Even though it was pretty kinky his cock felt incredible rubbing it through the panties. His mouth-watering mushroom head poked over the top and glistened with pre-cum. His ass looked good and felt incredible in the triangle panty material. He offered me an almost identical pair of white string bikini panties and I could tell he wanted me to put them on. I stood up next to him by the bed and pulled the silky piece of feminine undergarment up my legs experiencing their silky-smooth softness for the first time. My cock and balls tingled as the thin fabric brushed against them. My cock swelled from the silken touch of the panties and nearly exploded as David lightly rubbed my cock through them. We stood there and kissed again, our panty clad hard cocks rubbing against each other's. I slid my hands down to feel David's soft ass through the silky material. He reciprocated as we kissed like two fem bitches by the bed. We melted into the bed to pick up a more lustful and ravaging exploration of each other's bodies. Like before David's kisses ended with him sliding down to put his face in my crotch. This time he pulled my panties to one side and started licking my balls and probing my rosebud with his tongue. He seemed more possessed and lustful this time, as our first encounter earlier was very sensuous and sweet. What a contradiction, our first lovemaking was soft, sensuous, somewhat fem and gay this time he was being manlier yet we were all pantied up in fem attire. I couldn't care less as I love being the center of his attention and soon he was fingering my hole with a creamy goo. He stroked my raging panty clad cock and fucked my ass with his finger. Shortly, he climbed on top of me and started to slide his dickhead in my hole. The panties were to one side around my ass but still covering my cock. David slowly slid his cock up my ass much like Jon must have done to him. After a few in and out strokes I submitted and let his cock in. He lay over me and kissed me. Art Class He whispered in my ear that making love to me was like making love to himself as we are so similar. David continued to pump his cock devotedly in & out of my boy pussy as I kissed him back, returning his passion. We made love like this for quite some time till David slowly picked up his intensity and began fucking me in long, hard fiery strokes. "Yeah David, fuck me, fuck me, fuck fuck fuck fuck fuck fuck me" I moaned. He came in a flood up my ass, I could feel the spasm of hot cum shoot from his dick. David collapsed on me as the last spurts shot from his cock. We kissed again and he quickly got over me and pulled his panties off & my panties down a bit and impaled his ass on my throbbing cock. "You are a great piece of ass my friend, but next to sucking cock I love a dick in my hole" David said as he started to ride my cock. Oh my, in the span of a few hours I was having some of the best sex in my life. My cock felt so good in David's ass and I rolled over on top of him to fuck him like a girl when my cock told me I was about to cum. I fucked him hard as he had his tongue in my ear and was kissing me all over. David wrapped his legs around me as I poured my sperm up his lovable little ass. I collapsed this time & we lay together with my cock up his ass as we cuddled & kissed. My cock finally slid out of his ass and he kissed me & got up. He returned very quickly with the wine and his pipe. A few more tokes and we were drifting back into slumber, naked under his sheets (well nearly naked, as I loved being in the panties). We slept in each other's arms very soundly with his bedroom door open. It was dark by the time we awoke again. David patted my cock and kissed me on the cheek and asked if I was hungry. We decided to scrounge what we could to get a bite to eat. David gave me a pair of thin gauze like sweat pants to wear & he put on a pair of gym shorts and we headed into the kitchen. We had a sandwich & a soda standing in the kitchen area by the counter. After we finished David came up behind me and put his arms around me, rubbing his cock into my thinly coated ass and caressing and nuzzling my neck. He reached down and softly rubbed my cock. I turned and kissed him slow & soft. As we were making out (and grinding our hardening cocks into each other, we heard the door turn with keys as it opened. In walked Jennifer. I was a bit embarrassed to be caught kissing David but he was not ashamed at all. We turned to greet her as we broke our embrace, but David took my hand and led me to meet her. "Hi guys," she said in a melodic, hi I caught you voice. "Jen, this is Tyler" David said as he introduced me. "So this is the Tyler you've been telling me about. He does look like he could be your brother". Jen looked every bit as hot as I remember at school, wearing a tight top with no bra and luscious little nipples poking out and a tight pair of faded blue jeans. "School's out & we are celebrating, care to join us" David said, pointing to a bottle of wine. David led me to the couch and I sat down with Jen as he retrieved the pipe & the stash from the bedroom. David sat in the middle & we drank some more wine and did a few more bowls. Needless to say I was really high and a bit numb from the new sexual awakening and then to be there with a sizzling blondie like Jen was just flooring me. "So did David seduce you like he told me he was going to," Jen asked me pointedly, yet with a little teasing to David in her voice. David looked at me and spoke up to save me any embarrassment "I couldn't help myself" said David "he's such a hottie" as he squeezed my hand and rubbed my thigh. "David has a voracious sexual appetite as you probably know by now," Jen said as she pushed David in jest. I was still a bit looped & too embarrassed to say much. David leaned over and whispered something in Jen's ear. She laughed & said "why not"! She got up any put some music on the stereo and started dancing with her wine glass in hand. She was gyrating to the music as David & I enjoyed the show. She set her glass down and seductively started taking her top off. I was in shock to see her naked titties on her lithe frame standing there before us. She was shaking like a stripper and she kneeled on the couch next to me. "Don't be afraid, you can touch them if you like" she said as she leaned into me. I slowly reached up and started caressing her divine little titties. They felt so good & she moaned softly as I fondled these sweet little orbs. She leaned closer to me and I took them one at a time in my mouth. David was fondling my cock through my pants as this was happening and I couldn't believed how buzzed I was and how much sex I was getting. Jen got up and took off her pants, revealing her delightful panty covered ass and pussy. I caressed her lovely ass as David was now giving me a full-blown cock sucking. Jen grabbed my hand and pulled me up. She led me to her bedroom with David following close behind. She pulled down my gauze sweats to reveal my panty clad ass & cock. "I see David has been up to his tricks again in my delicates drawer" Jen said as she stroked my cock and nuzzled her fine little titties into me. Jen turned around and ground her pantied ass up and down my panty clad cock. What an erotic feeling as I pulled my panties down a bit and felt my cock rub the crack of her silky ass as I kissed her neck and played with a tit in each hand from behind. She purred and David was now naked and rubbing his cock up my crack; talk about being the center of attention. What a hot feeling. I fell with Jen against the edge of the bed and David produce some lube, greasing my cock at the same time he was greasing his. Jen impatiently wiggled her ass at me & I fingered it a bit as she pushed it at me. I would have been happy to fuck this little adorable hottie blondies pussy but as David related to me later that she really loves it up the ass, says she know why we are gay. I placed my cock head at the opening still marveling at the softest, roundest, sweetest, most feminine little ass I had ever seen or felt. I pushed my dick in and she moaned an ohhhhhhhh of delight. It was tight, but I could tell she was not new to a dick in her rosebud hole. David was now humping my slightly sore ass, but I didn't care, I was in the middle (literally) of the greatest sex in my life. I felt so gay with David kissing my neck and his cock up my ass, but so horny to be ass fucking such a fine little babe. We pumped in unison and we were both hard and a little sore, but as I came to realize about gay and bi guys, we cum a lot most every day, jacking off 2,3 & 4 times most days if no one was around to be with, so this was a pure bonus of man to man to woman sex and there had been a bit of slumbering and being high between our last cum shots several hours ago when David & I took turns fucking each other in the late afternoon (& that was after our initial suck off of each other). Jen's ass grabbed my cock like it was a warm tight tunnel & the smell of David's & my sex intermingled with the sweet feminine aroma of Jennifer. I was really high & really feeling like a naughty dog and I just started spurting my cum into Jens fine little asshole, no doubt being aroused by the sensation of having a dick pumping my tight hole. David was soon training me hard and grunting & moaning & pouring his cum up my ass. We all collapsed on the bed still impaled by cock. Slowly my cock slid out of Jen's ass and David was still inside me. I felt possessed, however & had to taste Jen. I pulled myself down & started licking her gorgeous ass clean of my tasty cum. She rolled over and ground her neatly trimmed & nearly hairless pussy into my face. I ate her out with abandon as David was now following suit with his tongue up my ass. Eating a tasty pussy like Jen's was made even better by having my newfound boyfriend rimming my ass and cupping my balls. I thought that I had killed Jen as David's tongue assault into my ass made me lick her cunt & clit like a madman & she was bucking like a horse on the bed and then just went limp. We were all really baked & really spent, but we had an incredible warm sensuous, satiated glow and mm mm mm about us, even Jen said this was intense. We passed out on Jen's bed and slept in, it being Saturday. We I did start to rise & realize this wasn't a dream with sexy hot Jen next to me and David must have slept in his bed. He heard us stirring and walked in with a delightful huge boner. I was coming out of Jen's bathroom with quite a hard on my self. I guess a lot of sex begets even more sex. I walked over to the bed and with Jen lying there with her adorable titties showing I couldn't help but lay my cock on one and slowly & softly titty fuck her. David was right there to & joined me laying his cock on her other soft titty with Jen saying, "oh my, boys, good morning". We stroked our boners on her pleasing orbs and David looked me in the eyes as Jen stroked our cocks and balls as we tittie fucked her. David kissed me over her & reached down & grabbed my cock. I did likewise & soon we were jacking each other off over a surprised but smiling Jen. We tugged each others balls & jack each other's cocks in long firm strokes & we quickly were gushing cum almost simultaneously on each others hands, stomachs & all over Jen's remarkable little titties. After this amazing cum shower we licked a bit off of Jen's tits and all headed for a real shower, Jen in hers & David & I showering together. David & I soaped each other up, especially our still semi hard cocks & our little asses. We were kissing having fun about our newfound relationship. I dressed and gathered my things saying goodbye to David & Jen, dazed by my orgy of bisexual activities. I walked home dazed, yet glowing and still semi-hard. Matt was in when I walked in. "Dude, where ya been?" he asked. "Out" I said, if he only knew. "You look like you been done, you get laid?" he inquired. I nodded & burst out in a huge grin. "Dude – who"! he asked. Now I was in a pickle, couldn't really tell him about David. "Jen Adams" I beamed. "No!" Matt screeched. "Where, how, when, what – tell me"! "I just accidentally hooked up with her – she is amazing" I replied. Jen is amazing and a hottie but I really couldn't tell Matt about my tryst with David. "Best sex in my life" I continued trying to conceal the other part. "Doesn't she live with David LaVallle"? he went on. "Isn't he gay or bi"? I blushed trying to hide what I knew. Matt looked me in the eyes and asked "you didn't have a threesome with him" he kidded. I blushed and said "no" but I wasn't a very good liar. "Liar"! "You did, didn't you"! he continued. "Did he suck your dick" Matt chuckled. "Did you suck his"? "Dude" I said. "I can't really explain what happened, we got stoned and Jen is the best piece of ass I've ever had". "But David was with you guys"? Matt pried. I kind of nodded & blushed. "You aren't going bi on me are you"? he continued. "You won't sneak in my room and suck my dick" Matt laughed. "Only if you wanted me to, so Fuck you, leave me alone" and I went into my room. Matt came to my door and said "Sorry, dude, didn't mean to make you mad, I'm happy that you got laid, so I guess I'm just jealous." I lay on the bed for a while then went out and did some chores. I was in my room late in the afternoon when the phone rang; it was David "Hi!" I said happy to talk to him. "How you doing after last night" David asked. "Still glowing, how about you" I replied. "Well if you were here I know what I would be doing". "David that was so hot last night, I really am a loss for words, but I want to do it again". I said. "Hey Ty, you dressed"? "Take your clothes off, I'm laying here stroking it" I was already hard just talking to him & I gladly released my hard-on from the restraint of the clothing. "Check the pocket of your school bag" David instructed. I unzipped it and to my surprise there was a pair of the white panties that we had worn the day before. They felt so exciting & naughty in my hands that I did not hesitate to pull them on over my throbbing cock & ass. David and I had a hot phone sex session we me cumming all over me in a maddening climax, after all I had yet to cum that day. I had another intense jack off session with the panties before I went to bed. Throughout the week I spent many nights over at David's. We were naked most of the time, with Jen highly amused at our intense coupling. Our sex life was frenetic – David and I had an incredible gay 69 in the living room on the floor, lying on our sides with Jen in a pair of silky panties and cami top watching. I loved having my cock sucked by David as I licked and sucked on his manhood. Jen joined in the fray caressing our asses as we engulfed each others cocks, and then she finger fucked my ass bringing me to a huge climax in David's mouth, who shortly erupted his sweet cum into mine. Another evening just after dark David & I stripped on his balcony and jacked our naked cocks together as we kissed in the slightly cool night. It was so erotic to be naked outside. I held on to the railing as David slid his wonderful cock into my boy pussy and fucked me lovingly as he jacked me off. My cock felt so good in his hand and my ass was loving his hard cock in a slow steady fuck. We bucked & jerked to a mind-blowing climax. We slept very peacefully that night in his room, leaving the bedroom door open as we always did. The next morning Jen walked in, wearing only panties. David & I were stroking each others cocks as we loved to do when Jen pull down the sheets & climbed over me. She draped her fine little titties over my cock and proceeded to tittie fuck my now raging hardness. What a wonderful feeling with the soft feminine caress of her titties on my cock. The nipples and soft breast had me involuntarily jack on her titties in a nice steady motion as I played with her pantied ass. I erupted cum all over her titties as she smiled & cooed as she rubbed the sticky mess in. David then fucked her hard and licked off her cum laden titties as I watched in a still throbbing fog. Jen was a horny little bitch who loved cock, but did not like to be tied down in a steady relationship, mainly because as she was such a hottie, guys got too possessive & jealous. Friday David & I went out clubbing. We weren't try to pick anyone up, we just kind of liked being able to be "out" in public at the gay bars where we could hold hands and kiss & cuddle and no one would care. We ended up at "The Vault", which was closer to my place that to David's. We ran into Justin, who was the model in art class. He was cool and very polite to both of us. I decide to take a chance and bring David to my place, hoping Matt would not be home, yet not really caring anymore if he knew about David and me. David and I were pretty tired and uncharacteristically we just stripped and fell asleep without any sexual activities that night. Saturday morning we slept in and awoke stoking each other's cocks after we made our bathroom runs. I think Matt caught a glimpse of a naked David as he slipped back into my room. We were lying there just stroking each other under the sheet when Matt slowly turned the doorknob and walked in wearing a pair of gym shorts that were quite tented in front. He didn't say anything; he just pulled the shorts off and kneeled in front of me, his hard cock