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 ï>¿Education of Amy byelgemowtfÂ(C)

   Education of Amy Ch.  01

   Amy was an unusual teen girl.  While all her friends obsessed about boys
and sex, she was nearly indifferent to the whole thing.  It was not that
she did not have sexual urges.  It was more that her priorities were school
and learning and she was not going to be distracted by other things. 
Determination and will had got her to her senior year without even a kiss.
Her friends started to become persistent in their pleas for her to "hook
up".  It was not until she met Jim that her will was truly tested.

   Jim was a rugged, athletic type.  He was the kind of boy that everyone
liked, both male and female.  The girls around him all wanted to be his
girlfriend.  He lettered in varsity football, basketball, and hockey.  Amy
admired him the way someone admires a Renaissance original: a nice piece,
but certainly not one she would ever have.  This longing was purely
physical.  Although Jim had a great body, he also was a bit stuck on
himself and not all that bright.

   They hung in different circles.  Then, one day, someone suggested that
Jim try out for the part in the upcoming showing of "Taming of the Shrew".
It turned out he had the natural confidence and charisma to land a decent
role, though he was not playing the lead.  While Amy avoided most
activities, she did need something for college, so she was working as a set
helper on the play.  That was when she literally ran into him.

   "Oh my god, I didn't see you there.  I am so sorry, are you ok?" Amy
said.

   Jim held his nose, blinking away tears and stars.  "Um, I'll be all
right.  I get worse hits at practice.  Just give me a second."

   Amy had been rushing around, trying to shuttle a prop that had been
misplaced.  Since it was in the next scene, she had picked it up in a hurry
and spun around to go deliver it.  When she turned, her elbow made a direct
hit right into Jim's nose.  He had been moving towards the stage, preparing
to enter on his cue.  Now they were both late and he was holding his nose,
crouched slightly.

   "I think your cue is coming.  You better get out there.  Again, I am
sorry!  Let me make it up to you."

   Jim looked her over.  She was cute.  A brunette with big brown eyes and
a nice smile.  She had her hair up in a pony tail, wore a baggy shapeless
shirt and plain featureless pants.  Beneath all that, he thought she might
have a nice body.  Although she was not the typical girl Jim pursued, his
mind was working and so he said, "How about you let me take you out for an
ice cream after the show?"

   Amy was slightly confused.  And then her eyes widened.  "You mean, like
a date?"

   Jim nodded.

   She was about to shake her head and say "no", but the way he clutched
his face made her feel bad.  She sighed under her breath.  "OK.  That's a
deal."

   He hurried off and Amy wondered what she had gotten into.  She quickly
delivered her prop.

   --

   Amy got home from school and made a straight line to her room.  Her
parents briefly saw a blur as she went by, her mom trying a vague wave that
was not returned.  It was not unusual for their girl to hit the books hard,
so they did not think much of it.  But, this time, Amy was not thinking
about studying, she was concentrating on something much more difficult for
her: what to wear?

   Her mind entertained and discarded possibilities.  She did not really
have a cute outfit that felt right.  The closest she had to pretty was a
spring dress that hung to her knees, but she did not feel like freezing in
the middle of February, so she at first discounted it.  After trying on one
loose set of jeans after another, however, she came back to it.  Maybe if
she wore a set of tights under it?

   She pulled some tights from the bottom drawer that she used for figure
skating.  They were much too revealing for anything other than skating. 
Briefly she thought about how odd that an outfit that was perfectly fine
during practices on the ice was not at all appropriate in another setting.
Anyway, it was fine under the dress.  She would not freeze, and the
contrast of the white flowered dress and the black tights actually was not
bad.

   Pulling her purse out of her closet (she hardly ever used it), she
looked in the mirror.  It would do, I guess.  So, she went to down to
dinner.

   Her mother raised an eyebrow at the change.  "What's up, Amy?"

   "Hi Mom," Amy responded, clearly stalling.  "Um, I decided to dress up
for the play tonight."

   Her mother accepted that.  "You look nice."

   Amy started to relax just a little.  Her mom never gave her compliments
on her appearance.  It was always homework and academic achievements. 
Oddly, it gave her just enough confidence that she could actually leave the
house and head off to the play.  "I guess I am a bit nervous," she thought
to herself.

   She decided to watch from the audience instead of participate in the set
changes this time.  This was OK because the kids involved in setup and
teardown were always coming and going.  As long as a few were around, it
went smoothly, and tonight was no exception.

   Jim did a good job in his little role, and Amy admired his handsome
features and confident delivery, not quite believing he had asked her out.

   After the show, Amy went around backstage and found Jim.

   "You did a great job out there, Jim," she said.

   "Thanks, Amy!" He beamed.  "Ready for that ice cream?"

   She nodded and they walked down the street, crossing over at the light,
and just a little further.  The ice cream shop was strategically close to
the high school and middle school, which was no accident.  Lots of teens
frequented the place, even in the winter.  It was more than just ice cream:
it had food, although not of a great quality.  People just liked to hang
out there.  In fact, Amy saw a few of her fellow classmates gawk at the two
of them enter.  She felt an odd sense of pride seeing the girls' jealous
expressions.

   The boys were even checking her out.  Glancing down, she supposed that a
bit of cleavage was showing.  It was weird being evaluated like that, so
she kept her eyes on the floor and sat down at a booth.  She had never had
a second glance before.

   Jim scooted in beside her, which threw her off a bit.  She expected him
to be across from her and having him so close meant she smelled his
masculine scent and felt his leg brush against hers.  The waiter took some
time to come visit them, so Jim commenced to engage her in a one-sided
conversation about his various athletic activities.  She just nodded and
made appreciative sounds where it seemed appropriate.

   They finally got a waiter to come take their ice cream order.  Amy
thought a bit about if she should order something smaller because she was a
girl and should not eat so much.  She decided on a normal size dish,
whereas Jim got a three scoop deal with bananas, hot fudge, and whip cream.

   All the nervousness from the beginning of their date wore off as they
waited for their ice cream to come.  To tell the truth, Amy was actually
getting a bit bored listening to Jim drone on.  Her mind started to wander
and she missed a couple of cues where she was supposed to be impressed. 
She wondered if she could get through this and decided she needed to do
something.

   "Hey Jim, that all sounds interesting, but tell me, have you been with a
lot of girls?"

   It was perhaps the worst conversational segue ever, but Jim hardly
blinked at the hard right turn it took.

   "Not a ton," Jim started, "but ya, a few."

   "Anyone serious?" she asked.

   Jim thought for a second.  "I dated someone for six months, so yes,
pretty serious."

   "Interesting," she said, wondering where to take the conversation from
here, but not wanting to go back to football or basketball again.

   "Umm, so, why did you break up?" she asked, thinking furiously about
ways to steer away from boredom.

   Jim was a little uncomfortable.  "Well, it was a lot of things, I guess.
But, mostly, in the end, I wanted to progress further physically and she
did not."

   Amy was confused and her face showed it.

   He drew a breath and whispered in her ear, getting closer and rubbing
his body against hers.  It made her heart beat faster.  "She didn't want to
do 'it'.  We had already done pretty much everything else, but she said she
wanted to save that for her husband."

   "Ah," Amy said.  She wondered what "everything else" was.  She gathered
up her courage.  She leaned into him, brushing her breast inadvertently on
his upper arm.  "What do you mean, 'everything else'?"

   Jim leaned again and she was nearly sure he brushed against the side of
her breast quite deliberately this time.  It felt nice.  "Well...", his
voice got lower, forcing her to lean in further.  "She sucked my dick, I
licked her pussy, she jerked me off, I fingered her...  you know,
everything but 'it'."

   Amy had, of course, heard about all these things, but had not
experienced any of them first hand.  Her mind whirled.  She was not bored
anymore.  An image of Jim laying between her legs and licking her came
unbidden into her mind.  "What would that feel like?" she wondered.

   She leaned in again.  The brush of her breast against him was not
accidental.  "Did all of that feel good?"

   Jim peered closely at her, trying to determine if she were joking. 
"Well, ya." He paused.  "You mean, you have never..."

   Amy shook her head, blushing.

   He leaned in.  His hand stroked the outside of her leg, just above her
knee.  Amy did not quite know what to make of that, so she let him.  "It
felt great.  Especially when Cornelia put my dick in her mouth.  That was
my favorite."

   The air seemed warmer and thinner.  She was having just a little bit of
a hard time breathing.  Her shock at hearing Jim say those dirty things was
intense.  She felt so naughty.  Jim's hand kept stroking her thigh.  And
then she caught him peeking at her chest, and she realized that her nipples
were poking hard and prominently through her thin white dress.  She crossed
her arms over her chest and leaned away from Jim slightly, breaking the
tension.

