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 ï>¿Sylvia's Early Exhibitionism by PrettyPerkysÂ(C)

   Rae has been my best friend as long as I can remember.  She is from a
well-off family with a swimming pool and we were inseparable as we were
growing up.  We often had sleep-over's at each other's home and spent many
hours discussing sex in all its mysterious variations, at least from our
inexperienced perspective.  We had both long agreed that her father, Rob,
was just about the sexiest man imaginable and he was devoted to Rae and by
default to me.  I began to fantasize about him, wondering if he might be
peeking down my top or checking up my skirt, but I never actually caught
him doing it.  While lounging around their pool I sometimes found myself
wondering if he was scanning my body from behind his sunglasses and
secretly began to hope he was.

   At school and around my friends, I found myself being more casual about
leaving my legs spread and bending over a little more to allow better
views, if anyone happened to show interest me.  During our high school
years I developed much slower than Rae but by the end of our senior year I
began to catch up, then almost overnight lost my baby-fat and felt I had
finally developed a woman's body instead of a girls'.  I'll admit I became
pretty impressed with myself and enjoyed all the attention I was attracting
from the boys.

   The summer before we were due to leave for college, both Rae and I
celebrated our birthday by driving across the state line to where the legal
drinking age was 18.  We got really hammered and just barely made it home
safely, probably one of the dumbest things we had ever done together.  When
we admitted it to Rae's parents the next morning they were understandably
mad at us and insisted that in the future if we were going to drink, we do
it at home and stay out of cars and off the highway.  From then on they
treated us like adults and we felt totally grown up and comfortable around
them, even sharing a glass of wine at dinner or having a couple of beers
during their barbeques.

   As that summer wound down and we prepared to go off to college, Rae
invited me for one last sleep-over.  The weather had been gloriously warm
and we spent all day by the pool, feeling free to raid her dad's supply of
beer more often than we probably should have.  Knowing it was the last time
I was going to be seeing him for a long time and definitely feeling the
effects of the beer, I became even more flirty than usual.  I deliberately
began to tease him, but always making it look accidental.  Of course Rae
was well aware of what I was doing and could barely contain herself from
giggling.  When I rubbed suntan lotion on my chest I let my bikini top slip
down enough to almost expose the tops of my nipples and then I would take
my time pulling it back up until I knew he had the opportunity for a good
look.

   When Rae said she was going inside to get us another drink, she winked
at me and whispered that she would take her time.  Soon after she was gone
I asked Rob to come over and rub some suntan lotion on my back.  He jumped
up as I turned over onto my stomach and sprawled out on the chaise lounge,
reaching back and casually untying my straps for him.  I crossed my arms in
front of me and used them as a pillow -"knowing full-well it would
completely expose the sides of my breasts.  He poured way more lotion than
he needed and began spreading it generously from my neck down to my bikini,
barely skirting the crease of my ass before sliding back up along the sides
of my ribcage to my shoulders.  Each time his hands came closer to my
breasts I would sigh and raise up slightly, just enough to make him wonder
if I was doing it deliberately or not.  He was definitely getting excited
-"I could feel his hands trembling slightly and I'm sure he knew I was
getting turned on, too.  I felt a rush the first time his fingers actually
brushed along the sides of my breasts and I let out a low moan, but before
he could touch them again Rae came out of the house and he quickly shifted
his attention to the backs of my legs instead.  Nothing more happened that
afternoon although I could feel the tingling thrill of his fingertips on my
breasts all day.  That evening we all shared a bottle of wine at the family
dinner, watched a couple of old movies on TV and went to bed quite late.

   I woke up in the middle of the night and couldn't go back to sleep.  I
slipped out of bed quietly so as to not wake Rae and went to the bathroom,
then on a whim wandered down to the family room.  The door was slightly
ajar and there was a light flickering from the TV, but no sound or other
light in the room.  Thinking we might have left it on by mistake, I pushed
the door open silently and walked in to discover a soft-core porno flick
playing on the TV and Rob sprawled out on the couch with his pajamas spread
wide open, slowly pumping his hard cock.  His eyes were glued to the screen
and he didn't notice me watching him as I stood there, shocked but
fascinated by the scene before me.  It was the first time I'd ever seen a
live man jacking off, even though I'd watched it on web-sites and had even
played with a couple of my boyfriend's cocks.  I must have made some kind
of involuntary noise because he suddenly looked back and saw me standing
there.  He jumped up, pulling his pajamas together and stammering, "Oh my
god, Sylvia.  I'm so sorry."

   I managed to mumble something inane like, "Uhh, that's okay . . .  it's
my fault," and hastily backed out and returned to the bedroom.  I crawled
into bed next to Rae and lay there listening to her sleep, my heart pumping
like crazy.  I was so excited and horny it was all I could do to keep from
masturbating, but I was afraid I'd wake her up if I did.  I lay there most
of the night thinking about Rob, replaying in my mind what I had seen and
wondering what we would say to each other when I saw him in the morning.

   When Rae and I walked into the kitchen for breakfast he was sitting at
the table drinking coffee and Rae's mom sang out a cheery, "Good Morning.
How'd you sleep, girls?"

   Rae just said, "Okay," and I glanced at Rob before I answered.  I could
see the fear in his eyes and knew I had him 'by the balls,' so to speak.

   I looked at her and said, "Great!" Then I looked right in his eyes and
smiled broadly and added, "And I even had a wonderful dream." The relief on
his face was obvious and he even managed a faint smile back.