staring me in the eyes. Matt took my hand and placed it on his cock, so I just started jacking him off as David watched. Matt leaned forward and pressed his cock in my face. I opened up to accept his manhood and David was now down sucking my cock as I began to suck Matt. Matt gyrated his cock in & out of my mouth in almost spastic movement and I greedily gave him a wonderful blowjob, being aroused by having my own cock sucked. Matt then spilled his pent up cum in my mouth and all over my face as his cock slipped out and I struggled to get it back in my mouth. I lovingly sucked him to a finishing climax with my cum splattered face & mouth. He knelt there for a moment after he was done then he embarrassingly grabbed his shorts and fled the room. David & I chucked then David finished blowing me to a very nice culmination. David and I then had a wonderful Saturday morning fuck with me riding his cock from on top as we were still amused by Matt's little bi episode. Art Class Special thanks to Sandy for the edit and direction. Chapter 1 – The Artists It was a nice touch and a great way to end two semesters of study. Their instructor had decided to hold a formal charity event and put the art work on display, even though the artists were only amateurs. Nick was dressed in a black tux, holding a glass of wine in one hand. His petite wife, Nancy, hung from his other arm as they walked from room to room taking in the different pieces of student art. Nick was positively glowing at the encouraging comments he overheard from the viewers that milled around admiring the pieces. Nancy gave his arm a squeeze, sensing his pride and sharing it. She had every right to feel proud of him. She knew Nick had always been interested in art, but now she was getting a firsthand view of what she only heard about. "These are good Nick." "Oh we can thank Julie for that," He replied modestly. "She's a first class tutor." "No Nick, I mean these are very good," She smiled up at him. "And it's not all down to Julie. It's your talent she's refined, but the finished piece is still yours!" "Hold on a minute!" He chuckled, "It's not all my stuff you know." They moved on to a second room arm in arm. Julie had rented a full house for the show. It was quite professionally done using lots of track-lighting on the ceiling designed to focus on the items being displayed on the walls. Each room highlighted a class project for the month, displaying a number of different pieces that were created by each of the students. Julie was the one who selected the pieces, framed and mounted the work on the walls. Each room sported a different theme. There was the watercolors room depicting 'still life' using the standard vase setting, surrounded by flowers near a window. Another room contained abstract oils that captured nothing but colors, texture, and light. A third contained canvases with different items glued to the matting to project texture, accented with splashes of oil where the artist decided it was needed. Nancy was all smiles, spouting an endless stream of questions, especially when she came upon an item that had Nick's name on it. "It appears that retirement has been good for you." Nancy said, as she moved closer to one of his pieces on the wall. Nick was able to retire at fifty-five, earlier than most. His business had done well and he was able to sell it off to his partners to retire. Early retirement provided him the opportunity to do all the things he wanted to do, but could not in his younger years. Nick had dabbled a bit in art while at college, knew that he enjoyed this outlet, having received good grades and feedback. He also recognized that he would never be able to live off the wages of being an artist. The desire was always there, but his working life never allowed him any extra minutes to even try. Last summer Nick found he had the time and told Nancy that he wanted to enroll in an advanced art study course at the University. She thought he was nuts at first, but the first semester moved into the second Nancy found that she enjoyed her own personal time while he was away for a few hours at the college. She slipped from his arm to examine a piece more closely and Nick's mind wandered, reflecting on the past year. The class was made up of people that ranged from twenty years of age to sixty. Most all of the students were women, with only one other man besides Nick. You could say that these women were not shy about almost anything. It was not unusual for Julie and a number of the students to adjourn to the local bar after the class to discuss the project and life in general. This discussion group quickly became comfortable enough with each other that they could speak freely during these evening sessions. The course covered many different aspects of art focusing on the use of different media and tools. It was almost eight months later when they moved into figurative studies using only paper, pencils, and chalk. Julie had taken the group to a retreat in that final week to get away from the distractions of everyday life, to focus only on art. Nick's mind was drifting back to the art show and as he looked up he found Nancy striding quickly toward him with a great big smile. She took his hand and dragged him toward another room. "I want you to explain the art in the next room." Nick thought he knew what was coming. At least she was smiling. Not that he expected anything less from her. In the room were a number of pencil studies. In each of these pieces there were one or more models depicted. Nancy knew the retreat had involved drawing live models. Now she was seeing the results of that retreat and wanted to know more. Nancy walked him up to one picture showing a woman in a full length coat, unbuttoned, and standing by a sliding glass door. In front of her was a desk and behind the desk was a man. Apart from the coat the woman was wearing, both models were naked. "Nick, tell me about this picture." Nancy prodded in a playful voice. ***** ***** ***** ***** It was the last week of the final project. Julie had taken all that would go on a six day retreat off into the country. They had labeled themselves the 'Core Five': Liz, Christy, Vickie, Rebecca and Nick. Julie had rented a Bed & Breakfast three hours from the city, set deep in the countryside. She had used the establishment in the past and the owners were comfortable with a home full of wannabe artists. Upstairs were the bedrooms. The barn out back had been converted into a studio. Its main room sported a thirty-foot ceiling surrounded by numerous windows, and large enough to support a group three times the size of theirs. Adjacent to the main room were a number of smaller rooms filled with props that could be used to set up a scene for just about any study. They had traveled down the previous night and Nick was first up and into the studio the next morning. There he found a table set up by the window, draped with cloth and an assortment of vases, flowers, and different pottery. The window was selected to allow the sun to stream in, providing a rainbow of texture and reflections. Surrounding the display were easels, drawing tools and chairs for each of the students. Nick had already selected a station and was seated when Julie and a couple of the other students walked in. "Good morning. Take a seat at any one of the easels and we will get started shortly." Julie instructed. "When everyone is here, I have an announcement." About fifteen minutes later all the students had arrived and were seated. Julie addressed the group. "I know I told you that we were coming out here to study the human form. The model I had hired came down sick and he had to back out from working the week." A low grumble of disappointment could be heard from the others, when Vickie blurted out. "I was going to get to draw a naked man and now I'm not, damn!" The other women laughed at Vickie's comment. "I am sorry. I tried to find a replacement last night, but came up short." Julie sounded genuinely frustrated and Nick could well imagine her making frantic telephone calls until she ran out of options. "How about using Nick as our model?" Liz shouted out. Bringing another round of high spirited remarks from the women. Nick could feel the blush rise in his cheeks while he sat quietly, not wanting to acknowledge Liz's suggestion. Nick thought to himself, I have only been naked in front of my wife and I have no desire to be naked in front of a room full of women. Especially these women. If you had a flaw, they would paint it. "Yes, why not Nick!" Chimed in Christy, the youngest of the class. "I really don't think that would be a very good idea." Nick finally answered. "Too bad. I would enjoy drawing you in ways that might make you look better than you thought." Answered Liz. Drawing another round of naughty remarks and laughter from the women. "Okay, ladies. I think we have embarrassed Nick enough this morning." Julie cut-in. "We have our study in front of you and we need to get started before we lose the morning light." The laughter died and the group turned to the work at hand with Julie giving the class her final instructions on how to proceed and what she was expecting to see from their work. ***** ***** ***** ***** That evening the 'Core Five' remained in the barn with Julie as Liz broke out three bottles of wine and six glasses. Nick had thought the conversation earlier that day had ended, he was wrong. As the wine flowed so did the conversation, drifting back to the lack of a model. "I really think you would make a great model Nick." Liz said looking over her glass of wine directly at Nick. Nick wasn't sure if he really liked Liz. She was the most outspoken amongst them, and at fifty-nine she was also the eldest in the group. At five-foot-ten, Liz was a tall woman and was always dressed in some expensive outfit. She wore her graying brunette hair short, helping to present the authority figure that Liz liked to project. She was married to a CEO and had risen to a vice-president's position in her own company. Now retired, her expectations had not changed. When she spoke, she was use to having everyone agree with her and always tried to impose her will on the class, something Nick found objectionable. He was about to voice his objection when Christy interrupted him. "I agree." Christy chimed in. Startled, Nick turned to look at the youngest member of their group. Christy was twenty-five. Her long blond hair hung in a ponytail from beneath her baseball hat. She was always dressed in jeans, which hid those slender long legs, and a top that never reached her pants. She usually didn't say much in the class, but when she did, she reaffirmed that she was the least experienced. Yet she was sincere, and that fact endeared her to the group. "So do I." Vickie said, looking Nick squarely in the eye after setting her glass down. There was a mischievous glint in her eye that Nick found immediately uncomfortable; maybe it was the wine, he couldn't be sure, or maybe it was something else. He sometimes suspected that she might be sweet on him, but there was always the strongest likelihood that he was seriously mistaken so he didn't ponder such possibilities. Vickie was thirty-eight and married. She had a career that she loved and then gave it up to raise kids. She had come to the class to provide an outlet, a break from her daily home routine. Her art was good. If she had something to say, she said it. But generally she sat quietly and focused on her work. Nick loved to watch her come into the class, sporting that wiry Irish red hair, dressed is some old slacks, loafers, sporting a loose blouse that hung over her pants, hiding some larger assets. Nick was getting it from all directions. But he was totally surprised when Julie, his earlier ally, switched sides by saying... "You know, they are right. You would make a wonderful model." "Now wait a minute, ladies." Nick cut-in, "It is one thing to be on that side of the easel, making a fool of myself. It is quite another to be sitting naked in front of a room full of women making a fool of myself. Besides, you really need a younger man." "Oh, I think you are dead wrong." Julie replied. "You have a very distinct jaw that projects power and given that full set of hair, though it is turning gray, it is turning in all the right places. I have used a lot of different models and I would say that you would be more natural than most." "I too think you would make a great model." Rebecca finally joined the consensus of opinion. Nick did not say a word. He now realized that it was five against one. As his head turned to look at Rebecca, he blushed. The five women did not miss the redness of his face and they chuckled. Rebecca was in her early thirties, she was once married and none of them were sure if she was currently married. She always wore her hair up in a bun and Nick thought when he first met her she might be a librarian by trade. Whereas in fact, he discovered that she was a photographer. The was something about Rebecca that Nick really warmed to, he couldn't quite place what it was about her because there was so much about her that was a mystery to him. He enjoyed looking at her and yearned to see her jet black hair down around her shoulders. She always wore something dull and conservative, moving from slacks, to a long dress, but most times a skirt that skimmed the floor and a long sleeve blouse. She didn't say much even during the evening sessions, unless she had a question or something important to say. But at the end of each project, as the class walked around to view the other's art, her pieces drew the most favorable comments from the class. She had the photographer's eye for light and detail. "In my younger years I might have agreed with you, but now with the extra weight, I don't think I'm model material." Nick finally answered. "We are here to study the human form and most human forms are not perfect, which makes you the perfect model for our class!" Julie was quick to retort. It was as though she had anticipated his answer, and Nick had walked into her carefully rehearsed trap. She had definitely caught Nick off guard and he did not answer her right away. He had started to dig himself into an early grave and he wanted out. As his mind groped blindly for an escape route, he finally found one that he hoped would put the question to bed. "Okay, I'll do it only if one of you ladies will also pose with me!" The five of them sat silently for a while. They turned to look at each other and then a common smile spread between them. It was as if they had just shared telepathic experience and reached a consensus agreeable to all. Nick's heart shrank as Christy vocalized her opinion. "Deal – I'll do it!" Julie again took over the conversation. "Good. I will work on how you will be posed. We will need to set a scene that you can remain comfortable in for ten to twenty minutes at a time. Once set, you will need to remain still and not move; otherwise no one will be able to draw. You can use any of the props from the other rooms to set up a scene and you will be able to talk. You cannot move after we set the pose. Is that agreed?" "I definitely agree." Said Christy. With that a round of applause erupted from the five ladies. Nick's bluff had been called, and he was now going to be held accountable for his remarks. "Okay... okay... I agree." Nick answered while starting to get out of his seat. "And I think I have had enough wine for tonight, so before I get into anymore trouble, I will say goodnight and take this up with you all tomorrow." "Get some good rest." Said Liz. "You may need it tomorrow when you are posing." Nick got up from his chair and moved out of the room, catching a number of goodnights from the five women, along with some giggles. It was clear the women were still in the mood to talk. Nick needed to put this behind him and escape to his room. ***** ***** ***** ***** Nick made his way quickly by foot out of the room and slowed as he reached the stairs. Now away from the women his mind drifted deep into thought as he climbed the stairs slowly back to his room. As he shut the door, he was contemplating what might happen tomorrow. Looking at a naked woman would be nice. But being looked at as the only naked man did not settle well with him. They will not just be looking. They will be drawing me, naked! And what if someone would recognize me in the picture? Oh My God! When I am in a room full of people, I feel very comfortable dressed in a nice pair of slacks and a solid long sleeve shirt with the collar open. Now thinking about me walking into the same room, naked. I'm not sure I can do this. I am just not sure. Nick had stripped down to his boxer shorts and was staring into the mirror while he brushed his teeth. He studied the reflection in the mirror. An older retired man was looking back. Nancy had stroked his ego when he made love to her by telling him how sexy he looked, but those remarks came through the eyes of a loving wife. These women were not his wife and he had the feeling they would be telling him something different. They would be telling him the truth, and he was not sure he wanted to hear the truth. Should I call Nancy and ask her for her advice? No! She will probably think there is some kind of orgy going on up here and only get worried. It was bad enough just