   Jim's face seemed transformed.  He had this intensity to him and
appeared...  hungry.  Amy felt flattered and scared.  "Was he aroused?" she
thought, and yes...  that was a bulge in his pants.  He had a hard on!

   She was trapped by it for a moment.  His hard penis bulging in his pants
was this dangerous thing, so close.  Her eyes stayed fixed on it for just a
fraction too long, and then she noticed that Jim was smiling at her.  He
had caught her and she was mortified.

   While she stared down at the table, the hand that had been stroking her
leg moved to the inside of her knee.  Alarm bells starting ringing in her
head.  She knew that it represented a clear boundary breach, especially
with the dress she was wearing.  But, the touch felt good and she was
wearing tights, so she pretended to ignore it.  Emboldened by this, Jim
commenced to push the boundary even further, making the touch climb her
inner thigh.

   Amy was simultaneously very scared and excited.  Her decision making
process was definitely impaired.  She could not decide if she should stop
Jim or when, so she continued to pretend it did not exist.  Except now his
hand was under her dress and she really had to put the brakes on soon.  But
part of her did not want to stop at all.  It was not a feeling she was
familiar with, but one that she did not want to end.

   The waiter arrived out of nowhere to bring their ice cream.  Jim was
annoyed, moving his hand back to a safe spot.  Amy was relieved and
disappointed.  They ate the ice creams mostly in silence.  Amy steered the
conversation to safe topics.  Even so, she kept picturing some of the
things Jim had said and feeling aroused secretly.  Also, wondering if he
would have stopped at her upper thigh or gone even further (and if she
would have let him).

   Jim paid for the ice cream and walked her back to her house.  They did
not speak that much along the way.  When they arrived, Jim stopped her
before she went in.

   "Hey, Amy, have you ever even kissed a boy?" he asked.

   She shook her head.

   Jim put his arms around her, snaking his hand behind her head and
lightly pulling her towards him.  He paused for just the briefest second to
give her a chance to back out and then kissed her lightly on the lips.  Amy
felt glorious at that moment.  Her heart beat fast.

   "Thanks, Jim," she said.

   Jim thought a second and said, "You know, Amy, I had a good time.  Maybe
we can do this again sometime?"

   "Sure, Jim," she said.  He walked away from the house and she went back
in, floating up the stairs and going directly to bed.  She felt exhausted
somehow and went right to sleep.

   --

   The next day, Amy seemed to see Jim everywhere.  I guess it was not that
he was around more than usual, it was more that she noticed.  She still
could not believe their date last night.  It was not so bad.

   Daydreaming about what had gone and what may soon come, she heard the
bell signaling the start of the next class.  Crap.  She quickly grabbed her
Science book and headed to Mr.  Kallen's class.  It was a long walk down
the hall, so she was nearly running when she finally made the door.  Still,
his expression of disapproval when she entered told he had not missed the
fact that she was late.

   There was something different about Mr.  Kallen today.  It was like he
was more lively, his smile more pronounced, his eyes more intense.  Amy
could not quite place the difference.  It was circling around in her head
when she heard her name and the distinct inflection of pitch that signaled
a question.

   She raised her eyes up and met his.  A lightning bolt of electricity
seemed to race down her body.  It swirled around and made a definite stop
in her mid-section.  The feeling was not entirely unpleasant.

   "I'm sorry, what was the question?" Amy asked.

   Mr.  Kallen's expression darkened.  "I asked what are the two forms of
reproduction."

   The word "reproduction" conjured images of people copulating.  No, not
people, Amy admitted.  Her, and of all people, Mr.  Kallen.  "Not Jim?",
she thought.  "What is wrong with me?"

   "Asexual and sexual," Amy responded, not able to hold eye contact with
the teacher as her thoughts betrayed her.

   "Very good, Amy," Mr Kallen said, sending a warm feeling through her
again.

   "The different ways an organism can reproduce asexually are budding,
fission, fragmentation..."

   Again her concentration wavered.  It was almost as if the date with Jim
had awakened some dormant desire in her.  She suddenly felt things she
never had before.  For instance, never in her life had she been in a room
full of people and felt awareness down *there*.  Never, that is, before
just now.

   When Mr.  Kallen turned to the board to write the different aspects of
reproduction, Amy noticed how nice his ass looked in his jeans.  "Mmmm,"
she murmured under her breath, and then felt shocked that she had done so.
She wondered what it would be like to grab that posterior and give it a
squeeze.

   Such was her reverie that when Mr.  Kallen called on her again later,
she had no idea what he asked.  Again.  Instead of repeating himself to
her, he directed the question at her neighbor instead.  After he finished,
he told her, "Amy, could you please see me after class?"

   A couple of "ooo"s were uttered from the back row.  Amy's face turned
crimson and she nodded.  The lecture continued and at the bell, everyone
else shuffled out.

   Mr.  Kallen approached, resting on the desk's chair in front of her so
that he was not towering above her as she sat.  "Amy, what's up with you
today?  You are a good student.  But, you were distracted.  What gives?"

   A host of possible things to say flashed through her mind.  She
certainly was not going to confess to being distracted by his ass!

   "Um," she began, stumbling.  "I guess I am a little distracted," she had
the inkling of an idea and jumped on it.  "I went out on a date with Jim
last night, and I guess I was thinking about that."

   He peered into her face, almost as if he could tell if she were lying.
She did not flinch from his eye contact.  "OK.  I can understand that."

   "You can?" Amy asked.

   "Sure," he said, "I was a teen once myself, you know." He chuckled.

   "Well, I guess," she giggled nervously.  "It is just the first time I
have ever been on a date.  And he kissed me, which was what I was
daydreaming about when you called on me."

   Mr.  Kallen's eyes got just a little wider.  "First kiss, huh?"

   She nodded.

   He sighed.  "Not much better feeling in the whole world.  Try to bottle
it.  Over time, you can still remember some, but it fades."

   Amy was surprised at the wistful look on his face.  I guess it was hard
sometimes to remember that teachers were people too.  People that kissed
and did 'other things'.  Her face flushed again as she imagined a few of
those.

   "Well, ok, I guess I will let you off the hook this time." He paused,
almost if trying to decide whether to go on.  "And...", he paused again. 
"Please be careful."

   Amy did not quite get what he was saying.

   "It's just that.  Hmmm, Jim has a lot more experience than you.  And you
are just starting on this journey.  I am not sure he will want to take it
slow, and I don't know if you are prepared if he..." he stopped.

   A silence settled onto the room.  Brief, but awkward.

   Mr.  Kallen was gazing past her.  She thought his expression was...  ah
yes, embarrassed.  It was sweet of him to try to protect her.  Laying her
hand over his, she said, "Thanks Mr.  Kallen, I think I know exactly what
you mean."

   He made eye contact with her and smiled.

   "I may not be experienced, as you say, but I can take care of myself."

   "Good."

   She stood up and started to walk towards the door.

   "Oh, and Amy."

   "Yes?"

   "If you ever want to ask me a question, get advice for anything, please
come to me.  I am the opposite of judgmental and will give you my honest,
direct opinion.  No sugar coating.  Promise."

   Amy considered the offer for a second.  "Deal," she said and headed
towards her next class.

    -"

   It was the end of the day, and she started her short walk to her house.
It was under a mile, so she never rode the bus.  As she stepped out of the
building, her eyes squinted, adjusting to the sunlight.  As she turned the
first corner and lost sight of the school, Jim walked up beside her and put
his arm around her shoulder.  She did not see him coming, so she was just a
bit startled.

   "Oh!" She muttered.

   Jim smiled at her.

   "Hi Amy.  Can I walk with you?" His arm still was wrapped partly around
her.

   The contact felt good, warm, so she nodded.

   They walked in silence for nearly a block.  Jim's arm moved away and Amy
sighed a bit, missing it's presence.  She smiled at him sidelong and he
grinned back.  Then he truly surprised her by grasping her hand.

   "So, Amy, is it OK if walk you home?" Jim asked.

   Amy's heart actually skipped a bit with his holding of her hand and the
question.  "Umm...  sure." She felt special, secure.  It was a good
feeling.

   Houses passed by as they made safe small talk with each other.  Jim's
hand was softer than she imagined.  Amy kept glancing down at it to make
sure it was real.  They arrived at Amy's house far too soon.  She would
have preferred the distance to be longer for once.

   "Here is my house," Amy said, pointing to the modest place her family
owned.  It was a cute house with a front porch.  The staircase leading up
is where they paused.  "My mom and dad are not home yet, so I cannot really
have you inside."

   "No parents, huh?" Jim asked, a mischievous grin splitting his face. 
"So, they won't mind if I do this." He reached under her chin, pulling her
head up, and his soft lips lightly brushed hers.  Amy closed her eyes and
let him kiss her.  It was like she was flying through the air, each cloud a
stepping stone to the next.  When his tongue darted out and pressed between
her lips, she pulled away.