   Later that year when I was home from college on Spring Break, Rae
invited me to stay over again.  It was the first time I'd seen Rob since
that exciting night and I had never told her about what I had seen her dad
doing.  We giggled for hours after going to bed, getting caught up on all
our secrets too personal to have shared via email or phone, discussing our
dates and boyfriends and our respective colleges.  We'd both lost our
virginity since we last saw each other so we had lots and lots of
titillating stories to share.  We awoke late Saturday to find an
unseasonably warm day and while eating brunch Rae begged her dad to open
the pool early for the season.  He was reluctant at first, saying it was
way too early, but since he could never say 'no' to either Rae or me he
finally relented.  I had a sneaking suspicion that the chance to see me
half naked by the pool again weighed heavily into his decision, too.

   Late that afternoon he came to our room and told us the pool was ready
for us to jump in.  I blurted out that I hadn't brought a bathing suit and
he just shrugged and told me to borrow one of Rae's.  She quickly agreed
and said, "Sure, no problem."

   I shrugged my shoulders and said, "Okay, why not?  We'll be right out."

   Rae reached into her drawer and pulled out a couple of bikinis and
quickly started to undress.  She grinned naughtily when she handed one to
me, saying it was pretty old but it would do the trick.  Because I needed
to go to the bathroom before changing, I didn't pay any attention to it and
by the time I got back to the room she had gone out to the pool.

   I stripped and started to put on the suit.  The bottoms were tight but
stretchy enough to wiggle into, and when I looked in the mirror I was glad
I'd been waxing my landing strip, since it was barely covered.  My breasts
had definitely grown larger than Rae's and I could quickly tell there was
going to be more of a problem with the top.  When I put it on I definitely
faced more challenging logistics -"it was way too small.  I loosened the
straps to try for more coverage but when I pulled the cups together to
minimize my cleavage the sides of my breasts became completely bare.  I
also quickly realized the lining was so thin it would emphasize my nipples
more than hide them when it got wet.  It was the skimpiest suit I had ever
worn and I was more than a little nervous about having Rob see me in it,
but more than a little excited, too.  I took another look in the mirror and
grinned to myself before marching bravely out to the pool.

   Imagine my disappointment to discover Rob wasn't there.  Rae and I
splashed around for an hour or so and then flopped onto the chase lounges
to work on our tans.  At some point she looked over and examined how her
old suit looked on my body.  Her eyes almost popped out and she grinned
wickedly.  "Wow" she said.

   I looked down and -"wow, indeed -"it was as revealing as I thought it
would be.

   "I picked that suit for you on purpose," she confessed, "but I didn't
realize it would look that hot." We giggled and she said it was a shame her
dad wasn't there to appreciate how perky I looked.  "I know he'd love
checking 'em out," she giggled, nodding her head at my protruding nipples.
I was feeling really naughty and admitted I was sorry he wasn't there too,
and teasingly admitted that I'd also love to see his reaction.  Rae quickly
picked up on my sexy bravado and dared me to go in the house and get us
another beer, saying she thought her dad was probably in the kitchen
getting ready to barbeque.  She knew me well enough to know that I've
always hated to pass on a dare, and of course I was secretly hoping he
would be there so I jumped up and went inside.

   He wasn't in the kitchen but after I grabbed the beer and started back I
met him as he was walking out of the living room.  We were in the hall and
I stopped in front of him with a beer in each hand, not moving except for
my chest heaving as he stood there and silently stared at me.  This time he
made no pretense of NOT looking; he almost devoured me with his eyes.  I
watched him look back and forth from breast to breast for what seemed like
an eternity until I finally managed to 'apologize' by saying, "Uhh, I guess
Rae's old suit is a little too small for me, huh?"

   "No . . .  no," he said, "It's great." He looked up at me when he
answered, but then very deliberately dropped his eyes back to my breasts.
"Actually," he stammered, "it looks beautiful on you." He grinned wickedly
and added, "It brings out your best points."

   I giggled and felt myself blush as I very quietly said, "Why, thank you,
kind sir.  I'm glad you like it."

   We heard Rae calling for her beer from outside so I moved slowly past
him and walked down the hall, making sure to wiggle my ass as provocatively
as I knew how.  Rae looked at me conspiratorially as I walked toward her
and I knew I must have been grinning like a Cheshire cat.  "He noticed," I
said simply, and we both fell into a fit of laughing.

   An hour or so later Rob came out to the pool deck and told me that my
Mother was on the phone and wanted to talk to me.  I jumped up and bounced
past him to the kitchen where she told me she wasn't feeling well and
wanted me to come home early.  Rob had followed me back into the kitchen
and was standing there watching while I held the phone.  I was fully aware
that he was enjoying the view and I could feel my nipples harden even more
under his gaze.  I hung up and told him I had to leave right away and asked
him if he'd go tell Rae while I gathered up my stuff and got changed.  He
looked disappointed but said "Sure," and walked out toward the pool.  I
went into Rae's bedroom and deliberately left the door open as I started to
throw my things into my backpack.  I was secretly hoping he'd come right
back in, knowing full-well that he'd be able to look in and see me if he
did.