thinking about doing this, I am not going to tell Nancy. At least not right now. How am I going to get out of this? Maybe with a little sleep I will be fresh enough to come up with a clever excuse. He laid his head down on the pillow, still deep in thought. His mind remained active with of all sorts of thoughts running wild. He had almost convinced himself that he would never fall asleep, when his tired body succumbed, and he drifted off to sleep. ***** ***** ***** ***** When Nick left the room and was safely out of hearing range, the women's conversation changed slightly. "I wouldn't mind modeling with Nick!" Rebecca, normally so quiet, suddenly spoke up. "Since we are here for a full week, I think it might be a good idea if you all took a turn. Then you all would have some skin in the game, so to speak, and Nick might not feel like we are picking on him." Interjected Julie. Julie was clearly the instructor and she told you that with the way she dressed, the way she spoke, and way she ran her class. Julie was forty-three, and had experience life enough to know what she wanted and needed from herself and her students. She was small in size, standing only five-two, but knew when she needed to take charge and she took control even if she had to look up at you and tell you what she wanted. She always wore some crazy old hat and loved the color orange. Sometimes you had to look hard to find that color, but it was somewhere on her body. "Vickie... Liz...do you agree?" Asked Julie. "Yeah, I agree. Why should I let Christy have all the fun?" Liz blurted out realizing that this was going in a direction that she could not control. "I agree only if I can go first." Liz added. Her mind was racing as she looked around the room and realized that she was no match for these younger women. To minimize her embarrassment, she needed to be first. "Okay, you can go first." Julie quickly answered, not wanting Liz to have too much time to change her mind. "I'm okay, since we are all doing it." Answered Vickie. "But what should I wear?" This brought a round of laughter from each of the women. Vickie laughed at herself after she understood how absurd her comment sounded. "How about a little wager?" Everyone suddenly became silent and looked at Rebecca expectantly. "I have a little game in mind and I wonder if the rest of you would like to play?" They leaned forward conspiratorially. All eyes watchful as Rebecca slowly revealed what she had in mind, her hands dancing in the air like a conductor leading an orchestra as she emphasized her point. They listened with fascinated interest, the bold brashness of what she was proposing was not lost on any of them for a moment. Even Julie, their tutor, who was supposed to be impartial to these kinds of things, found herself being swept along by the tide of Rebecca's proposal. Rebecca continued to explain her plan, dropping her voice to make sure no one outside the room could hear. As she spoke the women slowly moved their positions closer, making sure they did not miss a single word. From outside the room it almost appeared as if the group was growing smaller in size as each woman inched her way closer to Rebecca. Then, suddenly, the group exploded with shrieks of laughter and loud applause as Rebecca finished and they finally understood. Art Class "Okay, it's a bet. Raise your glass to a toast. May the best woman win!" Rebecca raised her glass followed by four other glasses to ring in a toast as each woman said, "To the naughtiest!" Chapter 2 – Liz In the morning, Nick found a note slipped under his door which read: Come to the barn in your bathrobe and slippers by eight sharp so that we can get started – signed, Julie. So they still wanted to go through with this – of course they did – how stupid of me. Being the only guy makes me the obvious target. Maybe I should pack-up and run away? Not much chance of doing that since we drove out here in three cars and none of the vehicles are mine. Nick ate breakfast alone. His mood was somber and slightly pensive as he ate mechanically. It seemed he did not have much of an appetite, and his breakfast held little interest. His thoughts kept turning to what he had let himself in for and how would they react to seeing him naked – Yes, that was the key – how would they respond to him being naked in front of them? Nervously Nick returned to his room where he stripped and took a shower. As he slipped into his robe he felt that knot of fear constrict in the pit of his stomach. It was no minor effort of will on his part to step out of his room wearing nothing more than a bathrobe. He trotted apprehensively down the stairs already feeling exposed and vulnerable. His apprehension caused partly by the fear of running into the establishment owners as he made his way to the studio, and partly due to what awaited him when he arrived. When he entered the barn he found the women already at their stations. There was a lot of chattering noise from the women until he stepped into the room, and suddenly it was like a scene from an old western. Silence descended over the room like a thick blanket as five pairs of eyes turned to regard him. For a moment Nick hovered nervously at the door, noting the slow smiles spreading across the faces of his colleagues. He detected a twinkle of excitement in more than one face that turned toward him, forcing him to look away and survey their preparations. The study area had been moved over to the wall supporting a set of sliding glass doors. Liz was standing at the door wearing a full length black trench coat and high heels. They had manhandled a heavy office desk across the room and set a chair behind it where Julie now stood regarding him coolly. By the looks of things the class had been waiting on him for a while and Julie was running out of patience. "It's after eight," she barked. "Come on over here so that we can get started." Nick was startled by Julie's tone, but quickly composed himself and looked over to where Julie stood. She motioned for him to come over quickly. Nick moved through the easels where his fellow students sat facing Julie and Liz who were standing by the desk in the mock-up office setting. "Okay, you can take off the robe now." Instructed Julie, like it was no big deal. Well maybe it wasn't for her, but it sure as hell was for him. "Wait one minute." Nick answered, feeling the first spread of heat wash across his cheeks and hoping that nobody would notice. "The agreement was that I was not going to be the only one naked, remember? So where is she?" "Yea, we said someone would be naked with you, we just didn't tell you who that would be," Liz quickly answered. And with that she ripped open her coat to show that she was indeed very naked under the clothing. Even for her age Liz had a nice full figure. Her face was a little round, probably due to a little weight gained over the years. Today her lips were ruby red and it almost looked as if she had applied that same color to her nipples. Her breasts were of amble size, looking soft enough to tempt any man to bury his head. She had a little tummy, and it was clear that Liz was a true brunette, showing only a few gray pubic hairs. Nick let his eyes drift down past her pussy. She had gorgeous legs that would put any twenty year old to shame. They went on and on and on. So the heels only helped to accent those lovely limbs. If Nick hadn't realized it before, he was now very committed. And yet, he was still not comfortable in doing this. Before he knew what was really happening, Julie was behind him tugging at the robe. "Come on, don't be shy, and give me the robe." Julie said slightly less authoritatively as she stepped behind him and reached up. "Let me have the robe Nick." Julie's tone was firm and with an air of 'get-on-with-it'. Nick undid the belt and started to reopen it when he noticed the expectant smirk on Liz's face as she stood directly in front of him. Instinctively he pulled the robe closed again, feeling his face flush once more. Liz's eyes rose to meet his gaze, mocking him as she chided, "You're not embarrassed are you Nick?" "N-no," as an after thought, he added, "not really." "Then why's your face turning red?" Nick glared at her and stammered something incoherent as he heard a couple of suppressed giggles breakout from behind him. Perhaps sensing his nervous state, and fearing that she might lose her only male model, Julie touched him gently on the elbow. "Come on, don't be shy, let me take the robe." Julie said softer, realizing that he was embarrassed and needed to be coaxed. She stretched an arm over his shoulder and started to ease the collar down his back. Nick allowed the robe to part and slip from his shoulders as he continued to stare angrily back into Liz's eyes. Her gaze dropped shamelessly to center itself quite openly on his manhood. His arm swung slowly from his shoulder in an attempt to appear casual as his fingers unfurled to flatten his hand into a shield that would protect him from Liz's brash gaze. The robe descending his back snagged his arm before the shield could be set in place, and all he could do was watch the smirk of anticipation on Liz's face break into one of realization. Julie gathered the robe and folded it across her arm as her eyes discreetly took in the view of Nick's naked buns. The quiet giggles from the rest of her class distracted her. Glancing across at Liz she immediately saw the amused grin on the older woman's face and the downward cast of her gaze. Before she could even stop herself, Julie leaned out sideways to peer around Nick's torso. She straightened herself in an instance, realizing what she was doing and probably subjecting poor Nick to. She took his arm gently in her hand and turned him away from Liz's blatant scrutiny. "Come on Nick, let me put you in your pose," Julie smiled. Nick turned to follow her, his face deep crimson at the realization that everyone would now see him. His realization confirmed by the couple of small gleeful shrieks he heard from his classmates. At the same time it dawned on him that Julie's smile was not entirely one of kindness, that she too was enjoying the sight of his nakedness. Nobody really cared about his redness of face, their eyes were all fixed elsewhere on his anatomy. He twisted his torso slightly, turning inward to Julie and away from his classmates. Julie again briefly forgot her professionalism as Nick half twisted himself toward her and her eyes betrayed her to steal a second glimpse of his flaccid and thickly veined cock. She snatched her eyes away and guided him around the desk. Julie pulled the chair out from under the desk and offered it to Nick. With Nick seated, she began to shuffle the chair closer to the desk, but in a position that was facing the easels. Julie asked him to place his arms on the desk and move one leg back away from the chair. Placing him in such a way that he was facing Liz who was naked beneath her open-fronted coat, while his nether regions remained exposed to his classmates. Nick had hoped to hide that part of himself. Now that Julie had moved one of his legs back as he sat on the chair, there was very little left to the imagination. And he knew it. He needed to make sure nothing else happened that might cause him to be any more embarrassed than he already was. Nick felt the warmth run through his cheeks as he felt himself blush yet again. Nick could hear a number of chairs sliding around and swung his eyes sideways without moving his head. What he saw did not appeal to him. There were three sets of eyes peering around three easels sporting the biggest of smiles. Even from his point of view, he knew exactly what they were looking at, and it wasn't his chest. Julie went over to Liz and set her pose by leaning her up against the doors. Julie opened the coat more, placing one of Liz's hands on her hip to keep the coat open and the other arm against the window to steady her. Nick could see all of her body while she only had a clear view of his chest. Her eyes were not looking at his chest, they were locked onto his eyes. Julie stepped back to view her models and finally said. "Looks good. Models... don't move. Students... pick up your pencils and begin. I want you to focus on the forms and see if you can capture some emotion!" Julie chuckled as she walked away from the models. Nick was not sure what emotion she was talking about, but there was one emotion he did not want to show. He was glad that his perspective was away from the artists and he could only see Liz. She was clearly very naked and he knew he could not let that fact enter too deeply into his mind. She was smiling back at him. Her smile appeared to be naughty. He felt like he had been sitting there for thirty minutes, when it was probably more like ten, when Liz started to talk... "Nick, would you like me to tell you a real story that happened to me last year?" "Sure... why not." He was thinking to himself, tell me anything just, keep my mind off the time and what's happening. "Nick - last September, I was feeling a little ratty and in need of some attention, when I decided that it would be interesting to dress up and surprise my husband at his office. Nick, would you like to know what I was wearing when I went to his office?" "Um... yes." "I was wearing exactly what you see now – nothing – nothing, but high-heels and a long coat." Liz was starting to enter that part of his mind that he was trying to keep locked. Considering how Nick was on display, and what might happen if she opened that door, he wanted that door to remain very firmly closed! "Nick, after I entered his office I walked over to his wall of windows, opened my coat, and posed for him – just like you see me now. This is what he saw, exactly what you are seeing. Do you like?" "Yes, I like. Is the story over yet?" He was aware of the small tightness creeping into his voice. "No, the story has just begun. Do you know what happened next?" "No. Can we talk about this later?" "No, later I won't be dressed like this and I want you to see what the story looked like." Liz cooed with the biggest of smiles. "Okay, okay, what happened next?" "Well next I dropped the coat to the floor and leaned against the glass window just like I am now. That was enough for my husband to get up from behind his desk and walk slowly over to me while removing his tie." Up to this point he had not really been looking at her. The story was changing and she was starting to open that door. Nick was starting to view her through sexual eyes. "He had his shirt off by the time he reached me at the window. He grabbed me, pulled me into his arms and gave me a deep French kiss, which I returned. His hands were running up and down my ass as he moved his kisses to my neck. He ran his hands down to my waist and turned me around, pushing me up against the window." Nick noticed that her nipples grew larger as she continued to tell him her story. He felt a twinge between his legs and then heard a small giggle come from behind one easel. "Okay Liz, I get the picture. Can we talk about something else now?" Small beads of perspiration were starting to form on his brow. "But the best part is coming Nick. Don't you want to hear about my little show?" "I think I understand what was showing, because I can see it!" "I didn't tell you that his office was on the first floor and when he spun me around I was looking out at two gardeners who were looking back. They had stopped working and were taking in the show I was giving them. At first I wanted to run, but my husband held me firmly at the window. He moved is hands up my body and placed my hands above my head against the window. As I stared out at the two men outside, I suddenly felt very sexy and very naughty. So when he released me, I did not run. Instead I started to wiggle, giving my new audience the show they wanted." "Liz please stop talking, I am having trouble, sitting here. Your story doesn't help." Vickie sat behind her easel, her hand moving swiftly across the paper as her eye shifted quickly between paper and the scene. A smile of amusement was etched to her face as she half-listened to Liz's account while she concentrated on her drawing. She glanced across the room, her eyes did a double-take and her drawing hand suddenly froze. The smile that had been fixed to her face swiftly came to life as the corners of her mouth turned up. Nick's cock had laid listless between his parted thighs, its tip resting quietly on the seat, but as Vickie watched, she could see it starting to thicken and swell out. "I think I have something new to draw that I didn't see before." Vickie mused loud enough for everyone in the room to hear, including Nick. "Oh, I was getting so wet thinking about all the eyes that were on me," Liz purred, encouraged by Vickie's comment. "So when my husband returned and I felt his penis against my ass, I pushed back and spread my legs. It did not take him long to find my sex and move inside me. He grabbed my waist and we started to move as lovers move, first slowly and then faster. I tried to tighten my grip on his cock, forcing a few mild grunts to pass over my lip. This only caused my husband to move faster. You know, Nick, it did not take him long to cum. He came hard. He forced me up against the window. It felt like he was trying to push my naked body outside." Two women