   "Sorry," she said, "I wasn't expecting that."

   Jim drew her in close.  "It's fine." He turned his head and kissed her
again.  This time when his tongue came out, she parted her mouth, letting
her tongue play with his.  He pulled her in close and his tongue went deep
in her mouth.  It was the most erotic thing Amy had ever experienced, and
she started to become aroused.  There was a voice in the back of her mind
warning her to be careful, but her body had other ideas.  Jim's hand that
wasn't holding the back of her head was on her hip.  It moved down, tracing
a line of desire on her body.  Suddenly, it was grabbing the top of her ass
through her baggy jeans.

   She could not help it, she moaned a little in Jim's mouth.  Their bodies
were pressed so closely together that she knew he had an erection.  That
erection was pressed against her stomach and it was just so naughty to know
that his hard cock was only a couple layers of clothing from being against
her.  The tension between that voice of caution and her body was growing
every passing second.  As her body responded, her mind was sending off
alarm bells.

   Jim broke their kiss.  "Amy, has anyone ever told you that you have an
amazing ass?"

   His words embarrassed her.  She shook her head.

   "It's true.  I can hardly believe it," his hands grasped her butt
through her jeans, feeling both her ass cheeks.

   "What do you wear such loose cloths?  You could totally show off your
body." Jim was genuinely curious.

   She said, "I guess I never thought about it.  I was not concentrating on
that stuff." Her hands waved in a vague gesture.  "Do you really think I
could wear better outfits?"

   "Absolutely." His hands continued to access her assets.  "Come into
school with a tighter pair of jeans or a skirt.  I tell you, heads will
turn as you walk by.  You might give the guys whiplash."

   "Would you like that?" she said.

   Jim gazed into his eyes.  She saw an intense hunger inside them.  "Yes,
Amy, that would be hot as hell."

   Just then, her Mom pulled up into the driveway.  Jim moved his hands
away, but she was not entirely sure it had been in time for her Mom not to
notice.

   "I better get inside, Jim, and start my homework.  I'll think about what
you said," Amy said, picking up her backpack and heading into the house. 
Her mother waved at Jim as she followed Amy into the house.

    -"

   The following morning, Amy was standing in front of her dresser nearly
in tears.  She had rifled through all of her pants, and they were all
shapeless baggy jeans or sweatpants.  "What am I going to do?" she thought.
She made a mental note to push up clothes shopping on her priority list. 
Sighing, she pulled the least offensive pair out and pulled off her pajama
bottoms.  She was standing there bottomless (she never wore panties under
her nightwear) when she remembered the other thing Jim mentioned.  He said
"pants or skirt".

   So, she walked over to her closet and stood on tiptoe to grab a handful
of skirts that she had shoved on her top shelf.  A bit of dust had
accumulated on them.  She brushed them off, coughing as she did.  Looking
skeptically at the selection, she tried each on in turn, and one by one
they were discarded for being too small.  Holding the last one, she sighed,
and pulled it on.  It was a tight fit, but it was her last hope, so she
wiggled and shimmied until it was finally on.  Jubilation is the only word
to describe her feeling.  Turning to the mirror, she studied her
reflection.

   The skirt was way shorter than she remembered.  I guess she was about a
year or two younger when she bought it, so her body had changed since then.
It fell to mid thigh, which was not exactly comfortable for her.  "Oh my
god," she thought, "I have to go back and shave my legs." Still, turning
part way, she had to admit it fit snugly against her butt, and she had no
other options, so she shrugged and decided it was good.

   Her panties were next, and she spent a bit of time picking out a pair.
It was silly, but the skirt was short enough that there was a possibility
of someone catching a peek, so she didn't want a pair of cotton whities to
be what they saw.  She considered and discarded a bunch of possibilities
and decided on a light pink pair with a small purple rose that went from
hip across the front.  At least it was cute, if not all that sexy.  She
pulled them on and checked out the new look.  "Good enough," she thought,
and made her way to the bathroom for some leg shaving.

   Her mother raised an eyebrow when she saw the outfit.  "Aren't you going
to be cold, hon?" she asked, but Amy could tell that was not the real
concern.

   "I'll be fine, Mom.  It's supposed to be around 50 today." She did not
meet her mother's eyes, for she did not want to see her disapproval.

   To her surprise, her mother said, "Well, you look nice.  It's good to
see you dress up like a girl once in awhile." Her grin told Amy that her
mother was not teasing her.

   "Thanks, Mom.  See you later."

   Her feet led her out of the house before she could have second (or
third, or fourth) thoughts.  The high for the day was supposed to be 50,
but she definitely felt a chill as the wind blew.  She almost turned back
to grab some panty hose, thinking for the first time about wearing some,
but she would be late for school, so she just walked faster and ignored the
breeze that was nearly literally freezing her ass off.

   When Amy finally got to school, she was a bit out of breath from walking
faster than normal.  It was a whole new experience for her trying to move
in a skirt.  It was not the easiest given how tight it was.  When she tried
to use her typical stride length, it just did not work, so she took many
more little steps at almost double speed.

   She strode down the hall towards her locker and there was something
different.  It eluded her for almost the entire length of the corridor. 
There was a difference in atmosphere, an oddness she could not place.  Her
curiosity was rising.  She studied the faces around her and did not notice
anything different.  But then her attention turned towards the boys, and
she understood.  Unlike most days, where she never got a second look, today
almost all of them were checking her out.  They were sizing up her legs,
and, she slyly checked behind her, oh yes, they were also staring at her
ass.

   "Wow," she thought, chagrined at being the center of attention.  She
hurried as fast as she could and avoided all the glances.  Quickly, she
took off her coat and threw it inside.  She grabbed her books and binder,
putting together her things as she usually did and she heard a little "ooo"
behind her.  That is when she realized that she was bending over at the
waist and that her short skirt had ridden up.  Turning quickly around, she
caught Ron with his eyes fixed on her.  He blushed when they made eye
contact and hurried away.  "Did he see my underwear?" she thought, feeling
embarrassed.

   She bent her knees and picked up her stuff again, this time doing the
lady like crouch thing she saw other girls do much more masterfully.  As
she fast shuffled to her first class, she thought back to all the attention
she was getting today so far.  It was a bit embarrassing, sure, but also
kind of cool.  She wondered if Ron saw her panties.  And did it make him
hard?  Picturing a hard bulge in his pants, Amy berated herself for such a
naughty thought.  She decided to push it out of her mind and concentrate on
her work.

   Jim caught sight of Amy on the way to her science class.  Honestly, his
initial thought was, "Wow, who is the new nice piece of ass?" And then he
recognized her.  The skirt she was wearing!  It was tight and short and Jim
could finally see what he suspected: Amy had quite the nice ass.

   He sped up and caught her just before she entered.

   "Hey, Amy, wow you look awesome today!" His eyes deliberately went up
and down her body.

   Amy hugged her backpack in front of her.  She had noticed that her hard
nipples were poking through her shirt and it made her feel self conscience.
Jim's stare made her feel just a little unsettled, but she decided to
accept it in stride.

   "Thanks, Jim."

   And for the first time, Jim displayed affection publicly in school.  He
leaned in and kissed her on the lips, just a little peck.  There were kids
that stopped and made note of it, but Amy did not care.  She was in heaven.

   "Wow, OK, I really have to get to class now."

   Jim stepped aside and let her by, but not without giving her a playful
tap on her ass when she went by.  Amy was surprised, but kept on walking as
if nothing happened.  Just that small contact had turned on her on.  She
could feel the beginnings of dampness down there and quickly walked to her
seat, keeping her head down.

    -"

   Mr.  Kallen noticed Amy enter out of the corner of his eye.  He did a
double take when he realized who it was and could not but help appreciate
the outfit.  It was inappropriate to have sexual thoughts about his
students, but he could not help it with her innocent demeanor mixed with
the sexy clothing.

   He pushed these thoughts out of his head and began the class.  Every
once in awhile, he would glance her way, and she appeared a bit distracted.
It was only fair, he supposed, because she was distracting him with those
long legs.  Plus with that tight blouse through which he could see hard
nipples poking through.  To his horror, Mr.  Kallen felt an erection
forming.  Thinking quickly, he said, "Class, please open your books to
Chapter 6 and read the first section to yourselves."

   He walked over to his desk and sat down, happy to have the furniture
between him and his students.  Glancing at this calendar, he saw that had
her birthday just last week.  And then he kicked himself for such a
thought. Even if she were technically legal, he was twice her age.