   I took the suit bottoms off and slipped into my panties and jeans, then
reached behind me and untied my bra-top in the back.  I let it fall forward
and started reaching up to lift the halter strap over my head when I heard
the slider door open.  I hesitated, wondering if it would be him or Rae and
secretly hoping it would be him.  I stood frozen like that for what seemed
like an eternity, with my breasts barely shielded by the clingy material. I
finally sensed someone was there and glanced toward the door.  Sure enough,
Rob was standing in the hall looking in with such a look of rapture on his
face I knew instantly that he was totally in my power and that I had to let
him see all of me.  I slowly lifted the suit over my head; let it slide
down my arms and into my hands.  I hesitated for just a moment and then
deliberately turned directly toward him and dropped it to the floor.  My
arms hung against my sides and I stood there proudly, my chest heaving and
giving him a full-on view.

   His eyes were glued to my breasts, his mouth open.  I could feel my
hands shaking like a leaf and my nipples felt like they were about to
explode.  As we stood there staring at each other his hand moved slowly,
almost unconsciously to his crotch.  My eyes followed it and were greeted
by the sight of his hard cock straining against the thin material of his
running shorts.  I watched as he began to touch himself, rubbing the
outline of his erection as it quickly grew before my eyes.  I let my hands
slide up to cup and squeeze my breasts, not surprised to feel how hard my
nipples had become.  My cunt felt like it was on fire and I could hardly
refrain from plunging my fingers into it.  He took a hesitant step toward
me but before we touched, we heard the door from the pool slide open.

   Rob bolted instantly, disappearing in a flash.  I grabbed my bra and was
clumsily trying to hook it up when Rae popped through the open door and
into the room.  I finished dressing and threw the rest of my stuff in my
backpack, trying to avoid her gaze.  She looked at me quizzically and I
knew I must have looked flushed, but I just mumbled something about my Mom
and she nodded her head and didn't say anything.  I kissed her lightly on
the cheek and left, telling her I'd call later.

   As I went to the front door Rob was standing there looking nervous.  I
could tell he was afraid I might say something to Rae and was terrified of
what could happen.  I looked down at his shorts and saw a small wet spot
where his erection had previously been so obvious and I felt an incredible
rush.  For the first time in my life I understood the power women have over
men and I instantly felt a surge of self-confidence and knew I was going to
use it on him again.  "You better change those shorts before Rae notices,"
I whispered.  As I stepped past him, I let my fingers brush lightly against
his crotch.  He smiled weakly and I winked and walked away.

   Later, when Rae and I were talking, she mentioned that she'd noticed I
seemed flustered when I was leaving her room.  She came right out and asked
what it was, saying she suspected it must've had something to do with her
dad.  I grinned and said that I hadn't been flustered -"I'd just been
really turned on.

   She instantly knew that I'd let him see me changing.  "You little slut,"
she grinned and we both broke into laughter.



   Sylvia's Little Secret

   Chapter One

   Damn, I forgot.  Sylvia still had my wallet.

   I handed it to her when I started driving because it was uncomfortable
to sit on and she had dropped it into her purse.  We walked through the
busy crowds in the mall and I forgot to get it back when I left her in
front of SuzieCreamCheeze, the trendy new shop that just opened.  She said
she wanted to check it out, hopefully to find a new blouse.  I bussed her
cheek goodbye and wandered down the busy hallway, window shopping and
admiring all the attractive women bustling around.  We had agreed to meet
in an hour at Starbucks but I was ready for a drink already.

   I turned around and walked back to the shop she had just disappeared
into.  There were several women and a young couple sorting aimlessly
through the colorful fashions, every aisle overflowing with the latest
styles.  I couldn't see Sylvia anywhere so I headed toward the back of the
store looking for her.  I passed a changing booth as I walked, seeing with
pleasure a shapely pair of legs below the skimpy curtain as a woman tried
on a pair of tight black pants.  Her boyfriend stood holding her purse and
coat, looking uncomfortable and embarrassed in such highly feminine
surroundings.

   As I walked further back I noticed two young men unsuccessfully trying
to look nonchalant.  As I got closer one nudged the other and shuffled
away, grinning guiltily.  It was obvious he'd been peeking into a changing
booth and was afraid of being caught.  I stopped and watched as the other
quickly returned to his vantage place after glancing at me to see my
reaction.  I felt my own pulse increase slightly and shrugged my shoulders
and nodded to let him know I was aware of what he was doing and was okay
with it.

   At first glance the curtain looked fully closed, but a gap of 2 to 3
inches remained open at one edge.  From where I was standing I couldn't see
anything except a woman's bare feet, but it was obvious the man could look
directly into the booth from his viewpoint.  He peered inside intently for
a moment then glanced back at me and grinned.  He flashed me a 'thumbs-up'
and motioned me to move closer, to share the view he was obviously enjoying
so much.

   Feeling my own excitement start to grow, I moved closer and strained to
see into the booth.  The wall inside was mirrored and I could see more of
the woman reflected in it.  She was standing with her back to us and looked
naked except for a pair of tiny thong panties.  She appeared to be intently
studying the price tag on a blouse and by straining my neck I could just
see the side of her bare breast.  I felt my cock stirring in my pants and
as she turned slightly I jerked back, but not before her breasts came fully
into my view.

   He motioned me closer again, whispering, "Don't worry." His hand was
holding a bulge in his pants as he continued, "This chick's really been
hanging it out and she knows I can see her.  Great tits, eh?"

   Yeh, I thought, great tits, indeed.

   The only thing wrong was that they were my wife's!