giggled. Nick hadn't heard anyone else speaking other than Liz and didn't hear a joke so he was pretty sure he knew what they were laughing at. Then he heard Vickie chuckle, "Yep, something finally to draw." Nick knew exactly what Vickie was talking about since he could feel that he was losing his fight to keep that door locked. Instinctively he shifted his leg up, hoping to hook his dropped knee back over the seat and conceal himself. "Ah-ah!" Julie immediately scolded him, "Move your leg back and hold your pose please Nick!" Nick relaxed his leg back, feeling his face flush once more. He was aware that all eyes, save Liz's, were fixed on the growing erection he was displaying. He moved his eyes to the window to avoid looking at the smirking women looking back at him. What he really needed to do was take his mind off Liz and her story. But he could still feel his manhood rising out of its nest and it was hard for him to look away. He really did want to look at her. "Nick," Liz continued, "When he was done, he just pulled out and moved back. I stayed at the window to give my audience a little show, wiggled, waved and moved away from the window." Nick was trying to slowly bend over to hide the movement that had started to grow between his legs. He was also trying to move his mind away from sex. Think about anything to get his mind off of Liz's story. It wasn't working. "Did you like my story, Nick?" "Yes, can we talk about something else now?" A few more giggles could be heard from behind the easels, while the sound of moving pencils could also be heard. Nick looked away from Liz and back at the class. Of the few heads he could see between the easels, a large grin was planted on Christy's face while her eyes were locked on his penis. Liz continued talking while Nick finally was able to think about something else for the rest of the session. This was a great relief to him for he was able to keep other matters down. ***** ***** ***** ***** That evening Nick took himself off for a stroll before dinner and the five women had gathered downstairs to share a couple of bottles of wine. Julie was pleased to see the women relaxed and enjoying themselves. She'd been a little concerned at first when Nick announced he was going for a walk, thinking that he was feeling awkward and alienated by the group since he had undressed before them. But Nick assured her he was feeling fine when she spoke to him, and he seemed his usual good-natured-self. Liz had claimed a high-back seat for herself as the women sat around a low set table, she was lording it over the others as Vickie filled their glasses. It was pretty obvious that Liz was feeling pleased with herself, and no doubt relieved that she had got her turn as model out of the way. Now she would be able to settle back and enjoy the remainder of the week fully. "Well ladies? Did I do a good job or not?" Asked Liz, with a beaming smile of self-satisfaction, "Did I get a reaction, or didn't I?" "Well you definitely got a reaction." Rebecca answered diplomatically, casting a quick glance around the chuckling women. "The trouble was I couldn't see much standing by the window – the table was in the way. So I could not really see that effect I was having on him," Liz said airily. "You did all right Liz, but I think I could do better." Christy replied with more than a hint of sarcasm. Her tone was more of a challenge. Her comment came as something of a surprise to the women, because the younger Christy was normally one to follow the group and not challenge anyone. "So the youngster thinks that she can do better than me, does she?" snapped Liz. "I would love to see if you can do better when it's your turn. "I think I can do much better." Answered Christy, which also brought a low knowing snicker out of Rebecca. "I guess we have our next volunteer for tomorrow – Christy?" Julie added, after taking a sip of wine from her glass. "Do you have a scene you would like to setup?" "Probably something out of her experiences in elementary school," sarcastically interjected Liz. "Matter of fact, yes, I do have a scene in mind. It was something that happened out in public when I was dating my first boyfriend," answered Christy. This generated some oohs from both Vickie and Rebecca. "After we finish this glass of wine we will need to go to the barn and find the props you will need," instructed Julie. "It is getting late and we all need a good night's sleep. Tomorrow will be another busy day." There was just a little more chatter that evening between the women. Julie and Christy finished their glasses and made their way to the barn. Vickie said good night and Rebecca, not wanting to be the last with Liz, quickly followed. Chapter 3 – Christy The next morning Nick was expecting to find Liz in the office scene again, and was surprised to find two theater-like chairs positioned facing three easels with Christy sitting topless in jeans and Julie standing beside her. It was obvious that Nick was not anxious to continue with the modeling, since the class was again waiting on him. When Nick stepped into the room, Christy stood up, unbuttoned her jeans and slid both her jeans and her panties down to her ankles. "Wow!" flowed out of Nick's mouth as he stopped dead and looked with wide-eyes at Christy; then remembering that he too was naked under his robe, closed his mouth and dropped his gaze. "Eight o'clock is not eight-thirty Mr. Nick," snapped Julie. "As you can see we have a room full of students that have been waiting on you! Get your ass over here so I can start this class." Art Class "But I thought it was going to be me and Liz?" Nick replied raising his hands up to emphasize his question. "Well you thought wrong," answered Julie. "The women decided to give Liz a break and have you pose with Christy. Is that alright?" Nick looked at Christy. Here stood a young woman, slender, early twenties, long blond hair hanging down her back, and no visible hair between her legs sporting a small butt. "Of course it is alright, but I feel like I am posing with my daughter." Nick's remarks raised a number of laughs from the others in the room. "Hurry up, come over here so we can get started." Julie impatiently added, while raising the pitch of her voice and folding her arms before herself. Nick had heard that tone before and knew when Julie was serious. He hurriedly made his way through the cluster of artists to where Christy and Julie stood. Christy lowered herself in her seat, leaving the jeans and panties lying around her angles as Nick walked up and stopped in front of her. Julie moved over behind Nick, reached up and quickly pulled his robe away from him, exposing his flaccid penis to Christy and his buns to the class. Really nice ass Julie thought to herself as she reached up, placing a hand on each shoulder, and turning him around to face the class. Liz was standing behind her easel, wearing designer jeans, an expensive white blouse, heels, and a long gold chain necklace. Her grin grew as Julie turned Nick and his cock came into view. She took a good long look at his manhood, shook her head in approval, and sat down without saying a word. Rebecca was already hiding behind her easel when she turned to look at Nick and Christy to make sure she had an easy view to draw. "Looking good today Nick." She added with a broad grin before turning back to her canvas. Julie told Nick to look behind him, find the seat next to Christy and sit down. Nick didn't need to be told a second time. He figured that if he were seated there would be less on view. He turned, quickly found the seat and sat down. Once seated, Christy reached over, grabbed Nick's hand and moved it into her lap. She held his hand firmly against her thigh, and moved a theater prop of popcorn over their clasped hands. Julie stepped away, turned to face both models, and studied the scene as if she would be doing the drawing. She asked Christy to lean into Nick and for Nick to spread his legs. Nick didn't move at first, so Julie repeated her instructions. "Now why do I need to spread my legs?" Nick said unhappily. "Because that is how men sit, with their legs spread." Answered Julie in that tone he had heard earlier. Slowly Nick moved his knees apart, knowing quite well what was coming into clear view for the three easels positioned directly in front of him. He could feel the cool chair against his flaccid cock now resting between his legs. As Nick looked up he caught Vickie peering around her easel, her eyes were locked on him. Vickie had listened to the exchange between Nick and Julie. The smile on her face grew larger with each inch that Nick's legs moved apart. "His face looks like he is being tortured, Julie," Vickie interjected. "I can't draw a face that looks like that." "Come on Nick, at least act like you are enjoying this." Rebecca added her two cents knowing quite well that they were torturing him. Nick forced a smile to appear, but it was clearly forced. "Okay, that's better. Let's begin," Julie started. "Today I want you to concentrate on the shadows. I am not interested in if you can capture the models exactly, I am interested in how you capture the shadows around the body. Models, remain still. Students, begin." Out of the corner of Nick's eye he could see two perky young tits rise slowly with each new breath from Christy. He thought to himself: This is better. Yesterday I had to stare at a completely naked woman. At least today she won't be in front of me. That was a good thought for a second, until he looked up to see four smiling faces staring back knowing quite well what of his was on display. "This reminds me of when my boyfriend took me to an adult movie." Christy's voice startled him at first since he was paying more attention to the artists. "It was the first time I saw anything like that on the screen and I was totally unprepared for what happened next." Nick had heard Christy, but he did not want to acknowledge that he heard her, and said nothing. "By the time we had arrived, the movie had already started. We walked into a dark theater. The couple on the screen were screwing like rabbits. My boyfriend put his hands on my shoulders and guided me to the center of the theater. We found seats in the middle row and sat down. I looked up to see a naked woman projected in front of me. She was bent over, being fucked from behind, while her breasts swung hard from side to side. She was moaning loudly filling the theater with her sounds." Nick now understood the reason for the theater chairs. Christy's story took place at a movie and they were posed as if they were that couple. "I had never watched another couple making love, so my eyes were glued to the screen while my boyfriend's hands started to remove my bra. I didn't put up any resistance, so he assumed that what he was doing was okay. It did not take him long to have my blouse completely unbuttoned and my bra pulled up, releasing my breasts. I didn't mind him playing with my nipples as I watched the couple on the screen continue to make love. I was starting to feel like I was that woman on the silver screen." Nick glanced over at Christy and watched her nipples grow as her breathing seemed to increase. This was also one of Nick's old fantasies. There were a few times when he had taken Nancy to the movies and he tried to play with her, she would always push his hands away and stop him. So this remained an unfulfilled fantasy until now. "It wasn't long before he moved one hand down to my jeans to unbutton the top of my pants and move the zipper down to release the material. At this point I was getting pretty horny so I wanted some attention down there. I slid my hips out over the seat and popped opened my legs to allow his hand to get into my panties. His fingers felt soooo good as they glided down between my legs towards my clit." Nick was watching as Christy's legs started to twitch. Then he suddenly felt Christy pull his hand from under the box toward her pussy. Nick quickly looked up at the class. He wanted to know if anyone else had seen what he just felt. He was hoping that the box had blocked their view, but he was wrong. "Nick! I need you to remain still," shouted Julie. "Stop moving that prop!" "Yeah, so that is why my shadow had changed on the box," Rebecca interjected. "Put it back." Nick suddenly realized that he had another problem. That problem was with what Christy was trying to do with his fingers. "He was having trouble finding my clit. So I stopped him, stood up, pushed my pants and panties down to the floor. I sat back down with my legs spread wide. I was getting hot watching the movie and my boyfriend was helping me go where I needed to go." Christy was pushing his hand deep between her legs. She was forcing his fingers to find her wetness. As much as he wanted to touch her he realized that he would have something else to show if this went much further. "Damn-it, he keeps moving that prop. And I can't draw it." Vickie threw her pencil down in disgust. "As he played with me, I was getting hot, so I removed my blouse and took off my bra. I was completely naked, on display, for anyone in the theater to watch. I didn't care at that point. I wanted my orgasm." Yep, Nick understood, she wanted her orgasm then and she wants it now. Unless Nick could remove his hand, Christy was going to get what she wanted. Nick didn't want to move anything so as to not draw any more attention to them. So he allowed her to move his fingers deeper between her legs while he focused his mind away from what was happening. He needed to focus hard. "Okay, I see something else coming out that I can draw now." Rebecca said now laughing as she focused on the male part of her drawing. "I had not noticed that three men had moved in around us and had pulled their cocks out. They were stroking themselves as my boyfriend played with my clit and pulled my nipple. I looked up and saw them in the dim light. I became more interested in what was happening around me than what was happening on the screen." The popcorn prop was starting to shake. Nick didn't want to look up for he was sure others could see what was happening. He was at that door again and as hard as he tried, it was starting to open. He could feel his erection grow and decided to close his eyes trying to make it go away or at least block out the view of the other women staring back at him. "The man to my right came first. Even in the dim light I could see the white liquid spurt from the tip of his cock and I could not hold back any longer. I raised my hips out of the seat and had my own, violent, wonderful, orgasm." Thank God it was not as violent. It definitely was a smaller version of what she was talking about. He could feel her thighs clamp down on his fingers with only the force that an orgasm could muster. He could feel the movement between his own legs and he knew he was in big trouble. Rebecca had stopped drawing and was now concentrating on Christy's orgasm that was unfolding before her. "Well I wasn't expecting to see that! And girl, you are getting a good reaction." "Whoa." Was all that came out of Liz's mouth as she stopped drawing to watch the shaking popcorn. Nick was not sure if the women's outbursts were due to Christy's orgasm or to what he felt happening between his legs. He was still fighting his own urge. Given what he had just heard, he didn't think he was winning. Christy had stopped speaking and was only breathing. Nick knew why and so did she. He shifted his view in her direction and found her eyes closed as her breasts heaved with quick breaths. Her very erect nipples pointed straight out. The box continued to tremble in her lap. Christy released her grip on his hand which also released his thoughts. He wanted to throw the box across the room and just make love to her. But he regained his composure, remembered where he was, and resisted the urge. "Well it is about time. Now I have something to draw again." Vickie spoke and started to move her pencil with determination. "Nick, this is probably the best I've seen of you all week." She added with a very devilish titter. Christy sat still for well over ten minutes, letting only tiny moans escape from her mouth. Her lips formed the letter 'O' as she sat with her eyes closed, moaning. Her lips were trying to open that door again, he looked away from Christy and back at the class only to find similar formations on the lips in the audience. He again closed his eyes and tried to close his ears. Nick thought he heard Vickie say, "Liz, I think you may have moved into second place." Nick remained seated with eyes closed for the remainder of the session. He was very happy when Julie gave him his robe, which he immediately dropped it into his lap to conceal himself. ***** ***** ***** ***** It was Nick's turn to buy the wine that evening and as they sat around discussing the day's events. Nick opened one bottle and started filling glasses. Most of the women wouldn't look him in the eye which he though was strange. But when he walked over to fill Vickie's glass, she made eye contact. Vickie broke into a giggle as he poured her wine and he had no idea why pouring wine could be so funny. "What's so funny?" Nick asked. "Oh, nothing really, I was just thinking about something that happened and I needed to laugh. "You did well today Nick." Said Julie knowing quite well what