   Opening the book, he found the chapter himself and started to skim it.
He had read it many times before, but it helped to refresh him memory what
content was covered.  Looking past the book, he saw something that nearly
made him drop it.  Amy was sitting just a little slumped in her chair. 
But, her legs were open enough for her to see the color of her panties
(pink) and even some form of flower.  She was reading the book, along with
the class, so no one noticed how his gaze locked between her legs for an
inappropriate amount of time.

   "I think she is not used to wearing skirts," he thought to himself.  He
could not help himself, he kept peering over.  And then she closed her legs
and opened them.  She repeated it.  The movement was mesmerizing.

   Meanwhile, Amy was reading the chapter about Genetics and Evolution, but
not really having much of it penetrate.  Instead, she reminisced about Jim
kissing her in the hall and patting her ass.  It made her all warm and
fuzzy inside.  And that expression on his face!  She was nearly certain
that he was aroused, and that aroused her.  In fact, her pussy was juicing
up a bit.  Her awareness of the region down below grew.  Her vulva swelled.
She could not sit still!

   Her legs seemed to close and open of their own will.  With the rocking
back and forth, her lips rubbed together and her panties scraped against
her clit just a tiny bit.  The sensation was electrifying.  The words on
the page were gibberish now, so she checked on the others.  And then she
noticed that the teacher was focused on her.  At first, she could not
understand, and then she realized that he was peeking up her skirt!

   "Wow," she thought, closing her legs tight.  But something inside her
was working against that thought.  Her legs so badly wanted to open.  Part
of her really enjoyed when Mr.  Kallen stared at her wet, dripping,
quivering...

   Her mind and body had a bit of a battle.  Part of her really wanted to
reveal herself to the teacher.  She never realized how sexy his eyes were.
And she was still humming from Jim kissing her earlier.

   Her legs spread again, this time just a little wider.  She watched with
her peripheral vision and was rewarded when she spied Mr.  Kallen's eye get
really big.  "What if he is getting hard?" she thought, and was able to
hold that position for a couple seconds longer before modesty took over
again.

   Mr.  Kallen was captivated by the sight before him.  The panties were
tight enough that he could make out just the hint of a slit.  Also, he
could swear there was a little wet spot forming in the middle.  His cock
was so hard that it actually hurt in the confines of his pants.  He
adjusted it with his hand to relieve the pressure.

   When the bell rang, it startled him nearly out of his seat.  Amy's legs
closed, she stood up, and she strutted away.  The way she swayed her ass
could only be called a strut.  His gaze came level with her face and it was
turned back toward him, head against shoulder.  He knew from her expression
that he was so bagged and he blushed.  Still, his erection was throbbing,
and her eyes dove down and widened just slightly.  "She just checked me
out!" He thought.

   Amy left the classroom with her head spinning.  She had never been so
excited in her life.  The whole world seemed to vibrate around her.  "Well,
that is interesting," she thought, resolving to examine it later.  The
hormones coursing through her body, the thoughts running through her head,
were all very new to her.

   She saw Jim just after school ended, but hurried home before he could
decide to catch up with her.  Her mind was just too confused with what had
happened today, so she needed to think.  Rushing home by herself cleared
her head a bit.  When she arrived, her parents were not home just yet, so
she went up to her room and lay on her bed.  Routine took over and she
pulled her books out of her backpack to start her homework, but she just
could not focus.  An persistent itching had started between her legs and it
would not go away.

   Amy threaded her hand down to her stomach.  Her heart was racing.  She
closed her eyes and remembered how Jim had kissed her this morning. 
"Mmmm," she thought.  And then she pictured yesterday when his hand was on
her thigh.  Amy's hand moved to her thigh, climbing upward.  "What if he
did not stop," she thought, and she moved her hand all the way to her
panties, pressing it between her lips firmly.

   "And what if he went even further?" Her hand hooked the waistband of her
panties and pulled them to the side.  She had never been so wet in her
entire life.

   "I am touching myself," Amy thought.  It was not something she did
often. She could only recall a handful of times before, always in the dark,
and always with a sense of shame.  This time she craved it somehow.  It was
as if her pussy demanded the touch.

   Her fingers found her clit and rubbed.  Images of Jim's erection in his
pants spurred her on.  She started to touch faster and harder, sometimes
moving her finger down to penetrate herself.  "Is that what it's like to
fuck someone?" she wondered.

   As her passion grew, Mr.  Kallen also popped in her mind.  At first, it
distracted her, but then it was like her body exploded.  Just thinking
about moving her panties to the side like she had them and having him watch
made her convulse in the most intense orgasm of her life!  At the end, she
was muttering, "fuck me, teacher!  fuck me!" and pushing her fingers deep
inside herself.  Her toes curled, her body arched, her nipples were hard,
and then it was over, but not before she was sweating from exertion.

   "Well, that was unexpected," she thought, laying in bed, feeling
content. "I better get my work done, though, so I can go shopping for
clothes tonight." Amy had no idea where this change in her was leading, but
she was curious and eager to find out.



   Education of Amy Ch.  02

   Amy finished her homework finally.  It was much more difficult for her
today than normal.  Her mind could not stop wandering to Jim.  This was the
first time that she remembered obsessing about what lay under a boy's
clothing.  From the tight shirts, she could tell Jim had an athletic body,
and his butt was certainly cute.  And her curiosity wandered to his hard
penis, which she saw signs of the previous day.

   "Amy!" she admonished herself in her thoughts.  "Get it together.  This
is why you avoided getting entangled.  You need to keep those A's rolling
for getting into college."

   She rolled over and hugged her pillow, which always made her feel safe
and secure.  Except this time, she imagined embracing a hard muscled lean
boy.  "Mmmm," she muttered, letting the pillow slip between her legs and
squeezing it.  "Nice." She could picture her hand wrapping itself around
Jim's dick, stroking it through his pants.  Her tight control of her
thoughts was definitely failing.

   Her legs wrapped around the pillow and hugged it tight.  She felt the
beginnings of a hunger.  It was becoming more familiar, this wanting, but
it was still somewhat foreign to her.  Her body began a slow humping
motion. The pillow pressed against something that made her want more and
more.  She was nearly grinding against it hard when she heard a noise. 
Just in time, she tucked the pillow behind her as her mother barged into
her room.

   "Amy, I need you to cleanup after dinner tonight.  Grandma is coming
tomorrow, and I don't want the kitchen to be a mess."

   "But, Mom!" Amy started.  "I need to go clothes shopping."

   Her mother stopped with her mouth open.  Never had Amy asked to skip out
on chores for anything other than homework and the occasional school play.
It made her nearly reconsider.  But, her mother was like an inspector when
she came to the house.  No one was happy when she would passive
aggressively make remarks on the general state of cleanliness standards in
the world.

   "You do not need to go TONIGHT.  Postpone it until tomorrow."

   Amy thought about how difficult it was this morning for her to find
anything worthy to wear; she stumbled upon the skirt, but had nothing
acceptable for tomorrow.  Tears formed in her eyes.  "Please?" she pleaded.

   That nearly did the trick, but her mother was never to give into
manipulation.

   "Sorry, Amy." And she turned on her heel and left the room before those
tears could manifest.  She was not sure her resolve could stand waterworks.

   Amy buried her head in the pillow and nearly cried.  She was not one to
get too emotional over things, especially something as minor as this, but
the turn of events had definitely caught her by surprise, and that made her
unhappy.  She pulled herself together and went to do as asked, grumpily
cleaning the house for dear old grandma.

    -"

   When Amy awoke the next morning, she sighed.  Knowing what her choices
were, she decided to just go with her usual outfit of loose jeans and
shapeless shirt.

   "I used to wear this every day," she thought, "so why does this make me
unhappy now?"

   She was so mad at her mother!  When she left the house, she slammed the
door and stomped off.  Her anger filled her chest and she could not shake
it off until she reached school.  It was going to be one of those days.

   Her arrival at school went completely unnoticed.  Yesterday, she felt
that something was wrong, that the atmosphere had changed.  Today, it was
back to normal.  Except that normal had a certain amount of sadness to it.
Her friend Jennie waved and smiled, which made her smile back reflexively.
She was the only one who really noticed her and she missed the attention
from yesterday.

   "Wow, Jennie is cute today," she thought, as she appraised Jennie's
plaid skirt, tight buttoned blouse, and a thin sweater covering.

   Amy had always been a tad envious of Jennie's breasts.  They were just
so big on that otherwise thin frame.  And she was never shy about showing
off her frontal assets.  Today was no exception, as her shirt had two
buttons unfastened, showing a generous amount of cleavage and just a peak
of a pink lacy bra underneath.

   Opening her locker, Amy used the door to shield her spying on the
reactions of people around Jennie.  Many of the boys almost fell over
trying to get a better view without trying to be obvious about it.  Some of
the girls would glance at her and then quickly away with a disapproving
expression.  Amy suspected that it was mostly based on jealously.  A couple
girls would check her out almost like a guy, scanning her up and down and
pursing their lips appreciatively.