   I couldn't believe it.  Sylvia was standing there practically naked and
it did seem obvious that she was aware of him.  I was surprised at myself
as I realized my cock was now fully engorged as I watched her.  She
continued to pretend interest in the blouse's tag, ignoring him but at the
same time shifting to more fully expose herself in the mirror.  I could see
that her fingers were trembling lightly and her nipples were hard and
protruding.  Her mouth was open slightly and her breath was coming in short
bursts.  The signs of her arousal, so familiar to me from the last few
years, were now obvious.

   There was no question about it, she was definitely turned on.  And even
more shocking to me -"I was too.

   The man reached out and gently slid the curtain open another inch.  She
turned slowly toward him, all pretense of innocence now gone.  She dropped
her hands to her hips and looked directly into his face, seemingly
mesmerized.  As I moved closer she suddenly looked up and saw me standing
behind him.  The look of shock on her face was instant and terrified.  My
sweet Sylvia jerked back from the curtain, her arms involuntarily crossing
in front of her breasts as if to protect her modesty.

   How ironic, I thought.  Here she was getting off by flashing her breasts
to a stranger and then recoiling from the man who sees them naked every
day. I put my hand on the man's shoulder and drew him away from the
curtain.

   "That's my wife," I told him.  I chuckled a little and added, "Looks
like I'd better have a little talk with her . . .  whadda ya think?"

   He looked even more shocked than she had and quickly stammered, "Hey,
sorry man.  I didn't know."

   I grinned.  "Relax.  I'm glad you enjoyed her."

   He looked at me with disbelief.  I nodded encouragingly and as subtly as
I could, adjusted my crotch.  He glanced down at the bulge in my slacks and
grinned nervously.

   "How 'bout you meet us down at the Starbucks in a half-hour or so?" I
asked him.  "You might enjoy getting to know her even more."

   He glanced over my shoulder just as Sylvia stepped out of the booth. 
Looking even more uncomfortable and confused he mumbled, "Uhh, maybe I'll
do that," and hurried toward the exit before she saw us talking.

   Sylvia was carrying the new blouse and looking extremely uncomfortable
as she walked up next to me.  Without saying a word I took the hanger out
of her hand and hung it on the nearest rack.  She tried to brush past me in
the narrow aisle but I blocked her way, grabbing her arm and pulling her
roughly to me.  I leaned down and whispered menacingly into her ear.

   "You little slut."

   Her eyes immediately filled with tears.

   "You loved that, didn't you?"

   Unable to meet my gaze or answer, she tried to pull away but I held her
firmly and marched her out of the store.

   "How long have you been playing this little game?" I demanded.

   When she failed to answer me, I walked her to the center of the mall and
pushed her onto a bench.  Dropping beside her without easing my grip on her
arm, we sat silently for a few minutes.  I watched as she tried to regain
her composure, dabbing at her eyes and taking a series of deep, ragged
breaths until she seemed to relax a little.

   Raising my voice slightly I repeated, "How long?"

   When she finally answered her voice was very soft and low.

   "I've only done it a couple of times," she whimpered.  "Honest.  The
first time was an accident when I was trying on swimsuits last summer." She
glanced up at me trying to gauge my reaction.

   "Go on."

   She could see I wasn't going to let her off without more information. 
She took a deep breath and continued.

   "Some guy glanced into my booth and saw me as I was taking off my bra. I
was so shocked guess I just kind of froze.  He grinned at me and I was so
embarrassed I smiled back without even thinking.  I reached up to close the
curtain and he winked at me and mouthed 'thanks'.  I got dressed as quickly
as I could and rushed out of the store, praying I wouldn't run into him."

   "And?" I prodded again, still acting like I was pissed off.

   "When I got home and felt safe, I realized that at some level I enjoyed
what had happened.  It had been really obvious he liked looking at me and I
knew it must have been pretty sexy for him.  During the next few days I
found myself flashing back on it more and more.  Even though I felt kind of
cheap and embarrassed every time, I realized it had really turned me on."

   "So, what happened next?" I asked.

   "I seemed to become more aware of how other men looked at me and how I
appeared to them." She took a deep breath and continued.  "I was trying on
shoes a couple of months later and suddenly realized the salesman had been
looking up my skirt.  I pretended I hadn't noticed and 'accidently' let my
hem slide up until I was almost sure he could see my panties.  I wasn't
really flirting with him but I knew I was doing it deliberately, hoping to
turn him on."

   "Did he say anything?"

   "No, but he began to touch my calf, holding it each time he slipped on a
shoe.  I'd never had a salesman touch me like that before and I smiled when
he did it, letting my knees fall open slightly each time.  I could tell he
was really enjoying it and I realized that I wanted him to see more of me.

   "I'm getting a hardon just listening to you," I whispered.  "What
happened then?"

   For the first time she looked directly at me, surprised at my
confession.

   "I even fantasized that I wasn't wearing panties," she whispered.

   "Christ, go on.  What happened then?"

   "His boss came by just then and started hovering near us.  So of course
we stopped and I stood up and told him, 'Thanks, but no thanks,' and left
the store." Sylvia took a deep breath and looked me right in the eye. 
"Christ, Honey, I couldn't believe how turned on I was."

   I glanced at my watch.  It had been 20 minutes since we left the store
and I was thinking about the guy, wondering if he would show up at
Starbucks.  "Tell me about your next experience," I said.