Vickie was laughing at, as she tried to redirect the conversation. "What about me – how did I do?" Christy quickly cut-in. "Okay... for a child!" It almost sounded like Liz was bitter about something thought Nick. "You did great, as we all saw." Added Vickie, now smiling because she liked the fact that someone – anyone – had done better than bossy Liz. "Liz, you were there and you saw how much better Christy was. Now admit it?" "I don't admit anything." Liz snapped back. Knowing quite well that this would happen, but not liking her new position anyway. "I agree with Vickie, Christy was much better with Nick." The normally quiet Rebecca finally added her opinion which forced Liz to withdraw deep into her chair and hide behind her glass. "Ladies, you all did well, and so did Nick. A toast to all our models." Julie said as she stood up and raised her glass to the group. "Here, here." Sported Vickie as the full group stood, raised their glass to acknowledge the toast. "Ladies, it has been fun." Nick said after downing the remainder of his wine. "I'm tired and need to get some sleep. Good night." Nick placed his glass on the table and started to make his way to the door. As he walked towards Vickie she looked up and for a moment their eyes locked. Nick thought he saw a devilish glint in her eyes, or at least he was hoping for as much. He looked up and away, continuing out of the room. Rebecca had made sure that Nick was out of the room when she turned to Christy and said, "Was that an orgasm that I saw?" "Yep, and it felt good". Christy added in her normally chipper voice. "Did you see Nick's reaction to her when she came?" Julie could not remain impartial anymore. "The poor man didn't have a chance at that point." Christy could only smile at Julie's comment. "He probably left early to take care of his problem." Chuckled Vickie, spawning a round of good laughter from the others in the room. "Okay, it is my turn to pose!" Vickie added after the laughter had died down. "So you would like to see if your ass can do better than mine or Christy's?" Liz asked sarcastically. "Not only my ass," added Vickie. "My personal story will bring an even bigger reaction from him than you could imagine." The taunting was starting to intensify between the women. "Ladies, I think there has been enough wine consumed for tonight. I need my models and artists well rested for tomorrow, so I'm going to suggest that we call it a night and begin again in the morning," Julie intervened diplomatically. In spite of the harsh language, there were still a lot of giggles as the four women stood up, placed their glasses on the table, and walked out of the room. I knew this was a high maintenance group. Thought Julie to herself. I just didn't think they were this competitive. This class is making me tired. ***** ***** ***** ***** Nick lay beneath the covers letting his thoughts float back over the past couple of days. His anxiety of being naked was easing with each new day. He tried to think about the more pleasant parts of the retreat, and allowed his hand to travel down his body to grab his emerging erection. He had been away from Nancy long enough and the need was starting to rise in his body. He stroked his penis allowing his thoughts to return to the day he posed with Liz. He attempted to find a fantasy. But as hard as he tried, Liz's persona destroyed anything his mind could conjure up. He gave up on Liz and moved over to Christy. Christy was a much easier target for his sexual mind, finding many different fantasies flashing through his mind. Each time he was about ready to lock down on a scene, his psyche looked over at Christy and saw her age. He failed in this attempt as well. He let his mind wander even more and finally came upon Vickie. Yes, sexy, soft, curvy, Vickie. Why couldn't she had modeled with him? He thought. He tried to remember what she had said to him today and suddenly his mind was off again, this time trying to remember what each lady had said. As he remembered, there was something that started to bother him. He was starting to feel like there was a hidden agenda among the women. He didn't really know what it was, but he was getting the feeling that he was somehow part of it. It was when they had something to say, rather than what they said. Their comments were not rude, but they did seem to intensify when he was having his biggest problem - in keeping his erection down. No, that can't be it. Are they trying to cause an erection? He thought to himself. They wouldn't do that, would they? He released his penis. There would be no relief tonight. Chapter 4 – Vickie After what had already happened in the past three days, Nick wasn't sure what he would find when he entered the barn. That still didn't stop him from arriving even later. He wasn't surprised to find the easels positioned in another section of the room. This time the work stations surrounded a table sitting under a single hanging light with playing cards scattered across the table. Four empty chairs were positioned around the table, and Julie was nowhere to be found. He scanned the students sitting and found Rebecca, Liz, and Christy seated. Nick knew then that he would be posing with Vickie and he smiled to himself. Julie came out of the side room. "Nick come over here and let me pose you in one of these chairs. You're late again!" Nick did not move quickly after hearing the tone of her voice and instead strolled over slowly until he reached the position where Julie stood. As she raised her arms to take his robe he stopped her. "Okay, the deal is I pose with someone else, so where is she?" "Vickie was waiting on you to arrive and was hoping that you would be early. Since you were late, she didn't start to get ready until ten minutes ago. She will be out shortly and asked that I get you ready. So I need to get your naked ass over to that chair in short order!" Nick started to open his robe when Julie suddenly grabbed the cloth and jerked it way from his body. He was turning to find out what the rush was about when he felt her hand come down hard across his ass – smack. "What was that for?" He asked as his body reacted to the spanking, causing his cock to fly up and slap against his stomach. Nick quickly placed both hands down to cover and control his penis. "That is for being tardy for the last three days and holding up the class," scolded Julie. It also brought a round of laughter from the women sitting in the class. Julie had wanted to run her hand over his ass yesterday and used this opportunity to secretly satisfy her own desire. "That wasn't much of a slap. Let me do it." Liz said and started to rise from her chair. "I've done what was needed, now sit down and get back to your station," commanded Julie, freezing Liz and forcing her to sit. Nick watched where Julie laid his robe and then sat down in the chair. Julie asked him to move the chair in closer to the table while he remained facing the class. She then asked Nick to bend over the table, and pick up the cards. As Nick moved to pick up the cards, Julie shouted, "Freeze! That's a good position, don't move." Julie moved in front of Nick, looked down, then bent over and placed her hand on his one thigh, instructing him to move his leg slightly to her right. She was adjusting his position to make sure that his manhood was clearly on display. After all, it was that part of him that fully defined him as a man and was of most interest to this room full of women. Nick was getting use to the idea that it really was his cock the women wanted to draw. Vickie came out of the side room wearing a tiny green string bikini. She was also in three inch heels. Her thick red hair flowed down to the middle of her back. Vickie had brushed her hair, making it fuller, and allowing it to frame her shoulders. Her skin was milky white and she had applied a striking color of red to her toes, finger nails, and lips. The bikini barely covered her amble breasts, allowing them to sway as she strolled over to where Nick sat. Her nipples were clearly visible through the material, pushing hard against the tiny triangles of fabric covering her. Art Class In my mid-forties, looking for something different to do in my life, I took up drawing. I signed up for some art classes at a local studio and spent evenings and weekends developing my skills. One Saturday Valerie, the owner, stopped me after class. "You know I have some advanced classes in the afternoon, don't you? Well, I have a two life-drawing classes and they need a model. I thought I'd ask if you were interested." I was surprised. "Really. Well, I'd be honored. What's involved?" She smiled. "Nothing too much. I'll pay you $25 a session which is about two hours. All you have to do is hold a pose for a while. I'll show you what we want. Oh, and by the way, you have to pose nude." "Nude? I'm forty-five years old! Are you sure that's what you want?" I was nervous about posing nude, that's for sure! "It won't be any problem, you watch. After twenty minutes it will be the most natural thing." "Uh, okay. Well, let's give it a try." So next Saturday afternoon I was in the studio. Her first class was a mix of men and women, mostly women and most in their thirties and forties. I stepped out of my clothes behind a curtain and then mounted the stage. I was nervous. Valerie introduced me to the group, mentioned it was my first time and set me in a pose. Then everyone started to draw. Valerie was right; after about ten minutes I didn't even notice I was naked in front of a group of men and women. Nobody whispered and pointed. Everyone was concentrating on their work; their eyes going from their easels to me and back again. After two hours the first class left and I took a break before the second one. Valerie brought me some tea while I waited. "You did fine," she said, "see how easy that was?" I had to admit I did like it. The second group began to trail in. I was surprised to notice that it was a small group; three men. They were all in their late forties or mid-fifties. Valerie introduced me again, set me up for some poses, and then retreated back to her office. Unlike the last group, this bunch liked to talk. They introduced themselves as Ben, Roger and Mike. Mike the older one, kept complimenting me on my courage to try something new, and on my body. "Nice arms," he would say, or later "you have really nice legs." After about half and hour things started to change. Mike looked me in the eye and said, "You've a really nice cock, there." I blushed and felt it stirring. I sat in my pose, which had me kneeling and sort of sitting back on my legs. "It would really help my drawing if your cock was a bit larger," said Mike, "do you think you could stroke it for me?" I was shocked and blushed again. "Uh, I don't know....." I started. "Oh, come on," said Ben, "it's just us guys here." "Yeah," said Roger, "come on." He smiled and I thought it was a particularly wicked smile. "Well.... Okay," I said. I reached down and started to fondle my cock. But with the situation and their eyes on me, I couldn't get much of a reaction. "Sorry," I said. "Just close your eyes," said Mike. I closed my eyes. "Keep them closed. Right. Now slowly stroke your cock. Fantasize about something that really turns you on." I started to think about my wife, Suzie, and her blowjobs. I felt my cock getting hard. "That's it. Keep your eyes closed. Keep stroking. Yes, that's right. Now it's really getting there." I was starting to get caught up in my fantasies. I vaguely heard chairs moving; I assumed for a better view. Mike kept up his erotic commentary. "Yes, that's right. You have a very nice cock. Nice and hard. Nice and long." I was really getting turned on now. I knew I'd have to stop soon or I'd really embarrass myself. My hand kept working up and down my shaft. "Have you ever thought about sucking another man's cock," Mike asked. I was jolted by the question. My cock got even harder. "Open your eyes now," Mike said. I opened my eyes and looked directly at a huge cock, just inches from my face. Mike was standing in front of me, naked, his hard cock in one hand. "Suck it, " he whispered. Without understanding why, I leaned forward. He moved closer and the head of his cock slipped into my mouth. It seemed the most natural thing in the world. I grabbed his shaft with one hand and tried to take more of him. I'd never had any sexual contact with a man before, although, I must admit, I had fantasized about it a lot. And now here, on my first day of modeling, I was sucking a guy off! I licked the head of Mike's cock, savoring the taste. I took the head in my mouth and sucked. I played with his urethra with the tip of my tongue. Then I tried to take more of him in. I couldn't get very far, he was so huge, maybe nine or ten inches. I worked my right hand up and down his shaft. "That's very nice," he whispered again. "That's just right. Yeah, that's it, take as much as you can. Yesssss....." He put his hand on either side of my head and held me, then began to move in and out of my mouth, fucking my face. Every thrust I tried to take a little more of him. I was so engrossed with Mike that I had forgotten about Ben and Roger. I felt someone moving behind me and then hands pushing my legs apart. I heard Ben whisper in my ear, "Just relax and enjoy it." I felt fingers on my asshole, then something cool and smooth being applied. The fingers worked whatever it was into my ass hole. I could feel the fingers stretching me. Meanwhile, Mike continued to work his cock in and out of my mouth. I felt someone behind me, then the tip of a cock at my ass. My body resisted a moment. Ben pushed hard and suddenly his cock passed the muscle ring and slid into my ass. I groaned at the combination of pain and pleasure. Ben's hands were on my hips and he began to pump in and out of my ass. I was doing a pretty job deep throating Ben, because he began to pick up the pace. His thrusts became faster and deeper. With my free hand I reached up and squeezed his balls. Mike let out a loud groan and began to come. His hot cum squirted into my mouth. Surprised, I tried to swallow it. It tasted salty and a bit bitter. He kept cumming and cumming and I had to pull away. Cum dripped down my chin. His last squirts landed on my face. I swallowed and laughed. Mike sort of laughed too and pulled away. No sooner had he stepped aside then Roger took his place. Roger's cock was smaller and slimmer, but I didn't mind as my mouth needed the relief. I easily took him all the way in on his first stroke. I felt his pubic hair tickling my nose. Roger groaned loudly. He held still as I first licked his cock, then went up and down on him. It was hard to concentrate while there was a cock in my ass. Ben was thrusting in and out in a steady rhythm. He'd pause every once in a while to help pace himself. His cock filled my ass completely and I began to try to meet his thrusts with my ass. I finally just pushed my ass out as far as it would go and let him bang me. I suddenly felt a soft mouth on my cock. I pulled off Roger for a moment and looked down. There was Valerie, naked and laying underneath me, sucking on my cock! Her mouth was hot and warm and she knew exactly what she was doing. She caught my eye and I could see her laugh with her eyes. I returned my attention to Roger. What a moment! A cock in my ass, one in my mouth and someone sucking me off! All of this had to have and end. Ben finally let out a load and dropped his load of hot sperm in my ass. He kept thrusting until he finally shrank and plopped out of my ass. Roger pulled out of my mouth. "I want that ass of yours," he said. Then Valerie really laid into it and suddenly I was coming, still on my knees. I grabbed her head and held it as I shot my load into her mouth. When she came off me, I collapsed on the platform. Valerie pressed her body up to mine and kissed me, returning much of my load. I groaned. I was going to love modeling! The day wasn't over yet. Later, Roger took me while I was on my back. Valerie sat on my face and I got to lick her hot, shaved pussy. Ben and Mike, meanwhile, were enjoying each other. When I got home that evening, Suzie asked me how I liked my first day of modeling. "It was much more than I expected," I said, "but I really enjoyed it. I can't wait for next week!" Art Class I had to take an art course. I guess I could have taken a lit course or some shit, but I was tired of reading and I wanted to try something different, so I signed up for a class that sounded interesting. It was a drawing and composition class full of undergrads, mostly art majors with their quirky clothes, glasses and facial hair. A few were like me, uncertain of their major and trying a few new things. I already knew I had a little talent as an artist but I shortly discovered I hadn't much interest in drawing pears and fish and trees and shit. I knew we were going to work with some models, but no one prepared me for the woman who came in and undressed. She was tall. Not fat, but thick. Her hair was dark and thick and wavy, and her eyes were striking ice blue, the kind of eyes you feel on you even when you aren't looking, and that bore right through you when you are. The right side of her torso...sorry, my right, her left...was completely covered in tattoos. Dragon claws and scales and an open, scaly