   Her concentration was directed at Jennie when someone tapped her on the
shoulder.  She almost jumped out of her skin!

   "Oh, hi Jim.  You startled me," Amy said.

   "I noticed," Jim replied.

   They stood there and made some small talk about how they had spent their
respective evenings yesterday.  As they talked, Amy caught Jim appraising
her outfit.  From the disappointed expression on his face, he was not
appreciating the return to her normal wardrobe.  To his credit, though, he
did not say anything.  The spark in his eyes, the mischievous smile,
though, were gone.

   His conversation stumbled a little and his focus wavered just a second.
Watching his eyes, Amy glanced over.  Jennie was tying her shoe just down
the hallway.  From where they stood, her breasts were straining to erupt
from her poor overworked blouse.  She was also showing a generous amount of
leg under her cute skirt.  Jim tried not to stare, but failed miserably.

   And then Amy experienced an emotion she had never felt before: jealousy.
She was jealous because she saw that spark in Jim's eye, that smile that
had more than a little devil in it.  And it was because of Jennie.  She
almost wanted to punch her.

   Amy gathered her stuff quickly, trying to beat a hasty retreat.  Jim saw
Amy and knew that she was upset from catching him checking out Jennie. 
But, he stopped for more than just small talk today, so he proceeded with
the rest of the reason.

   "Hey, Amy," Jim said, and Amy met his eyes.  Jim felt guilt when he saw
the anger on her face.  "Um." He stumbled, suddenly nervous.  "Would you
like to go to the prom with me?"

   The question was so unexpected that Amy's mouth literally fell open. 
Her brain failed to work for a precious minute, and Jim nearly thought that
he had done something wrong.  Finally, she said, "Yes, Jim.  I would love
to go to the prom."

   All the anger and jealousy melted away.  It was not just that he asked,
it was his tone, his bearing - all which pointed to him caring about her
saying yes.  She put his arms around him and gave him a hug.  She
whispered, "thank you," into his ear.

   Jim hugged her back.  And then they parted ways, going to their
different classes.

   Amy walked down the hall a happy girl.  She nearly skipped.  And then
she paused almost mid stride.  Two kids behind her nearly collided with
her. "I don't have a prom dress," was her thought.  And she had no idea
even how to shop for one.

   "Well, I am not going to let that problem get me down," she promised to
herself, "I will approach it like all problems in my life.  Rely on
friends, do my research, form a plan, and execute the plan." She marched
down the hall again.  So full of energy that it nearly burst from her, she
checked to make sure she was not radiating light from her skin.

    -"-

   "Jennie, can you go to the mall with me and help pick out a prom dress?"
Amy asked on the phone.

   "Sure," Jennie answered enthusiastically.  "I need to get one for
myself."

   "Cool.  Hey, could we do a little clothes shopping while we are there
too?  Jim thinks I could refresh my wardrobe a bit."

   "Absolutely.  I can help you out.  We can shop for stuff I would buy,
and then go a shade or two tamer."

   Both girls laughed.

   Later that evening they met at the local mall.  Amy was a little
nervous. She barely ever went clothes shopping, and she could not remember
the last time she went with a friend.  She was not sure what would seem
cool to Jennie and what would be immature.  Shaking her head, she put it
mostly out of her mind.

   They walked a bit past stores like Urban Outfitter that neither had any
interest in visiting.  They narrowed down their plan to include the bigger
chain stores for prom dresses and some of the smaller teen stores for
clothes.

   "What do you want to try first?" Jennie asked.  She was so excited that
Amy could not help but smile at her.

   "The immediate need is the dress, so let's go see what is available,"
Amy responded.

   They found the nearest one, an upper-end department store that Amy
doubted she could actually afford to buy a dress from if she liked one. 
Still, it helped to evaluate the options.

   Dresses were evaluated and scoffed at, ridiculed and generally rejected
out of hand.  Amy held up one that was full length, covered with little
yellow flowers, and both girls broke into laughter.

   "Who wears these?" Amy asked.

   Jennie waded deeper into the middle of a series of sequin dresses and
pulled a blue one.  She eyed it skeptically, but shrugged, "have to start
somewhere".

   Amy was off looking at some typical little black dresses.  They were all
cute and great for a fancy occasion, but they were not quite right for
prom. "Hmmm, maybe the hot red one.  It's pretty short though."

   Jennie tapped her on the shoulder and handed her an even shorter blue
sequin dress.  "Go try this on."

   Amy's expression showed that she doubted it was her style.

   "I'll find you a few options, but it always helps to get the ball
rolling by trying something on.  Besides, we can use it at least for
sizing."

   Sighing, Amy entered the fitting room, which was fairly close.  She
removed her baggy shirt and jeans and pulled the dress on.  It was a tight
fit, but from pictures, that was intentional.  The zipper in back was
difficult to fasten, so she called in Jennie.  Meanwhile, she checked
herself out in the mirror, and it wasn't bad.  The bra she had on was all
wrong for the dress, but one thing at a time.

   Jennie entered carrying two gowns this time.  Amy wondered how many
things she would try on tonight.  Instead of dreading it though, she set
her mind to enjoy it.  There was only so many times that you get to be the
center of attention, and Jennie was so enthusiastic that it was contagious.

   Seeing Amy's problem with the zipper, Jennie helped her.  Then she took
a couple steps back and appraised the outfit.  "Turn around," she said. 
Amy did so.

   "Hmmmm, it's actually way better than I thought.  You have a nice butt,
Amy, and the dress shows it off nicely."

   Amy blushed, still facing away from Jennie.  She felt Jennie's hands on
her hips.  And then her panties were tugged down to mid thigh before she
even knew how to react.  "What the heck, Jennie?" she said out loud.

   "Oh, sorry, Amy.  That underwear is just horrible for that dress.  The
panty lines are in all the wrong places.  I was checking out how it would
appear without.  And, I must say, it is pretty awesome!  We are going to
have to add underwear shopping to the list."

   Reaching down, Amy pulled her underwear back into place.  The temporary
rush of air onto her bare pussy had shocked her.  It had also, admittedly,
made her just a bit wet.  She hoped Jennie did not notice.  For like the
hundredth time in the last few days, she wondered what was wrong with her.

   "Next time warn a girl first!" Amy said, but she was not really angry.

   "For now, though, it would just be better to take them off." Jennie
said, matter of fact.

   Amy thought she was crazy.  "But, I just can't," she started.

   "Why not?" Jennie asked.  They were in the dressing room, but Jennie
turned her head both ways anyway.  Hitching up her short skirt, she showed
Amy that she had nothing underneath.  Amy's mouth fell open.

   "Wow," Amy said, "but that's so short!"

   Jennie shrugged, "So what?  Someone might see my butt.  No big deal."

   It was a difficult concept for Amy to grasp.  Picturing walking around
outside in a skirt like was like trying to imagine walking on the moon for
her.  It just was not in her thinking.  Still, just a brief touch of the
air recently had made her damp.  What would it be like to do that all day?

   Amy recalled that Jennie had worn this very outfit to school.  "Did
you...", she paused, "I mean...  All day?  In school?"

   Jennie started to laugh.  "No, I have only done that once.  It was quite
the experience, by the way.  You should try it.  I took them off before
coming to the mall.  Just to spice things up a little." The twinkle in
Jennie's eyes made Amy smile with her.

   Amy debated while Jennie went off to find her a couple more dresses. 
She examined the pink frilly gown that she had brought and thought it was
pretty.  The neckline was impressively low, but the length fell below the
knee.  It was an interesting compromise.  Plus, it was not as super tight
as the blue sequin.  So, she pulled one off and pulled the gown over her
head, adjusting it downward.  When she got to her waist, she made a quick
impulsive decision and took her underwear off.  Quickly, she tucked it into
her purse before anyone could see, forming a ball.

   Jennie barged in just as she was dropping the gown over her naked
bottom. In fact, Amy may have just mooned her, for all she knew.  Jennie
came back empty handed.

   "Well, I think that is just about the selection we have for this store.
Let's see how this pink one looks." She again had Amy turn around.  "Nice!
It really frames your body well.  That Jim is a lucky guy."

   Amy blushed again.

   "Could you bend over just a bit towards me?" Jennie asked.

   Confused, Amy complied.

   Jennie had her hand up to her cheek, her neck bent slightly.  Amy felt
like a museum piece.  "Not bad.  Your boobs would be great in it, but you
would have to either wear a push up bra or go without.  Not sure it's your
style."