   Sylvia could obviously tell by now that I wasn't as pissed off as she
thought and was actually captivated by her story.  She seemed to relax a
little more and her voice grew stronger, as if sharing her secrets was
taking a huge load off her mind.

   "There was only one more time until today," she continued.  "I went into
a Victoria 's Secret outlet last week and picked out a couple of bras.  I
honestly hadn't thought about doing anything naughty but as I went toward
the back of the store I saw a really cute guy handing something over the
door to his girlfriend's changing booth.  He looked over the door and made
some comment and I heard her giggle.  He looked up and saw me and realized
I'd caught him peeking.  He grinned playfully and shrugged his shoulders
innocently at me and I smiled back at him as I went into the next booth. 
The doors were fairly low and louvered instead of having curtains and I
could actually look down through the louvers and see him right outside.  It
was kind of exciting knowing that if the louvers were reversed he'd be able
to look right in at me."

   Sylvia's leg was pressing against mine and I continued to hold her arm
tightly as we sat on the bench, oblivious to the crowds passing by..  She
dropped her hand on my thigh and squeezed and I could tell she was excited
again as she continued.

   "I took off my blouse and bra and stood facing the door.  I could see
him shifting back and forth slightly, hoping he would move closer.  Sure
enough, the next time he handed her something he glanced down into my booth
and saw me looking back at him, my breasts totally exposed.  He looked
surprised but quickly realized I was exposing myself for him.  I stood
there for what seemed like an eternity as he studied my breasts.  I
couldn't help myself and started to touch myself softly; pulling my nipples
the way I love and his eyes were glued to me.  I was getting so turned on I
thought I was going to cum on the spot.  Unfortunately, his girlfriend came
out of her booth and they walked away."

   I had trouble finding my voice.  "So you haven't done anything more
until today?" I finally asked her.  She shook her head slowly, suddenly
looking embarrassed again.

   "Can you forgive me?" she whimpered.

   "Hmm.  I'll have to think about that, I guess." I stood up and pulled
her close to me, holding her tight enough that she couldn't help but feel
my erection pressing against her.  I kissed her softly a couple of times
then leaned back and looked deep into her eyes.

   I grinned and said, "Let's head down to Starbucks and have that cup of
coffee.  Who knows what might come of all this."



   Sylvia's Little Secret Ch.  02

   Part 2

   The further adventures of Sexy Sylvia

   Dan took my hand and we started down the mall.  He ignored me as we
walked and if he hadn't been holding my hand so tightly I would have
thought he wasn't aware I was with him.  He seemed different somehow, like
he was battling with himself, his mind a mile away.  We entered the seating
area of Starbucks and he hesitated for a moment, glancing around before
selecting a table in the corner and dropping heavily into a chair.  Without
saying a word he pulled me down next to him.

   We sat in silence for a few more moments as he continued looking around.
I couldn't read the look on his face and I was afraid to be the first to
break the silence.  I knew he had been shocked by what I'd done but I
couldn't tell how upset he was and I didn't have any idea what to expect
next.  I was so thankful he hadn't been drinking this early in the day.  He
could get so nasty and unpredictable when he drank.

   I wanted to cry, to ask him to forgive me again, but I was afraid to
break the silence.  In all the years we had been married I had never felt
so conflicted with him.  "I'm really sorry, Honey" I finally blurted out.
His silence was starting to freak me out.  I felt so guilty about what he
had caught me doing and I was absolutely mortified as I confessed my other
exploits.

   "I always thought you were the prudish one," he finally said.  "Remember
that spring party your roommate invited us to during your last year in
college?  She said it was going to be fun and kinky and we'd have a great
time.  I really wanted to go and have you wear a sexy outfit but you
chickened out and said you were too bashful, remember?"

   I remembered it well.  Beth, my roommate was definitely wilder than me
and I'd always been both fascinated and a little repulsed by her and the
stories she brought home after some of her exploits.  She was an
exhibitionist at heart and Dan had always encouraged me to lighten up and
be more like her.  He'd really wanted to attend the party and had bought me
a revealing dress to wear but I refused.  Finally on the last day I agreed
after he suggested we create a safe-word I could use if I decided I just
couldn't handle it.

   "Do you remember what our safe-word was?" he asked.

   I thought back, wondering why he was bringing this up now.  I closed my
eyes and it finally came back to me.  "Sushi!  It was sushi and we said
that either of us could use it if something didn't feel right," I blurted
out.

   "Right," he said.  "Sushi.  Good old sushi.  And you used it just before
we walked into the party, remember?  I was pissed off at you for a week,
but I respected your decision and we cancelled out."

   He was still looking over my shoulder and he suddenly looked pleased
with himself.  He reached into my purse and removed his wallet and took a
$20 bill out.  He handed it to me and told me to go buy us some coffee. 
"And don't ever forget that word," he added as I walked away.  "Sushi will
always work if you ever really need it,"

   I went to the counter and ordered our lattes, wondering why the hell he
had brought up our old safe-word.  Before I could think it through and try
to make some sense of it, the barista started chatting as she made our
drinks.  She looked like a cute little dyke and was so friendly and
outgoing I felt myself start to relax as I listened to her.  What a crazy
afternoon, I thought.  I hoped Dan was going to accept what had happened
and not be too disgusted with me.  After all, he had admitted to getting a
hardon when I told him about what I'd done, so surely he couldn't be too
pissed.  Feeling somewhat better, I paid for the coffee and turned around.