mouth. Her left tit was ringed with a series of concentric circles starting at her pierced, pale, upturned nipple and going all the way back. When she moved or breathed and her tit rippled or bunched, it was hypnotic. The rest of her skin was the color of butter. She sat on a bench, legs crossed demurely, leaned back on her arms behind her, her tits pushing up and forward, looking at us as we looked at her. I couldn't do anything at first except stare at her, tracing the outlines of her tattoos with my eyes, the curve of her hips, the spill of her hair. I caught her eye, and she was staring right back at me. I looked down at my paper, blushing like mad, trying to draw. Every time I looked up, she was staring back at me with those eyes. Every once in a while she'd squeeze her thighs together, and I knew she was getting off on it. She sat like that for an hour, looking around at the class, staring at me whenever I looked up, smiling that little smile. When it was over, she was in no hurry to put her robe on. She sat there nude as people went up and thanked her, complimented her, asking about her tats, answering their questions like it was nothing, asking to see people's drawings, sitting there smiling with everyone staring at her completely bare body. What a powerful feeling that must be, I thought. Eventually she shrugged into her robe and, flashing a final, dazzling smile, went into the adjoining classroom to dress. She looked at me one last time, her eyes boring all the way down to my pussy. I could cum just looking at her eyes, I know it. I wish I could say I got an A on that drawing, but I got a C+. I decided I had to know what it was like, so I signed up as a volunteer to model. And get this, they make it a major pain in the ass. Students aren't allowed to volunteer at the college, so I had to go to the community center. Then, it turns out you actually have to provide references and crap like that. You'd think they'd make it easier, since it's not like they pay much. Since I didn't want to embarrass myself in front of friends, I asked a professor and my track coach for a references. The coach just signed the letter I'd written without really looking at it. And wouldn't you know it, Kale came through for me for the second reference. She grinned like she got a kick out of the idea. "Wish I was in the class," she said. As if she hadn't seen every part of my body at licking distance. To say I was nervous would be a complete mis-statement of facts. I was terrified. I almost bolted twice on my way to the studio. But when the instructor, a dottering, heavy woman with wild gray hair, handed me a kimono and pointed at the dressing room, I was pretty much stuck. I kicked off my sneakers, shucked off my jeans, peeled off my tshirt and then tied the kimono around my middle. It was soft silk, and it felt awesome on my skin. I am butch through and through, but there's something to be said for soft, silky girly shit. I waited until the professor knocked on the door, then I followed her out into the studio. She set me up on a bench on a raised stage, lying on my side, propped up on my elbow, draped down in front of the other. Then, when she was satisfied, she untied the kimono, slid it off me. My pussy was hidden by my thigh, but everything else pretty much was out there. My belly, my little tits, my hip and thighs. I'd never been undressed in front of so many people before, and my heart was pounding like mad. The professor was saying something to the class I could hardly hear, and then they all took out pads and started to draw. The scratching of pencils filled the air. I started to calm down and look around. The class was taking place in the rec room, same place they do ballet and aerobics and yoga and shit, so there were mirrors on the walls. Across the room I could see this naked chick laying on her side on a bench, a row of earrings winking in the light. Her hip looked a lot rounder and sexier than mine, and her legs looked long and toned and graceful. Hard to believe it, but it was plain old jeans-and-t-shirt me. That teacher knew her poses. Then I started to look around at the students. They were all looking at me up there naked. All of them could see my body. It was an indescribable, delicious feeling. There were eight or nine arranged in a semi-circle around the stage I was on. A handful were geriatrics, retirees looking to fill their "golden years" with some interesting shit in between visits from their grandkids. There was a good looking dude, tall in tight jeans with a gym-rat's build who sat with his legs wide apart. A middle-aged woman with a nice body in a powder bluie velour Juicy sweatsuit, and a girl my age in jeans and a t-shirt; might have been a dyke, hard to tell sometimes. The woman in the sweatsuit reminded me of Kale, though Kale is much better dressed. Nice rack though, sitting with her legs crossed and rocking them. She was looking at me as I was looking at her. She smiled a little; so did I. We both were staring unabashedly at each other's tits. The difference was, she could really see mine, pale skin and hard niples. I felt her eyes on my naked body like hands. The guy was staring too, and with his legs apart like that it was easy to see his dick was as hard and thick as a woman's forearm. Probably thinking about sticking that thing in my pussy from behind me, holding me by the hips with his big paws, ramming it in and out. It might even be fun. He was staring at my body, his eyes roaming over my tits and belly, then he stared at my hips trying to get a peek at my slit. He caught me looking at him and smiled, adjusting his crotch. The younger girl, the maybe-dyke, was staring at me too, drawing. I caught her eye and she blushed hotly, looking down at her drawing pad. I felt it for the first time then, the wetness between my legs. It had been there for a while, but now I could really feel it. I rocked a little, and a twinge traveled through me like an electric shock; pussy, bellybutton, titties, back of my neck. She saw the spread of goosepimples, saw my tits get hard, and she blushed. Damn, she was a sexy little thing. I wanted her fingers pinching my clitty, rolling it while I squirmed. I wanted my hands on her tits, squeezing them hard enough to leave red marks while I came all over her fingers. I rocked slowly, liking the feel of it, looking at the maybe-dyke, wondering what her skin smelled like. I could cum like this, I thought. I wish I'd had the foresight to put something in my twat before I came here, my ben-wa's or some shit. The older woman was watching me too, smiling slightly. She saw me moving, knew what was up. She touched her tongue to her upper lip, flicked it once. Oh, I wanted that tongue. I stared at it as she did it again, showing it to me. Then she uncrossed her legs, opened them wide, showing me the damp spot, and then crossed them opposite, rocking faster. Oh she needed that box licked, by me. She needed to get tongue fucked and her clit sucked on and fingered until I was covered with girlie cum. Fuck. Fuck fuck fuck. I couldn't quite cum. I couldn't hit my spot, couldn't move enough without everyone knowing. I was close, oh so close, but not quite there. I was trying as hard as I could, but wasn't quite there. I just needed one good rub, or a nipple pinch, something. I wanted to scream with frustration. Then there was a hand on the back of my neck and a whisper in my ear. And the unexpected touch of the hand and breath on my ear sent me over. I gasped as my pussy started to pulse with pleasure, but bit back the moan as I turned to look, trying not to shiver. It was the teacher who'd made me cum. I just stared at her as the orgasm, thankfully a mild one, swelled. My brain was about fifteen seconds behind, but finally I registered through the fog of my pleasure what she'd said. She wanted to know if I needed a break. Biting my lip, holding my breath, I shook my head. She smiled and nodded. I started to breath again. The pleasure-pulses slowed down and, eventually, stopped. My aching nipples relaxed. I looked at the students. The guy mouthed the word "hot." Did he know? Maybe. I smiled. The older woman clearly knew. She looked like she was close to getting off herself. After class, they all thanked me. Some of them showed me their work. One old man had really captured me, I thought. He had obviously spent a lot of time getting my chest just right. He offered his drawing to me, but his wife dragged him out of there as he smiled at me. Dirty old man...I love it. The younger guy gave me his number, and so did the older woman. And so, surprisingly, did the other girl, the maybe-dyke. Now I have to decide who to call first. Art Class This is a story that has been kicking around in my head for more than a year. An email exchange with a fellow author on this site who likes the older/younger genre pushed me into finally getting it down in pixels. So, this story is dedicated to her. I hope she likes it. For those looking for a quick jerk story, hit the back key. This isn't one of those. "Bill?" "Yes." "Bill. Hi. It's Caroline." She sounded breathless, like she'd just run up a flight of stairs. "Hi Caroline. I hope you're calling because you want to take me out for drinks now that the semester is almost over." "Alas, no," she said. "I'm calling to ask you a HUGE favor." "My answer is yes," I replied. "Don't say yes until you hear me out. Can I come over to your office?" Ah. That kind of favor. Can't say it over the phone. "Sure. I'm here grading until I'm done." "Okay. I'll be right over." Five minutes later, Caroline bustled in, which is unusual for her. She's one of the most composed, most centered people I know. For her to be rushing around and looking stressed, whatever the problem was, it must have been a good one. "Hi," I said as she slid into one the chairs across from my desk. "Coffee?" "Well...No. I can't. But thanks." And with that, she reached over and closed my office door. Okay, it was to be a secret favor. Rather than prodding to see what it was, I just waited. Caroline took a deep breath, then said, "I think you know I'd never ask for something like this if I weren't desperate. And I've already asked at least five other people. No one could do it." "Yes," I said. "I'll do it." Caroline was, after all, one of my oldest friends, and even briefly, a lover. But that was two decades ago. More, actually. She was having none of my easy agreements though. "Seriously, Bill. Hear me out." "Okay," I replied. "I'm listening." "I can't remember if I told you or not, but I'm teaching Life Drawing this semester." I nodded. She had told me. "Well, this afternoon at four is the final studio session for the class. Half the students are done, but the other half really need this session to complete their portfolios." She paused, took a deep breath, then said, "My regular model, Stephen, was in a car wreck this morning on his way in and he can't possibly be here. I've called everyone else I know and no one can do it. If I don't have a model today, at least seven of my students are screwed. Is there any way you'd be willing to sit?" Oh. Maybe I shouldn't have agreed so quickly. "Nude?" "Yes. Yes, of course. It's Life Drawing, not Fashion Drawing." "Just checking," I said. "Okay. Sure. But on one condition." "What?" "I need to see the class list. I won't sit for any students I already know. That would be a bit awkward, don't you think?" She nodded. Then began rummaging around in her laptop bag. After a few seconds, she produced her grade book, flipped through it, and then handed it to me, open to the relevant page. I scanned the names. None were familiar at all. While I sometimes have a hard time remembering students' names in class, I don't forget their names in general. Calling roll day after day does that. "Don't know any of them," I said. "So I'll do it." "Oh Bill. You're a godsend. I swear I'll make it up to you." "Drinks after finals?" "Done," she said. "Name the bar and I'll pick up the tab." "Sounds like a plan. Now tell me where to go and when." "I already told you the when. The class starts at four and runs until seven. So you have about half an hour to get over there. It's in the Myersdell Studio building, second floor. My GTA Alison will be waiting for you at the door and will get you settled." And with that, Caroline stood, blew me a kiss, and said, "I won't forget this." "Me either," I said to her back as it left my office. ----- "Dr. Sullivan?" "Yes. Are you Alison?" "I am," said a pretty girl in her mid-20s, wearing a t-shirt and jeans that had more paint on them than cloth. "If you want to follow me, I'll show you what to do." I waved for her to lead the way and she did. Down a short hallway we went, then through a door into a large studio, where several students were already setting up their easels and materials. There was a grayish wooden block in the middle of the floor and they were arranging themselves around it. "This way," Alison said, motioning me toward another door. "This is the changing room. Go ahead and strip down and put on the robe. When they're ready for you, I'll come get you and help you get comfortable. There are water bottles in the fridge, so feel free to take one or several if you like. It can get hot out there under the lights." With that, she left me. I've had to strip and get into a robe many times in my life, but always for a medical procedure, exam, or x-ray. Not to sit naked in front of a group of college students. As I took off my clothes, I became hyper-aware of two things—the fact that I'd gained a few pounds over the semester and that I was, well, not entirely soft. Great. But, I'd promised Caroline, so there was nothing for it but to get undressed and into the robe. I had just grabbed a water bottle when Alison rapped on the door. "Ready in there?" "Ready," I replied. The door swung open and a smiling Alison led me to the center of the room. "Okay everybody," she said. "This is Bill. He is a last minute fill in for Stephen and it's his first time sitting as a model. Bill? Thanks so much for doing this." I nodded, my mouth just a little too dry to speak at that moment. Seven students, all girls. All looking at me. Waiting for me to take off my robe. Oi. "I want you to have a seat on this block, one leg on either side of the corner here," Alison said, motioning to where she wanted me to sit. "Place your hands on your knees or thighs, whichever is more comfortable, and spread your legs relatively wide. Try to be as comfortable as possible. I know it's not the world's greatest seat." I almost sat down without taking off the robe, then remembered it at the last second. Still holding my breath, I untied it, slipped it off, and handed it to Alison. Then I sat where told me to and did my best to get comfortable. Legs spread. Everything on display. At least the partial hardon I'd had in the dressing room had deflated. "Try to sit as still as possible, but don't feel like you have to be a statue," she continued. "No one can sit that still that long." I nodded again, very aware of the fact that all seven girls could see everything there was to see. "After about 15 minutes, you can take a break. Stand up. Stretch. Whatever feels good. Then try to sit back in as close to the same position as possible. We'll take a ten-minute break on the hour. And remember to drink water. Don't want you dehydrating." I know she knew I was very uncomfortable, and not because the block I was sitting on was so hard. But she was also being very professional and that helped. And so it went. The first fifteen minutes were pretty bad, because I was hyper-aware of the fact that I was totally nude in front of seven female students. After that, though, I began to detach from what was happening and my mind began to wander. Each fifteen-minute segment seemed to go by a little faster and all would have been well, except that my wandering mind began to think about drinks with Caroline. And then about what might happen after drinks. The inevitable result of such musings was a sudden rise in the barometric pressure between my legs. Perfect. Just what I needed to have happen. Think football. Baseball. Lawn care. Anything boring. Just don't think about the girls watching your cock rise you old slime ball. Something seemed to work. Probably just generalized mortification, because after about thirty seconds of upward motion, gravity took back over, the barometric pressure dropped, and I could breathe again. Fortunately, that was very near the end of the session, because when the next fifteen minutes ended, Alison came back in and said, "I think we're done here." All the students were nodding, so I grabbed the robe off the floor, put it back on, and headed for the dressing room. By the time I came out, blessedly clothed again, only one student and Alison were left and the student was on her way out. "Dr. Sullivan," Alison said. "Thanks again for all your help." "My pleasure," I replied and headed straight for my car. If I man ever needed a drink, it was me. ----- "Dr. Sullivan?" I looked up from my grading to see a young woman standing in my office doorway. "Yes?" She stepped in and took a seat. She looked familiar, but definitely was not one of my students this semester or last. But I knew her from somewhere. Maybe several years ago? At 52, my memory for students does