   The last gown was a bit of a mixture of the first two.  It was a
slightly pinkish red with some sequins sewn in around the neck line and at
the shoulders.  Amy thought it was really pretty.  The length was mid thigh
and it was nearly as tight as the blue one.  She peeled off the pink gown
and reached for the red.  That was when she remembered that she had no
underwear on and Jennie smirked when she saw.

   "You go girl.  Isn't it just so, I dunno, naughty?"

   Amy looked everywhere in the room except at Jennie's face.  Her cheeks
were surely red as the new gown, if not more.  In her haste to be covered,
she reached for it and dropped it on the floor.  When she bent over to
retrieve it, Jennie gave a low whistle.

   "Damn, that's a fine ass," in a lone tone, almost as if she had not
realized she was speaking aloud.

   Amy ignored the comment, pretending she did not hear it.  In a flurry of
furious movement, Amy stepped into the gown and pulled it up.  Oddly, her
lower regions were extremely sensitive.  Her awareness of the area grew,
her pulse quickened, and her nipples hardened.  Amy was nearly frantic as
she yanked it up to her shoulders and turned around.  "Zip please," she
pleaded.

   Jennie moved behind her and put her hands on Amy's sides a fraction of
second too long before she started to zip.  There was definitely a certain
electricity in the air and the room suddenly was too small for the both of
them.

   "Oh wow, Amy!  It's beautiful."

   Using the two mirrors, Amy spied a girl she barely recognized as
herself. The dress hugged her perfectly.  It was tight in the midsection
and back, with a modest amount of cleavage.  The glitter and the color all
made for a great effect.  And in her current state, she could see two
points clearly through the fabric.  She definitely had a winner.

   "Sigh.  I doubt I can actually afford this," Amy said, searching for the
price tag.  "Why is it always so difficult to find a price?"

   "So that you fall in love with it before you can," Jennie answered.

   They found it and with her eyes half closed, Amy flipped over the tag.
"Actually, this is not horrible.  It's at the edge of what I wanted to
spend, but if I save up for a couple weeks, I can do it," Amy said.

   The grin on Jennie's face was huge.  She was nearly bouncing.  "What?"
Amy asked.

   "I pulled this off the 40% rack.  I think we found your dress, Amy!"
Both girls hugged, squealing in delight.  Jennie helped Amy unzip and she
tugged the gown off.  Once again, Amy was embarrassed to be bottomless, but
also...  was that excited?  Yes, she definitely was aroused.  All this play
with being exposed and then covered and then exposed had turned her on. 
She could not deny it.

   "Let's go clothes shopping." Jennie said.

   Amy was digging around in her purse for her underwear, and Jennie said,
"Commando, girl.  Let's go!"

   Shrugging, Amy pulled on her baggy jeans.  You could not even tell from
the outside anyway.  Still, the jeans rubbed her most intimate area in a
way she had not felt before.  It certainly was not helping calm her down
from the aroused state.

   They bought Amy's dress.  "What about your dress, Jennie?"

   "It's OK, I have a dozen in my closet that I could use.  Let's get you a
new wardrobe and we can circle back if we have time."

   Giggling their way through the mall, they stopped at Pink.  Amy headed
for the more modest underwear, but Jennie steered her another way.  She
stopped at a table covered with thong panties.  "This is what you need,
Amy."

   "Do you think so?" Amy asked, "I have never..."

   "Yes, that is why you brought me along.  Let's get you a few while you
are here.  Hmmm...  ," she quickly cycled through pairs, setting aside the
ones with strings in the back or see through lace in the front.  All
together, she had gathered seven distinct pairs.

   "Which should I get?" Amy asked.

   "Oh, you get them all, Amy." She wondered what it would be like to wear
such skimpy underwear.  The thought added to her excitement.

   "Why seven?"

   "Duh!  For each day of the week, silly," Jennie answered.  "Now let's
find a few for me." Rifling through the selection, she picked the skimpiest
pairs.  She may as well have none on for a few of them.  One particular
pair had just a tiny string down the back and a tiny white triangle in
front.

   "Do you like?" Jennie asked, holding them up and drawing the attention
of a couple people nearby.

   Amy made her way to the cash register before her embarrassment got
completely out of hand.  All of these people were strangers; otherwise it
would have been nearly unbearable.  "I cannot believe Jennie!" Amy thought.
She was not mortified at her friend, however.  It was more pride. 
Secretly, she wished that she could be so free with her body and ignore
everyone else, including prudish society at large.

   "Would it be OK if I put one of these on?" Amy asked.

   "Sure, go for it.  How about this red pair?" Jennie said.

   Amy nodded and went inside the dressing room.  She pulled off her jeans
and her labia were swollen.  Her fingers ran along them slowly and she
savored the sensation.  How wet she was!  Almost unconsciously she touched
her clit and rubbed.  It felt so good, sending little waves of pleasure
throughout her whole body.  She heard a rustle of fabric and Jennie was
barging in the room with her.

   "Hey, do you mind if I put mine on..." Jennie stopped, staring down at
Amy's hand which was cupping her private area.  Even though Amy had quickly
removed her finger from her magic spot, from the expression on Jennie's
face, it was not soon enough.

   Jennie didn't say a word though, just shrugged and pulled out her new
purchase.  The intense light from her eyes was unnerving.  Amy was nearly
certain that Jennie was also aroused.  When Jennie put her underwear on,
she lifted her skirt briefly, showing Amy her completely shaved mons before
pulling them up tight.

   Her friend saw the question on Amy's face that she was too afraid to
ask. "Oh, I always keep it shaved.  It completely turns on the guys.  And
me too!"

   Amy had the picture engrained in her mind of Jennie's shaved pussy. 
Just using the words "shaved pussy" in her head shocked her.  It, indeed,
was incredibly sexy somehow.  The skin must feel wonderful smooth and bare,
and when the breeze hit it, wow!

   There was again the incredible tension in the room.  It almost seemed as
if Jennie was poised, waiting.  The vibrations were definitely odd and
exhilarating.  For just an instant, Amy had this incredible urge to kiss
her.  She had never experienced anything like it in her short life.  It was
just a brief moment and she chickened out completely, nearly jogging out of
the changing room before it got really weird.

   The shopping continued to skirts.  Jennie picked out a few for her that
were mid-thigh and loose or higher and super tight.  Amy was tired, she let
Jennie basically talk her into getting things she normally would never have
considered.  And when her friend helped her pull one on or take the next
one off, it made her head spin until she was nearly in a surreal daze.  Her
shopping budget was blown for nearly a year, but she had so many cute
outfits.

   At the end of the night, Jennie also bought some outfits.  For each of
them, she would try it on and show Amy.  They all were just hot and bold.
They made Amy's choices seem tame by comparison, which helped her
rationalize buying and eventually wearing them.  Amy was so grateful for
the help that she hugged her friend.

   ==

   The prom was in a town about thirty minutes away because the small high
school only had a gym that was big enough, and the prom committee vetoed
it. All the kids in school seemed to be getting a limo, so Amy asked Jennie
if she would go so that they could split the cost four ways.  Her friend
readily agreed.  "It will be fun!"

   "Who are you taking, by the way?" Amy asked.

   "I'm going with Brad," Jennie answered.

   "But, didn't you break up with him a few weeks back?"

   "Kind of," Jennie smiled.  "We still fuck on occasion.  We are
definitely friends with benefits."

   "Jennie!" Amy said, pretending to be shocked, but knowing full well how
her friend liked to, as they say, "get around".

   They all agreed to rent the limo.  Since it was a substantial cost for
four high school students, they also decided it would work to drive a bit
out of the way, so they could enjoy the ride a bit more.

   "Maybe even grab some champagne," Jennie suggested.

   "My mom would kill me.  But, you are welcome to drink," Amy said.

   The big night arrived and Amy slipped on her newly bought lace bra and
the pink see through thong.  She was a young woman tonight and she wanted
to believe it.  The reflection in the mirror was sexy and it gave her
courage.  She thought about a pair of panty hose, but felt her legs were
awesome just as they were.

   Next came the gown itself and again she was exhilarated to wear such a
sophisticated garment.  When her mother saw her, she misted up a bit.

   "Oh Amy, you are so grown up!" she said.  "Let me help you with your
makeup."

   They spent some time with Amy's mother applying a light coating of
blush, eye liner, eye shadow, and finally lip stick.  Her mother was great
at picking the colors to highlight her dress and bring out her eyes.  In
the end, Amy could barely recognize herself.  She was beautiful!  She gave
her mother a quick hug and thanked her.

   The limo arrived with Jim.  The driver opened the door and she climbed
in.  It was bigger than she expected, with space for at least eight people
in back.  They were going to have plenty of room to spread out.  Jim's face
was all that Amy wanted.  His eyes went up and down and his lips pursed and
then smiled.  All the work to pick out the dress and get ready was worth
it.