   I was surprised to see a man sitting at our table.  He had his back to
me and was leaning forward listening intently to whatever Dan was telling
him.  I walked over and put the coffee cups down before sitting next to
Dan.

   "You remember your old friend," Dan grinned, "don't you, Sylvia?"

   The young man looked vaguely familiar, but I couldn't recognize him.  I
tried to be polite as I could and said, "I'm sorry, but I'm afraid I don't
remember you."

   Dan seemed to enjoy my discomfort for a minute, and then hissed,
"Perhaps if you took your clothes off it would come back to you."

   "Oh my God!" I was suddenly mortified, absolutely mortified.  I
recognized him alright -"it was the guy from the store!

   I looked at Dan and he was leering at me.  I looked back at the young
man.  He looked a little nervous but just shrugged his shoulders and
grinned.  "Nice to meet you formally, Sylvia," he said.  "My name's
Brandon." He reached across the table and shook my hand.  "And I think Dan
is a very lucky man to have a beautiful wife like you."

   I could feel my cheeks burning.  Christ, I was so embarrassed I thought
I was going to die, but at the same time I felt myself getting turned on
again.  Brandon's eyes kept dropping to my breasts and he made no attempt
at being subtle about it.  I could feel my nipples involuntarily harden and
felt relieved knowing he couldn't see them through my bra.

   Dan reached beneath the table and squeezed my leg hard, very hard.  He
leaned close to me and whispered in my ear, loud enough for Brandon to
hear. I don't think I'd ever heard his voice sound so hard and cold, and
I'd heard it cold plenty of times before.  "I think Brandon needs a latte
too, Sweetheart.  I think you should go order one for him." I started to
push my chair back but he still had hold of my leg.  He dropped his voice
even lower before continuing.  "And before you come back with it, I want
you to go into the ladies room and remove your underwear, understand?  All
of it.  And do it now!"

   I couldn't believe what he was saying.  I know my mouth dropped open as
I looked at him and he squeezed my thigh again, only this time hard enough
to hurt.  The pain made it obvious -"he was deadly serious and I suddenly
knew I had no choice but to do what he said.  I looked at Brandon and found
no sympathy in his eyes.  The look of expectation on his face made it clear
his excitement was as high as Dan's.

   I stood up feeling my legs shaking and weak beneath me.  I felt like I
was in a daze as I walked over and stood in line to order the coffee and in
my confusion I tipped the girl $5.00 and told her I'd be back in a minute
to pick it up.  Walking to the ladies restroom I felt like a zombie and
quickly stepped into a stall.  When I tried to unbutton my blouse I looked
down and saw my fingers trembling so hard I didn't think I could do it.  I
knew I was nearing a point of no return and I leaned against the wall,
feeling my breath come in short, labored gasps.  I took a few deep breaths
to settle myself down and realized that I not only didn't have the will to
alter my course, but was actually excited by what Dan had ordered me to do.

   I took a last, deep breath and began to unbutton my blouse, my fingers
sure and quick now.  I unhooked my brassiere and slipped it down my arms
before folding it and stuffing it into my purse.  Reaching under my skirt I
tugged my thong down my legs and stepped out of it.  'My god,' I thought,
'what was I doing?' I knew I should stop this madness but I felt powerless.
I pushed the panties into my purse with the bra and opened the stall door.
My reflection in the mirror greeted me and I checked to see if I looked as
naked as I felt.  My blouse was dark enough that my areolas weren't visible
but my nipples were hard and clearly poking through the clingy material. 
'Not too bad,' I thought, 'most people probably won't even notice.'

   I left the restroom and headed down the hall toward Starbucks again;
acutely aware of how my breasts were jiggling with each step I took.  I
didn't see anyone that seemed to be obviously looking at me and was almost
to the point of becoming relaxed by the time I got to the coffee stand. 
The barista smiled and pointed to a cup waiting for me, but as I reached
for it I saw her eyes drop to my breasts then quickly back up.  She grinned
again and winked and I realized she had definitely noticed.  I felt my
cheeks flush but was secretly pleased by her reaction.

   Both Dan and Brandon were watching me carefully as I approached the
table, their eyes glued to my jiggling tits.  They had changed places while
I was gone and Dan now had his back to the room and Brandon was facing me.
I sat down in the empty chair and slid the coffee cup in front of him,
feeling his leg press immediately against mine as I did so.

   "Thank you, Sylvia," he smiled.  "You make a very sexy waitress.  The
only thing that would be better is if your blouse wasn't buttoned so high."

   I automatically looked down to see how much of me was showing and as I
did his hand reached out and traced a finger slowly down from my neck to
the first button.  I sat there frozen, hardly believing he would go any
farther.  I could feel myself getting more turned on as he deftly slipped
the top button out of its slit.  He opened another one and I was shocked at
how warm his fingers felt against my chest.  I looked over at Dan and he
was staring intently, totally mesmerized by what Brandon was doing.  I
looked around the room feeling embarrassed and guilty, but since Dan was
blocking the view no one seemed to be paying any attention to us.  It was a
good thing, because Brandon's hand slipped inside my blouse and firmly
cupped my entire breast.

   I looked at Dan and could tell he had grown even more excited.  I closed
my eyes and took a deep breath, concentrating on how incredibly good
Brandon's fingers felt as he began to pinch and roll my nipple.  Without
thinking, I put my hand on his leg and squeezed, wanting him to know how
much I was enjoying his touch.