seem to be slipping slightly. "My name is Melissa. Mel. I'm in the studio class you sat for last week." Ah. That's where I knew her from. The blonde just to my right wearing a tank top and jeans. "Right. I remember you." "Well. I just wanted to stop in and say thanks personally. I was kind of in trouble in that class, but I made an A on my final work -- you -- and that boosted me to a B for the semester." She seemed genuinely anxious to let me know she meant it. So I said, "You're welcome. I was happy to do it, if more than a little terrified." That earned me a laugh from her and a very pretty smile. "I bet. I could tell you were pretty on edge. But you chilled out pretty quickly." I nodded. "I wouldn't have done it for anyone except Dr. Marks." "Yes, she told us you are old friends." Again I nodded. This time, though, she stared down at her feet. I noticed that there was a portfolio there. I hoped she was not going to want to show me a nude drawing of me... Instead, she picked it up, then put it back down, then looked back up at me and said, "Dr. Marks says you're a talented photographer." Not what I expected, but okay. "I don't know about 'talented,' but I do like to shoot as often as possible." Then I waved to the wall to her left where a number of my images were hung. She stood up and began to examine them, each one very carefully, nodding to herself in front of a couple. Then she sat back down. I was impressed at how much time she spent considering them. "She was right. You are good." "Thanks," I said, not sure what else to say. Then she picked up her portfolio again. Then set it back down. "I'm a photographer too. It's really what I do," she said. So that's what was in the portfolio. "Do you have some of your work with you?" She nodded, reached for the portfolio, then stopped herself. She was clearly working herself up to something. I decided to wait, since she was the one who had come to see me. After about a minute of fidgeting with the handle of her portfolio, she said, "I guess I'm wondering if you might consider another modeling gig. I could pay you for this one, though." I was about to say that, no, my career as a model was over. One and done. But the look on her face was one I'd seen before in my own daughter, when she really needed me to help her way back when she was seventeen and on the edge of some serious trouble. So, instead, I said, "That depends on what you have in mind." The fact that I hadn't rejected her outright made it possible for her to breath again and I watched as she took two deep breaths, the began to unzip her portfolio. "This is my senior project. I've actually been working on it for more than a year already and I'm almost completely done. I just need a few more images and I'll be ready for my show. There's no way I can make it in time for graduation this month, so I'm going to spend the summer getting everything printed better than what's in here." She patted the portfolio, but didn't open it yet. "The title of the show is It's Not Up to You and it's a riff on social attitudes about what constitutes an appropriate relationship. The whole point is to hit people in the face and make them think carefully about the assumptions they bring to the whole question of who ought to be with who." As she spoke, a certain fierceness entered her voice. The kind of fierceness the real artist gets about her work when it matters to her a lot. That level of conviction made me want to know more. "So I've created these sets and I'm down to the last one. The one I'd want you for. Take a look and tell me what you think." At last she handed over the portfolio. Still unopened. I unzipped it the last little bit and began to leaf through the images. Each set was three different shots of the same couple. The first was of two men, one morbidly obese, the other painfully thin, both in their early thirties or so, holding hands. Clearly in love. In the second image, both were nude. In the third, only the thin man was nude, and the obese man was stroking his lover's crotch, which sported a large hardon. Okay. The second set was of a conventional looking married couple, maybe in their forties, dressed like they were going to dinner, holding hands. Put together. The second in their set showed her topless, an upper body covered with tattoos and piercings, pinching her pierced nipples while he had a hand shoved down his pants. The third was of the two of them, dressed again, with their children, who looked like future Barbie and Ken models. Different. The third set was of a young American soldier in full dress uniform, standing next to a Middle Eastern looking woman in a hijab and conservative Muslim outfit. Both looked in their early twenties and they looked more than a little uncomfortable. The second image showed them both, fully nude, except for the scarf in her hair, facing one another, bodies almost touching. He was missing both legs from the knee down and had a horrible scar across his abdomen. She was pregnant. Probably six months or so. You could tell they were in love. In the third, he was kneeling in front of her, his face resting against her stomach, her breasts resting on his head, a look of intense love on her face for what I could only assume was the father of her unborn child. Compelling. And then the pages were blank. "So you want me to be part of the final set then?" I asked. "Yes," she said. "Your work is really powerful, you know. Disturbing. Challenging. You've got real talent." That made her blush. "Thanks. Thanks a lot." I waited again. It was really up to her to tell me what she had in mind for me. But given the pictures I'd just seen, I couldn't begin to guess. She stared me for a minute, our eyes locked, as though she were trying to decide whether to really go for it or not. "Here's what I need you for," she said at last. "My friend Tara's agreed to be the other model. You'll like her. She's tiny, maybe 4'10" and about 85 pounds. Looks like she's about 14 even though she's 20. The fact that you're so tall and so much older is what makes you perfect for what I need." At 6'4", I would certainly tower over her other model. And at just over 200 pounds, I'd dwarf her. "I want to set it up like the rest of these. Make it appear that you two are having a sexual relationship. Because of your age and size differences, it will definitely stand out." I nodded. I could kind of see it in my mind. "There would be nudity, of course. Both of you. And I'd want to position you in at least one shot so it looked like you were having sex. I know that's really pushing the limits, but, well, it's what I need to finish the show." That was more than I'd expected. Nudity yes. Simulated sex. Not so much. I think she could see the anxiety bloom on my face, because she rushed forward, not willing to let me speak yet. "I'll give you right of first refusal on everything. If you don't approve of an image, I'll exclude it. I swear it will be fine. Really." If she hadn't had that look, just like my daughter, I most certainly would have said no. If I were still married, I'd have said no. If I weren't tenured, I'd have said no. If I could have thought up a good reason to say no, I'd have said no. But I couldn't. So I nodded. "Really? You'll do it?" "Yes. But only if you give me a signed agreement on the first refusal." "Of course. Of course." Then she snatched the portfolio off my desk, flipped to the back, and pulled out a sheet of paper. "Here you go." Already? I read what was on the paper and sure enough, it was just the sort of agreement I'd wanted, giving me complete control over the images she took of me. With a place to sign on a line with my name typed out under it. I looked up at her and she was holding out a pen. I was painted into a corner and hadn't even seen it happening. So I signed. "Any chance you can come over this weekend? Maybe Sunday?" "Okay," I said. "Sure. What time." "How about two?" I nodded and she took a post it note from my desk and wrote on it. "Here's my address and number. Call me if you need anything. Directions. Whatever. Oh, and wear a blazer, dress shirt, tie, and nice shoes, okay?" I nodded again. I'd been doing a lot of that since she came into my office. "Excellent. See you then," she said. Then she gathered up her stuff and waltzed out of my office. Waltzed. Great. ----- We exchanged a couple of texts before Sunday...I think she wanted to make sure I wasn't going to back out. What she didn't realize was that the more I thought about it, the more I liked the idea. I grew up in a family of artists, you see, and so I knew what it was like to struggle to get something just right. And I knew enough about photography to know she was very talented. Last but not least, at 52, I'd reached that stage in my life where I just didn't give a fuck what people thought about me. Being older, divorced, and a tenured full professor without much left to accomplish in your field can do that. Which is why, at 1:50 on Sunday I was knocking on the door to her apartment, the top floor of a triplex in an old house a few blocks from campus. When the door opened, Mel—we were now on a first name basis—ushered me right in. "Sorry it's so hot in here. I've only got the one window unit and I'm afraid it's not very powerful," she said by way of explaining why it was something like 80 degrees in her apartment. That also helped to explain why she was wearing so little...very short cut offs that didn't even manage to cover all of her ass and a tank top chopped off to show most of her midriff. She wasn't kidding about the heat. I was already sweating a bit from the walk over in the blazer and tie she'd asked me to wear, and the heat in her apartment didn't help. "Tara's going to be about ten minutes late. You want a beer?" "Sure," I said as I surveyed the place. Her apartment was really a large studio. The accoutrements of a photographer were everywhere...light trees, backdrops, various prints in various stages of framing, a door on saw horses turned into a mat cutting table, and a second door covered in computer screens, a very large and expensive looking printer sitting next to them. The only sign a person actually lived in the one big room was a futon over by the window with the AC unit, a small dresser, and a kitchenette in the corner that also seemed to house a bathroom. I stood, not sure where to sit, as she brought two beers from the dorm-sized fridge by the stove top. At least they were cold. "Cheers," she said and gulped down about half her beer in one long pull. I was about to say something in response when there was a knock on the door. "Oh. That's Tara. On time after all," she said and went to let in my partner in modeling. Tara was as earlier described. Elfin is the word that came to mind when I first saw her. For sure she wasn't five feet tall and for sure she didn't weigh one hundred pounds. If I hadn't already known she was 20, I would have assumed she was between 14-16, which is, I knew, exactly why Mel wanted her in the shoot. Art Class "Tara, this is Bill. Bill, this is Tara," Mel said as she closed the door. Tara smiled up at me in an appraising kind of way, then stuck out her hand to shake. "Nice to meet you," I said. "Likewise," she replied. "Mel, you want me to just put this stuff anywhere?" "Toss it on the futon," Mel told her. "And grab a beer." "Okay, but I have to let you know, I have to be out of here by 6:30. I picked up a shift last minute." "No problem T. We'll be done by 5:00 or so." "Cool." As the girls bantered back and forth, I just stood there sipping my beer, and felt a bit like a forgotten uncle. But not for long. Mel came over and stood next to me and said to Tara, "Put in the sun dress first, okay?" Tara nodded, and to my surprise just stripped out of her clothes right there in the middle of the room. Elfin was definitely the way to describe her now naked body, with the exception of her breasts, which while small, weren't quite as small as you'd expect on someone so petite. Her skin was the pale pink of all redheads, and a small triangle of red just above her crotch was all that was left of her pubic hair. Not surprisingly, being so suddenly in the presence of a naked woman, even a tiny woman like Tara, had an immediate effect, and I felt blood rerouting itself to my crotch. By the time I'd begun worrying about what was happening between my legs, Tara was already pulling a flowery sun dress over her shoulders. Mel was fussing with a backdrop on the other side of the room, so I set my now empty beer down and walked in her direction. "Stand right here," she commanded. "Tara, you stand on his left." Tara and I did as we were told and then the shooting began. Mel was very particular about how she wanted us to stand, to hold our heads, and to relate to the camera. "First I want you to look over my head, at a place off in the distance," she said. "Look vague." Apparently we were both good at vague, because Mel was saying things like "Good. Excellent. Nice," as she shot exposure after exposure. Some of the shots resulted in a flash, some didn't, so she was clearly testing various exposures. This went on for a good ten minutes and before we took a break, I had really worked up a sweat under the lights. Plus, I was wearing a blazer, a tie, and a long sleeve shirt. Not exactly cool clothes. "Okay guys, now I want you to give me the 'fuck you, I don't care what you think of our relationship' look, okay?" Tara looked up at me for a second, then back at the camera, a scowl on her face now. I tried the same. "Not enough Bill. You need to look at me like, 'Who the fuck are you to judge me?'" I tried again, and apparently hit it right, because the stream of approving comments started again. "Tara," Mel said after a bit, "Can you change into the second outfit now?" Tara nodded, headed back toward the center of the room, and again whipped her clothes off, completely unselfconsciously. I tried not to stare at her ass, but it was a view worth drinking in. Of course, it caused things to start growing again after a brief hiatus, but so what. I was wearing pants. This time the outfit was even more girly than before. Jeans, a girl band t-shirt, and a something to pull her hair back from her forehead. We went through the same routine as before. First the faraway look, then the fuck you look. By the time round two was done, we'd probably been at it half an hour, so I was grateful when Mel called a break, got three more beers from the fridge, and showed me where the bathroom was. When I emerged, Tara was already into a third outfit, this one more along the lines of Goth...all black with lots of makeup and studs. We all chugged down our beers, then went back the shoot, which again followed the same pattern. I could tell Mel was happy, because she had a kind of shit-eating grin on her face pretty much the entire time. "Okay, time for round two," she said at last. Tara nodded, walked back to the center of the room, stripped out of her clothes once more, and then went the sink to wash her makeup off. While she did, just watched and admired the view, not caring that I was yet again getting a little hard. The view was good and I wasn't going to waste it. Plus, Mel was fussing with her equipment again. "Okay guys, back over here," she said, motioning us back to the backdrop. This time Tara hadn't bothered to put anything on. She and Mel must have already discussed how this was going to go. "Bill, I want you to put your arm around her, first like she's your daughter and you're protecting her from the viewer, okay?" I nodded and did as I was told. Tara snuggled up against me a little and we went through the change of facial expressions yet again. I was more than half hard at this point for reasons that are probably pretty obvious. "Okay. Now I want you to drape your arm across her shoulder a bit more so that your hand hangs down to her breast. Yes, like that." I was trying to do what she wanted, but it was pretty awkward. Even though I was so much larger than Tara, trying to get my hand down toward her breast just wasn't working. I was glad when Mel gave up on that pose, but only for a second. "T. I want you to stand right in front of him. Bill, reach up under her arms and cup her breasts." Yikes. That was more than simulated sex. I was foreplay, plain and simple. Tara didn't seem to care, though, because she stepped in front of me and raised her arms a bit to let me reach under them. Her breasts were soft and firm at the same time. It had been forever since I'd felt breasts like that -- three decades at least -- and the result in my pants was immediate. And, about 30 seconds into that pose, she moved back against me so that her back was against my cock. If she had been taller, it would have been her ass, but given our height differential, my erection was hitting her somewhere mid-back. Thanks Tara. Mel shot a few more of those, then called another break. She offered us more beer, but I asked for water instead. I didn't want to get drunk on top of everything else. And I was starting to feel a little dehydrated, what with the heat and the lights. This time, my cock only partially deflated during the break, which was a problem because Mel chose that moment to announce, "Okay guys, time for your sex scene." Perfect. Tara, being already naked, didn't need to prepare, so it was just me stripping