   "You are gorgeous," Jim said.

   Amy had a huge smile on her face.  They rode to Jennie's house.  Brad
was already with her when they arrived.  Again the doors opened and the new
arrivals climbed in.  It was clear they had started to drink a bit before
being picked up.  Jennie had a brown bag with a bottle of champagne inside.
They were both obviously feeling it a little.

   It did not take long for Jennie to start kissing Brad.  He returned her
advances enthusiastically, even with the other couple sitting so close. 
Amy and Jim found each other awkwardly trying not to watch while being less
than five feet away.  They talked, but the conversation didn't flow and
there were lots of uncomfortable silences.

   Jim tentatively held Amy's hand.  She thought it was a nice gesture. 
They both sat back and watched as Jennie and Brad kissed.  "Was it getting
hot in here?" Amy thought.

   The limo pulled up to the venue, which was another high school's
function room rented out for a steep discount for the night.  Jennie and
Brad reluctantly separated, giggling.  Amy and Jim rolled theirs eyes and
got out.  They all entered the building together.  It was decorated in
their school colors.  Amy thought the committee had done a decent job with
it.

   They sat down and chatted for a bit, and then dinner was served.  Jim
had the beef dish and Amy had the chicken and they traded a bite.  It was a
cute date and they were all having a good time.  After dinner, the music
got louder and conversation was nearly impossible.  One by one couples went
out to the dance floor.  Amy waited expectantly for Jim to take her out,
but he just watched.

   Foot tapping and mental gymnastics only kept her entertained for so
long. There were masses of dancing kids on the dance floor.  She did not
want to be one of the boring couples sitting and watching.  She cleared her
throat.  Jim glanced at her and went back to dance voyeuring.

   Finally, she had enough of waiting.  "Dance?" she asked.

   Jim shook his head.

   "Really?  Why not?" Amy asked.

   "I don't dance," was all he said.

   Amy sat with her arms crossed and fumed.  Were they expected to watch
for hours and then go home?  He could do that, but she certainly was not
going to do so.  She rose and went over to Jim.  "Well, you can sit here if
you want, but I am going."

   She found Jennie on the dance floor.  Jennie was jumping up and down and
nearly falling out of her dress.  Typical Jennie.  The music was in the
midst of an eighties block, with "Thriller" as the current tune.  Amy
joined them and started to dance.  It was more difficult in her high heels.
She found herself stumbling a bit.  Heels were definitely not her thing.

   It was great to move to the music.  From ice skating and just dancing
around her house, Amy had some moves.  A couple of times, she caught Brad
peering at her.  "Any why not?" she thought in her head.  "I am beautiful
tonight!" Her arms went up above her head as her confidence grew and she
lost herself on the dance floor.

   This was prom, and so after just a few fast songs, they started a slow
song, "Unforgettable", the Nate King Cole duo with his daughter.  It was a
good combo.  Two-by-two, couples started to sway, some dropping out to sit
down (Amy suspected those people came to the dance as friends).  Amy was
the odd one out, so she returned back to the table.  For exactly one song,
she watched couples romantically sway.

   Near the end of the song, she said in Jim's ear, "Please dance with me.
It's easy for the slow tunes.  I'll show you."

   Jim's face set into a hard mask that said "no", but then he saw that she
was nearly crying.  His resolve or embarrassment or whatever reluctance
broke and he nodded.  They got up and hit the floor just in time for
"Heaven" from Brian Adams.  "Wow, they really are hitting the 80's hard
tonight," Amy said to Jim, putting his arms on her waist.  Jim laughed,
relaxing just a little.  She put her arms around his neck.

   "Now, we can do the easy thing.  Take a step with your right foot and
then your left.  One two ...  one two.  Trace a bit of a circle.  We'll
keep it easy."

   Jim's head was down, watching his feet.  They stepped in sync around a
pretty tight circle.  The floor was crowded, so it was perfect.  Many other
couples were doing the simple circle thing, so they did not stand out.

   "That's pretty simple," Jim said.

   They circled towards Jennie and Brad, who were pressed tightly together.
Amy laughed to herself.  She wondered if they would start humping right in
front of everyone.

   Jim saw the other couple and figured he could do it if they did, so he
pulled Amy in closer.  The next song started, another slow one, and Amy
could sense him relax, and enjoy it.  He reached up under her chin and
kissed her lightly, and it was wonderful.  All the anger that had been
building during the night from his stubbornness melted away.  In fact,
something else was melting.  She could not believe her body's instant and
strong reaction to such a simple kiss.

   "Mmmm," she moaned, not even realizing she said it aloud.

   The arms around her pulled her in even more.  He kissed her again, this
time a long, slow, tongue one that lit her whole body up with little bits
of pleasure.  That is when she noticed the hard lump pressing against her.
He had an erection.  At first it scared her a little, but soon it just
became hot as hell to know he wanted her so obviously.

   Jim rubbed his erection into her and she kissed him deeper, savoring how
her nipples felt pressed against his hard chest.  She wondered what it
would feel like to have that hard cock inside her soaked pussy.  Because,
right now, she was a puddle.

   One more slow dance, and Jim was caressing her lightly with his hands.
"Oh my god, that is awesome," she thought as he gripped her hips, moved
them along the outside of her waist, and headed toward her ass.  Naturally,
she expected him to stop short but they went down and gripped her cheeks
through her dress briefly.  Shocked, she looked at Jim's face, and he was
smiling.  It was hard to be angry at him.

   "Oh wow, Amy, your ass is absolutely amazing," he whispered in her ear.
He pressed even closer, she did not think that was possible, but it was. 
"I have to ask though, because I have to know."

   Amy waited.  She was very aware of his erection and how it made her want
something more.  What that "more" was still yet to be determined.

   "When I felt you," Jim started, "I didn't feel anything under.  Are
you...?"

   Amy was laughing, "Commando?"

   Jim nodded.

   Amy shook her head.  "But I am wearing a sexy thong," she breathed into
his ear.  She had surprised even herself that she had divulged this
information.  Jim kissed her deeply again and they forgot to dance
momentarily.  It was difficult not to grind her pussy against his thigh. 
It wanted contact badly, her vulva being swollen and sensitive.

   The song ended and a fast one came on.  Amy broke away, reluctantly. 
"Oh wow, you can totally see his bulge," she said to herself.

   She danced, working off some of the pent up energy.  To her delight, Jim
joined her.  He was stiff and awkward, but he did it anyway.  It was
obvious he did it for her, and she was touched.

   They danced most of the rest of the night, alternating between fast and
slow.  From all the touching and close contact, kissing and pressing up
against Jim's erection, Amy was a hot mess of hormones.  She could start to
see why people dated now!

   Amy gathered Jennie and Brad after the music had finally stopped and the
prom was over.  They got everyone back in the limo again.  It seemed the
other couple had finished the bottle they had brought, because they were
both noticeably drunk and the bag was long gone.  They decided to still
drive back the long way.  Almost before the limo started moving, Jennie and
Brad started making out.  Jim and Amy laughed quietly.

   But when Brad commenced necking with Jennie, and her breathing became
obviously labored, the mood definitely shifted away from funny.  Despite
being normally adverse to public displays of affection, Amy could not help
but watch.  Maybe it was the left over hormones from the dance, but she was
becoming aroused watching Jennie and her date.  She could tell that Jim was
acutely interested also.

   Jennie wrapped her leg around Brad's and pressed herself into him.  Her
short dress was losing containment of her breasts and more and more leg was
exposed every moment.  Brad was taking advantage of the exposed skin to
trail his lips closer and closer to Jennie's heaving breasts.  It was
definitely getting hotter in here!

   Jim, meanwhile, tentatively put his arm around Amy and gave her a
squeeze.  She responded by snuggling against him, putting her arm under her
so she could get closer.  She could tell that her breast was pressing onto
his bare arm.  It was not an unpleasant sensation.  Jim again lifted her
chin and gently started to kiss her.  She alternated between doing soft
gentle kisses and watching the other couple, getting more excited.

   Amy was not even sure Jennie and Brad cared any more who was watching.
It was like they were in their own little world.  She saw Jennie's touch
reach down between Brad's legs and stroke his obvious hardness.  The erotic
naughtiness made Amy catch her breath.  Jim glanced over and smiled,
returning to kiss Amy's neck.  That's when he started to rub the bare skin
of her back, which sent gentle waves of happiness through her body.

   Jennie and Brad were breathing harder now.  His head was practically
buried in between her breasts, kissing her cleavage line and his tongue
flicked out, which caused her back to arch.  Amy was sure that her tits
were going to pop out any second.  It was incredibly hot, especially when
Jennie started to obviously stroke Brad's hardness through his pants. 
Jennie whispered in Brad's ear and quite deliberately unzipped his pants.
If before Amy had been somewhat interested, now she was intently focused on
just how far Jennie would go.