   Dan noticed my hand move under the table and knew exactly what I was
doing.  He leaned closer to us and whispered hoarsely, "Brandon, my friend
-"I think our sexy Sylvia might be getting a little turned on.  Whadda' you
think?"

   "I certainly hope so," Brandon responded.  He slipped his hand out of my
blouse and put it over mine, pulling it slowly up his leg to his cock.  I
tried to jerk away but he held on, molding my fingers around it's hardness
with his own.  "She can damn well tell I am," he chuckled.  Squeezing my
fingers again, he leaned toward Dan.  "And I think you're getting pretty
turned on yourself knowing that, aren't you Dan?"

   He released my hand but instead of pulling away I continued to touch his
cock, loving the feel of it pulsing beneath my fingers.  Brandon was either
wearing boxers or was going commando because I could feel the length of his
shaft hanging unconstrained against his thigh.  I squeezed it again, trying
to gauge its full length.

   He slouched back into his chair, giving me easier access to it.  He
sighed audibly, watching Dan's eyes as they followed the movement of my arm
where it disappeared under the table.  "She certainly seems to like what
she's doing, Dan, but I can't tell if she's really turned on or not."

   Dan looked at me and smirked.  "With Sylvia, there's one way I can
always tell for sure," he added.  "Her cunt never lies." His voice broke
slightly when he emphasized the word cunt, and I felt a frightening chill
as he added, "I think maybe you should check it out."

   I couldn't believe what he just said!

   Brandon's hand moved to my knee.  He squeezed it lightly a couple of
times then slid it higher, hesitating when it reached the hem of my skirt.
He looked at me expectantly and I knew he was waiting for a signal from me.
I wanted him to stop, but God, it felt so good and I was so turned on.  I
looked at Dan; still not sure how far he wanted this to go.  A tiny drop of
spittle had formed in the corner of his mouth and a thin sheen of
perspiration was on his upper lip and I recognized both as familiar signs
of his sexual arousal.  His excitement was now so evident I knew he wanted
me to continues and that whatever happened next was totally up to me.

   Brandon's fingers slipped under my skirt, slowly and teasingly pushing
higher and I knew I should stop him -"and stop him now before he discovered
just how excited I was.

   "My safe-word, oh god, what's my damn safe-word?" I looked at Dan again,
hoping for a sign that would make me remember it.  Instead, over his
shoulder I saw the little barista walking toward us, absently wiping empty
tables as she drew closer.  I panicked and clamped my legs together to stop
Brandon's hand just as she caught my eye and winked.

   Too late -"Brandon's fingers had reached my bare cunt and was gently
pressing against his prize.  Thank god she didn't seem to notice what was
going on because she turned to walk away and I felt an incredible rush of
relief.  I closed my eyes and exhaled, realizing that I had been holding my
breath since I first saw her.  My legs relaxed involuntarily and I arched
my back, pushing my ass forward against Brandon's hand.  Dan's mouth was
hanging open and I could hear his breath as he watched my movements and
tried to imagine exactly what was happening under the table.  With one
smooth motion, Brandon's fingers slipped easily into the hot, slippery
folds of my flesh so deep I could feel his ring touch my outer lips.

   I was lost.  He pumped his fingers into me a few times then withdrew
them and began to roll my swollen clit and I felt my need overtake what
little control I had left.  I tried to squirm away but each movement I made
only increased his pressure on my clit.  I knew there was no way I could
allow myself to reach orgasm, but a wave of heat began to spread through my
body so deep and powerful I must have momentarily blacked out.

   The next thing I was aware of was Dan pulling me forcefully to my feet.

   As we started to walk away he turned to Brandon and smiled, looking
extremely pleased with himself.  "Brandon, why don't you come over for
dinner this weekend?  I'm not sure what Sylvia might cook up for us, but I
can assure you it won't be sushi."



   Sylvia's Little Secret Ch.  03

   Chapter III: Sylvia Gets the Last Laugh

   Sylvia and Brandon give Dan what he wants.

   Brandon was pumped, no doubt about it.

   He had been looking forward to this evening for two weeks, ever since
the afternoon he lucked out and met Sylvia and Dan at the Mall.  Talk about
being in the right place at the right time -"wow!  He still couldn't
believe his good fortune -"the kind of luck he'd fantasized about all his
life but never really believed could happen to him.

   He carefully steered his car through the affluent sub-division, keeping
his eyes peeled for their street.  A sack with two bottles of wine, one
white and one red lay gently clinking together on the seat next to him. 
Purchased as an ice-breaker in case of any awkwardness when the three of
them got together again, he was optimistic they wouldn't be needed.  But it
never hurt to be prepared: and prepared he was.  He touched his shirt
pocket and grinned to himself as he felt the packet of condoms there.

   It had been painfully obvious that Dan got off watching him make moves
on Sylvia both in the changing booth and at Starbucks, and there was little
doubt her orgasm had been genuine when he touched her.  As he felt her cum
on his hand, Brandon had looked over at Dan and could see the excitement in
his face, almost like he was cumming at the same time as her.  Brandon felt
like he had fallen into the most erotic wet-dream of his life and tonight
he was going to make sure he didn't wake up without taking it to heights he
could only dream of.