while the girls chatted about someone they knew who had apparently just broken up with her girlfriend. Once I got everything off, my cock hanging, but right on the edge of popping back up straight again, Mel motioned me to the floor. "Right here, Bill. Lie on your back. T., straddle him like you're riding him." Jeez. Think about it for a second. There is no way for a naked woman to straddle a naked man without her pussy coming down right on top of his cock. For just a second I had the thought that this entire exercise was an elaborate set up to get me to have sex with Tara, but the constant stream of instructions coming from Mel and the way she was moving us around until we were positioned just so, was proof enough that this was still nothing more than a photo shoot. The problem, of course, was that the lips of Tara's pussy were now spread across my cock, which lacked only about five seconds from being fully hard. And those lips were wet. Realizing that made my cock twitch under her, which made her jump just slightly. "Sorry," was all I could think of to say. "Don't worry about it," she said. "Feels kind of good." That's not helping me Tara, I thought to myself. "Stare into his eyes Tara. I want a look that says it's the best sex you ever had. That you don't give a shit that he's older than your father and that you're just a teenager. You love him. You love fucking him. He's your lover and everyone else can go fuck themselves." Tara was definitely working herself up to just that sort of face, but was also starting to rock ever so slightly on my cock. Not the kind of motion you could detect unless it was your cock being rocked on, but I could feel it very distinctly, and it was making my cock twitch. Repeatedly. "Bill. I want the same thing. You don't give a shit that society thinks this is wrong. She's the best lover you've ever had and you're going to spend the rest of your life with her. You love her and you love fucking her." By now, Tara's rocking had become a bit more obvious. She was definitely getting into the moment. "Bill. I want your hands on her breasts. Pinch her nipples. That's it. Tara, head back like you're going to cum. Yes. Perfect." And all of a sudden, Tara's head came back down from it's "I'm coming" pose, a look of fierce intensity on her face, the kind a lover gives you when she's close to cumming. "Fuck this," she muttered, then lifted up off my cock, reached back, took it in her hand, and impaled herself on it. All the way in one motion. She was amazingly wet and soft and tight and, well, sexy. And she definitely was close to cumming, because her hands dropped to my chest and began to knead me as she rode up and down my shaft. Hard. Fucking me with abandon. Mel might as well have been in Kalamazoo at that moment, because Tara and I had ceased to be models and were just lovers fucking each other hard there on the floor. As the pace of her strokes up and down my shaft picked up, I began to pinch her nipples again, which just made her pound down on me harder. Both of us were groaning as our orgasms neared. Somewhere at the edge of my consciousness, I registered the flash continuing to go off, but not in a way that would distract me. As I felt Tara's pussy begin to clench on my cock, I lifted her up off the floor and began to pound into her for all I was worth. She gasped, grabbed my hair, and held on for her life as I fucked us both right over the edge, spurting deep inside her as my cock pistoned in and out of her. And then we were spent. The moment over. I settled my self back flat on the floor and she collapsed onto my chest, our faces both turned to one side, both of us trying to catch our breath, sweat dripping from our bodies. And I realized Mel was still shooting, squatted down just a few feet from us, her camera all I could see of her face. No words of encouragement though. After what must have been five minutes, Tara stirred, sat up, cupped my face in her hands, and said, "Thanks. That was great." "You're welcome," I replied. "And you were fantastic. Thanks for taking the initiative." She chuckled. "Not really much choice. You were too hard to keep sitting on like that." Which made me chuckle too. "Don't worry," she said, as she climbed off of me at last. "I'm on the pill and don't have any STDs." "Neither do I," I replied. "And I had a vasectomy ten years ago." "So we're good then." "Yes." By that point, she was already standing and looking around the room. As I climbed to my feet as well, she grabbed one of the t-shirts she'd been wearing earlier and wiped it between her legs as though wiping off semen in front of other people was something she did all the time. Kids these days. I looked around for Mel and she was already at her computer, watching the images download, intent on what she was seeing. Tara was putting on yet another outfit—this one seemed to be a waitress ensemble, so work clothes. That left me as the only naked person in sight, so I quickly grabbed my boxers and began dressing as well. "Gotta run Mel. Thanks for asking me," Tara said as she gathered up the last of her stuff and headed toward the door. "I'll call T. Thanks again," Mel said, still staring at the computer. If I hadn't grown up in a family of artists, I would have been grossly insulted by the way I was being ignored. Suddenly I felt a small hand on my arm. "Bill. I meant what I said. We should try that again sometime when we aren't so rushed." "Uh, sure Tara. I'd like that." And with that, she left, leaving me alone with Mel, who I was pretty sure was completely unaware of my continued presence. So I finished dressing, and said my goodbyes as well. "Bill! Wait," she said as I was almost at the door. "Thanks so much. That was really amazing. I know I got everything I wanted." "You're welcome," was all I could think of to say. "I'll call when I have something to show you, okay?" "Sounds great." And home I went. ----- "Bill Sullivan, there you are." "Hi Caroline. Punctual as always," I replied, which was a joke, because she was 30 minutes late, as always. "Look how many people are here," she said. "This show is generating a lot of controversy you know." "I know," I said. "Why do you think I'm hanging around out here instead of going in?" "Well, dear. It's time for you to go in and show me your naked self." Shrugging, I put my arm out, Caroline took it, and we walked into the opening night of Mel's senior show. Three and a half months it had taken her to get everything just the way she wanted. And a preliminary "sneak preview" for the campus newspaper had resulted in a much larger crowd than one would expect for a student show—easily 75 people already in the smallish gallery they'd assigned her to. As Caroline and I walked down the wall of images, we saw the obese man and his lover, the middle aged couple and their children, and the soldier and his wife. All were printed quite large and mounted very, very professionally. And then there was Tara and her old man lover. I had to admit, the images were amazing. Mel and I had gone over the ones she'd selected as finalists with a fine-toothed comb, finally settling on the three on the wall in front of me. "Bill Sullivan, you dirty old man," Caroline purred. "I do believe you really had sex with that girl." I shrugged. "I'm not saying," I taunted her. "Please God tell me she's of age." "She's 20 Caroline. Scout's honor." "Ha! I bet no Scout ever appeared nude in a picture like that." "Probably not. But what makes you say I'm nude?" It was true. In the final picture, shot from floor level, of Tara's face on my chest, both of us facing the camera, sweat pouring off of both of us, her naked breasts pressed against me, we both had a look of post-coital satisfaction. But you couldn't tell from the picture if I had pants on or not. "I know the look of a man who has just had great sex," Caroline said. "And I especially remember that look on your face." "I think you know me well enough by now to know I'll never tell." "Fair enough Bill Sullivan. But if I'd known you'd get laid by a coed out of all this, I never would have asked you to sit for my class that day." "And why not?" I asked. "Because. Well. Oh, I don't know," she said. "You really are a dirty old man." "Come on Caroline. Let me introduce you to my partner in crime. Tara's just walked in." "Fine," she said. "But do not. I repeat, do not kiss her in front of me." "No chance," I said, and led her through the crowd. ----- "Bill," she asked, turning her face toward mine. "Do you want to take a shower with me?" "I do," I said. "Come on then," she replied, slipping out of the bed and stripping the sheets from my body. "You turn on the water. I'll be right there Mel." "Don't take too long old man," she said. "Showers can be fun." I nodded and watched as she waltzed across my bedroom floor and into my bathroom. Waltzed. Who knew that watching Tara and I fuck on her floor that Sunday would convince Mel that she needed a 52 year-old lover? But I was in no position to complain. No position at all. Art Class Art class. The studio was built creatively, with an airy atmosphere and plenty of natural light flowing in without any windows set in ways that would threaten the privacy of those inside. That was important, considering the kind of studio it was. Derek looked around at the fresh, bright faces, and felt out of place; he'd never been the artistic type. Fortunately, he wasn't there to draw. While they went to their easels, he sat on the edge of the platform in the middle of the room. As the students settled, the teacher cleared her throat. "Class, today we're moving onto life drawing, with a live model. Since this is your first time with it, we're going to go with a half-class. Some of you know Derek; he's going to be our model for today. Everyone, please make him feel welcome." There was a chorus of mumbled, half-hearted greetings, interspersed with a few real smiles. One caught his eye: he didn't remember seeing that woman before. Chin-length, blonde hair fell from underneath her beret, but judging by its dull lustre and the darkness of her arched eyebrows, it was bleached. There was a friendly look in her dark brown eyes, matching well with the smile she was giving. Her clothes were simple – a tank top and a knee-length skirt – and suggested a slim body without showing anything off. After some more preamble, it was time for class to begin. Derek stripped to his skin, and stood up on the platform. The room was warm enough for him to be physically comfortable, and psychologically, it was just another day. He held himself in a simple pose, head turned to the side to offer the artists a profile view while his body still faced them. Next up was going to be a half-hour of silence, except for the sound of scratching pencils. A feminine, French-accented voice broke that plan. "Pardon, Miss Fletcher?" It was the bleached-blonde woman he'd noticed earlier. The teacher looked to her. "Yes, Patricia?" Patricia lowered her hand. "The model, he is soft, yes? I thought that, perhaps, it would be best to capture his image when he is stronger, more, um, alive-looking?" She shifted in her seat, preparing to rise. "I could help." The teacher considered, a smirk spreading over her face. "I think it could be an interesting change in the class plan. But, it's up to Derek." Patricia's smile brightened, with a crinkling at the corners of her eyes. "Yes, Miss Fletcher." Without another word, she rose to her feet and walked toward him, to sit on the platform's edge. She leaned toward him, but slowed considerably, watching his face for any response. A little curious and a lot bewildered, he did nothing to stop her. Soon, he felt her breath against his organ. Next, the tip of her wet tongue. The muscle itself was firm, but she used it softly, in a slow caress along the side of his shaft. That touch changed the whole scenario, and he felt the blood rush into his cheeks. Yet, however the embarrassment rose, he didn't stop her. So she closed her eyes, and focused on her task, agile tongue sliding back and forth on him. Something was starting to stir within him, gradually. The thought of so many eyes on him slowed it, and so Patricia had to keep working. That side of him was wet enough, and so she drew back with one last lick. It reached all the way to his tip, swirling around his head once, twice, as she shifted in her seat. From there, she went forwards again, tongue dragging to make the right side of his shaft match the left. Her cheek nestled against his hip, and she held herself there as her tongue kept flicking, stroking. Each breath was a warm sigh that tickled at his groin. However composed he tried to be, he still eventually let out a groan. Patricia's continuing attention drew his blood to flow down into his nethers. However hesitantly, his organ grew, becoming rigid underneath that tongue. That was when Patricia pulled back, still all smiles. She looked at his shaft, her eyes showing the pleased glint of a job well done, and then she shared that smile with the rest of the class. "There! He is much more masculine now, yes?" The class had already started sketching as soon as she took her mouth off him, leaving no room for audible agreement. Yet, the looks in their eyes, especially among a couple of the more mischievous women... Derek just tried to pose to match the new effect. It was a strange thrill, one he hadn't had before even the first times he'd posed naked. He'd never posed naked and hard. Patricia skipped back to her easel, and hurried to catch up with her classmates. The smile on her face was one of simple relaxation and friendliness, as if there wasn't a thing scandalous about what she'd just done – however her classmates were looking at her now. Throughout the whole posing period, he stayed solid. It was a combination that let him do that: the memory of Patricia's tongue definitely helped, but so did the excitement of doing something so new to him, and the surging pride of being so examined, and obviously found pleasing. Yet, it had to end sometime. The sketches were done, and the budding artists were packing up and leaving. Except for one. Patricia sat down in front of him again, grinning. It wasn't a wicked grin; the look on her face was as casual, even innocent, as always. "It would be too cruel of me to make you want, and then not satisfy you. Hold a moment?" She laid a hand on his hip, to hold him steady. Then came her mouth again, starting with a similar kind of tease. He could use the refresher, and this time, it only took a few licks for her to get him all the way erect. He wasn't as shy as he had been before, even as some of the other students turned to watch. He even gave them a smile, before turning his attention back downwards, to watch Patricia. She had her eyes on his face, an expression of focus in them. It was casually done, yes, but skill still needed concentration. Her tongue dragged along the side of his cock, all the way to his tip, and there she hovered. Three fingers from one hand wrapped just around his base, holding him upright. After a different kind of lick moistened her lips, she puckered them, offered them forwards... and then moved toward him. With her lips puckered, he could feel them spread around his tip, drawing him into the warmth of her mouth. She kept them as closed as possible so their softness could stroke him as she continued, creeping along his length. She was multitasking, with those lips only being part of what she offered: her tongue was in motion, licking along everywhere but his top side; she made warm coos and groans that rumbled up from the back of her throat to tingle right into his manhood. Each little touch contributed to the heat that rose in the pit of his stomach. After a few seconds more of that warm-up, she started truly working him, showing just how much she could do. She bobbed her head, stroking him with those tight, soft lips, while she sucked firmly enough to cave her cheeks inward. He couldn't have helped the moan that rose from him, even if he actually tried. His hips moved without checking with him first, slapping forward each time she came toward him. The fire was growing, hotter and hotter, and he found no reason to hold it back. Patricia felt what was coming. After a few more bobs of her head, she dragged herself off him, lips squeezing his crown as she passed it. Her mouth stayed hanging open, hovering just a short distance from him. That hand that had held him up now gripped him, swiftly pumping his length. Each stroke was smoothed by the saliva that now coated him. She kept her eyes on him, watching the pleasure rise in his face, the dam filling... and finally, breaking. The pitch of his groan made a few of their watchers jump, and sent a flash into Patricia's eyes. Yet, she didn't smile: her mouth was held too far open for it, in a waiting 'O'. That opening accepted the spurting of his cum, with each gooey, white strand landing to shine on her tongue. Her aim was perfect even as she kept stroking him, jerking him off and sending that fire roaring all the more intensely. When he finished, she closed her lips, and drank it all down with a single bob of her throat. "Thank you, Derek!" She hopped onto her feet and grabbed her things. "Now, I must hurry away. I'll see you next art class, yes?" One hand waved to him, as she ran out the door.