   Whatever Jennie had whispered, Brad actually appeared to hesitate,
glancing at Amy and Jim and blushing.  He turned back to Jennie and shook
his head slightly.  Jennie responded by kissing him again, rubbing herself
into him and reaching her hand inside his zipper.  Amy could sense Brad
tense as Jennie made contact with what must be his bare cock.

   Meanwhile, Jim had expanded the territory of his roving, brushing
against the sides of her breasts.  Each time he went from her shoulder to
her waist, Amy would close her eyes and snuggle against him hard.  She
could not believe how bold she was being, but it was nothing compared to
the couple across the way.

   And then Amy saw Brad lay his palm tentatively on Jennie's leg, stroking
her thigh.  He kept it there, and she could tell Jim had joined her in
being a voyeur.  Brad ran his palm up, on the outside, and then back to the
inside of her knee.  Jennie definitely responded, squirming in her seat. 
Jennie suddenly took his hand and instead of removing it as Amy thought she
was going to do, she put it firmly between her legs.  As she did, she
opened them wide enough for both Amy and Jim to notice that, for one, she
was not wearing anything beneath her dress, and for two, she was completely
shaven.

   Jennie, meanwhile, had reached in and pulled Brad's erection completely
from his pants.  He was momentarily shocked, but when her hand covered it
and started to stroke it, he lost whatever modesty was left.  His passion
was such that he removed one of her barely covered breasts and began to
suck her nipple.  Between that and his fingers stroking her pussy, Jennie
was completely lost in the moment.  She did have enough presence of mind to
meet Amy's gaze and wink at her.  Amy smiled.  Jennie was not as quite as
drunk and unaware as she thought.

   Amy stared at Brad's cock with bright eyes.  She had never seen one in
person before, especially one so big and hard.  It was difficult to tear
her eyes off of it.

   It was intensely erotic to see the two of them get it on, so when Jim
kissed her again, she melted against him.  His hand wandered to her
abdomen, and she tensed, but he laid it flat and only moved it slightly. 
His kissing intensified and he leaned in, putting just a little weight on
her.  Amy liked that a lot.  She broke contact with his lips for a moment
and stared over his shoulder.  What she saw made her gasp.

   Jennie had shifted away from Brad to the next seat.  She was lying
across the empty seat in between them and had her mouth wrapped around his
cock, sucking it right out in the open.  The sucking occurred with gusto
and the way Brad leaned back and closed his eyes, thrusting his hips, you
could tell he was enjoying it.

   Jim saw also and grinned.  He kissed Amy's neck, knowing that she was
watching Jennie blow Brad and counting on that being a double turn on.  Amy
tensed again, but this time from her body's strong reaction to something
she never had counted on: a neck kiss being extremely erotic.

   With the double excitement of watching and having this new thing, Amy
hardly noticed when Jim started stroking her again, his territory on her
abdomen increasing to just below her breasts.  It all felt so wonderful. 
Brad had such a long thick cock.  Amy was surprised that Jennie could get
it into her mouth as much as she did.  And for the first time, she noticed
how Brad was watching her in return, focused on Jim's hand that had strayed
dangerously close to her breasts.  Strangely, this did not make her shy. 
Instead, it made her even more aroused.

   There was a faint, far away voice in Amy's head that was shouting that
things were getting out of control.  It was the ghost of her mother and her
inner angel that protected her innocence.  At the moment, it was a distant
thing compared to how much she was wet, tingling.

   Her breast felt a pressure, and she noticed that Jim was feeling her up
through her dress.

   "Mmmm," she said involuntarily.

   Jim put more weight on her, and his other hand moved to just inside her
knee.  It was active almost immediately, which had the dual affect of
making her arch her back in pleasure and increasing the volume of that
inner voice that was shouting warnings.

   Jennie had stopped sucking Brad, which helped to defog her brain a bit.
But then she was hitching up her skirt, backing into Brad, and she
wouldn't! Amy's gasp filled the limo as Jennie lowered herself right onto
Brad's cock.  For a couple of seconds, Amy could actually see it move in
and out of her pussy, and then her skirt fell to cover the action.  She
could not believe that her friend was actually fucking in the limo while
they watched.

   It was all too much.  Jim reached her inner thigh and kept climbing. 
Amy's breath was coming in rapid gasps, and she was not sure if she was
having an asthma attack.  It was so intense.  She thought it had reached
the breaking point, and that's when she felt a hand outside her panties,
petting her from outside.  Her body responded immediately and her mind's
voice was temporarily silenced in favor of pure sensation.

   Amy was wondering, worrying, that she would lose her virginity right
here, right now, in the back of this limo.  It made her heart race and her
pussy grow swollen, which made it even more difficult to resist the
persistent petting.  When she had not removed the invading force, Jim
quickly decided to claim new territory.  He slid a finger inside the edge
of her skimpy, see through lace panties and pulled them away.  The next
thing she knew, her clit was being gently massaged.

   "Oh my god, that is amazing."

   The other couple was busy in their own world.  Brad had Jennie's breast
in his hand, caressing her nipple.  At the apex of her rise, Amy could see
where they met, and how the bottom of Brad's shaft was slick with Jennie's
wetness.  In and out, up and down, and then Jennie would grind down every
so often.  It was intense and she knew Jim was watching too.  The
combination of her clit manipulation and watching was building up a
pressure inside of her.

   That inner voice was not silenced, though, and it started to make sense.
"You don't want to lose your virginity this way, Amy.  You want your first
time to be romantic, memorable.  This is more like a Penthouse Forum
article."

   Her body was on fire so thoroughly that she resisted this voice for a
few more seconds.  It climbed towards orgasm, her pussy yearning to
explode. There was so much temptation for her to let it go and have natural
response take over.  If she was going to do something, it had to be now.

   She reached down and stopped Jim.  "Sorry, Jim, but I'm not ready."

   Jim went from pure arousal to hurt to angry in just a couple heartbeats.
He studied her face and saw the resolution that the moment was over.  His
face contorted and he turned away.

   Jennie saw the interaction and decided to finish up, thrusting herself
down hard on Brad's cock.  He tensed, and everyone could see that he was
cumming inside of her.  It lasted way longer than Amy could have imagined.
When Jennie finally lifted herself off, she could see a slick white coating
on Brad's cock briefly and some dripping from her.  Amy was regretting her
decision to stop Jim.  Her pussy needed to be touched so badly right now!

   The other couple separated and Jim was sulkily gazing out of the window.
Amy could not think of anything to say, so they rode in silence for five
more tense minutes.  She was afraid he was going to break up with her, but
she was also mad that he was being such a baby.

   "Maybe I'll end it," Amy thought, and it was becoming a stronger idea in
her mind.

   They dropped off Brad and Jennie, both staggering out of the limo,
presumably to fuck some more.  Again, silence filled the limo.  Amy's
emotions were definitely swinging strongly towards anger.  She had made up
her mind by the time they reached his house.

   "Jim, we have to talk...", she said, stepping out of the car with him.

   "OK, Amy, but first." He paused, and she nearly talked over him so that
he could not be the one to say the words.  Her anger was hot, and she
wanted to do it, but he was acting strangely, so she did not.

   Amy was sinking into depression.  Her first boyfriend, and it was
already over.  She sighed.

   Jim looked away.  "I have to apologize, Amy.  I got so caught up with
Jennie and Brad, I forgot how new you are to this."

   To say Amy was surprised would be an understatement.  She was studying
Jim's face, still turned away, trying to make sure he was not playing with
her in some twisted way.  He was not, she could tell.

   He met her eyes.  "I am sorry I went too far.  And I'm sorry I was a
jerk after."

   The anger in Amy's body bled out of her.  She punched him lightly in the
arm.  "You were a jerk!" she said, but with a grin.

   There was a tentative smile from Jim in return.  Amy said, "But, I
understand.  I crashed pretty hard myself, you know."

   Jim was astounded.  "Really?"

   "Yep," she said.  She stepped up to him and planted a long slow kiss on
his lips.  "I just need time."

   Jim thought about this.  They rode in silence again, but it was not as
awkward.  She tentatively held out her hand and he held it.

   Jim nodded.  "OK, I will try to be patient.  Anyway, I had a good night
overall."

   He squeezed her hand.

   "Me too.  Thank you, Jim."

   They parted ways and Amy went up to her bedroom.  She had such a roller
coaster of a day with all the different emotions and experiences.  Her mind
and body were exhausted, but images of what Jennie and Brad had been doing
kept her up for longer than she expected.  "It was all pretty hot," Amy
thought.  "I wonder if I could ever do that." She laughed to herself, "of
course not!" She drifted off to sleep and had some interesting dreams...