   He pulled into their driveway and cut the motor.  Opening the car door
he quickly walked up the sidewalk, smugly aware that his cock was already
half-hard in anticipation of what was to come.  As he rang the doorbell, he
took a deep breath and prayed silently that she hadn't changed her mind. 
He wasn't worried about Dan -"he knew he had him totally under his spell
and that he'd pretty much go for anything.  But if Sylvia was feeling
guilty about what transpired between the three of them or was afraid of
Dan's reaction, the evening he was anticipating could definitely go
belly-up.

   The door opened and Brandon's concern immediately dissolved.  Sylvia was
standing there dressed in a white summer dress that hugged her petite
figure so silkily it left no doubt she was wearing nothing underneath it.
She stepped back for him to enter and he could see Dan sitting on the couch
behind her.  He handed her the wine as she closed the door, then
instinctively reached out and gave her a warm hug.  She seemed a little
surprised, but she smiled demurely and returned his embrace before leading
him into the room.

   "Welcome, Brandon," Dan said as he stood up, "come on in." He rocked
unsteadily on his feet and Brandon could smell the alcohol on his breath.
"I hope you brought your appetite with you.  Sylvia's got something all
warmed up I think you're going to enjoy." He reached out and flicked his
fingers against her crotch and chuckled at his crude attempt at humor
before offering his hand for Brandon to shake.

   Sylvia's reaction was visceral, her cheeks instantly flushing with
embarrassment.  Dan's remark struck Brandon as so unnecessarily offensive
that he instinctively felt a surge of protective ownership of her.

   Ignoring Dan's hand he turned to Sylvia again.  "I brought us some
really nice wine.  How 'bout if we go find a corkscrew and pour us all a
drink?" Not waiting for either of them to answer, he took her hand and
guided her toward the kitchen before Dan could say anything more.  He
watched as she rummaged through a drawer looking for a corkscrew, her
cheeks still blushing profusely.  As she handed it to him, Brandon took her
hand in his and squeezed gently.

   "Look, Sylvia," he said softly, "we don't have to let Dan call the shots
tonight.  I'm here because of you, not because of him.  And I hope you
really want me to be here as much as I do." He stepped closer to her, their
bodies almost touching and brushed the back of his fingers over her cheek.
She smiled in gratitude and seemed to relax a little.

   "Thanks, Brandon.  I appreciate hearing that," she whispered.  "He's
been pretty obnoxious to me since we met you and I don't know quite what he
expects tonight.  I can't even believe what happened at the Mall -"that was
so unlike me." She blushed again and looked away.  "I hope you don't think
I'm terrible."

   "I think you're very special, Sylvia, and I'm looking forward to getting
to know you better." She looked away without saying anything.  "And I'm
really pleased that you liked what happened at the Mall as much as I did."

   He opened the wine bottles carefully, waiting to see if her lack of
response was agreement or denial.

   "You did enjoy that, didn't you?" he added softly.

   Sylvia's cheeks flushed again as she almost imperceptivity nodded her
head.

   "Look," he said.  "Here's the way I see tonight playing out.  I'll be in
charge, not Dan.  I'll take things as far as I think you want, and you have
to trust me.  Anytime you feel like you don't want to go along just give me
a safe-word and I'll respect it, I promise.  But make damn sure before you
use it.  Because if you do -"it's all over, and you may miss out on
something you'll regret the rest of your life, okay"

   Sylvia's eyes were big as saucers.  It was obvious she'd also had a
drink or two before he arrived but they were bright enough to signal she
knew what she was doing and was excited at the prospects.  She nodded her
head in agreement and whispered, "The only safe-word I can think of
off-hand is the name of the store where we met, SuzieCreamCheeze.  Would
that be alright?"

   "Perfect, Sweetie.  Now let's go have a really special evening."

   Dan had settled back on the couch when they re-entered the room. 
Brandon sat on the other end of the couch and watched carefully as Sylvia
bent to pour the wine, admiring the way the neckline of her dress fell open
just enough to give a tantalizing glimpse down her cleavage.

   "Here's to Sylvia," Brandon said, holding his glass up in a toast,
"looking even lovelier than I remembered."

   "Thank you," she smiled.  She walked to the kitchen and put the white
wine in the refrigerator then returned and went to the stereo.  She turned
the volume down, looking somewhat embarrassed as she was fully aware that
both men were admiring her ass as she bent to do it.  "What kind of music
do you like, Brandon?" she asked.

   Dan interrupted before Brandon could answer.  "Put on some stripper
music and give us a little dance, why don't you?" he chuckled.

   Again turned off by Dan's crudeness, Brandon quickly got to his feet and
walked over to her.  "I'll pick the music," he muttered to Dan.  He looked
through the rack of CDs and selected one of Chris Botti's old romantic
songs.  "Here," he said as he handed it to her, "this is perfect for some
slow-dancing, and I'd really love to dance with you, Sylvia."

   Ignoring Dan, he took her into his arms and started moving to the music.
She came stiffly into his embrace as he led her into the slow beat, holding
her loosely at first but feeling her begin to relax as she gained
confidence.  He slid a hand down her back and pulled her closer,
deliberately pressing his crotch against her.  He looked over her shoulder
at Dan and saw that his eyes were glued on them as he sat draining the wine
from his glass.  Brandon slowly danced them closer to the couch until they
were right in front of Dan, then dropped his hands and cupped her buttocks
and began to squeeze rhythmically, his fingers pressing the thin material
of her dress into her crack.  Dan's eyes followed his every movement, his
mouth hanging slightly open.

   Sylvia melted against Brandon, putting her arms up to clasp her hands
behind his neck and lean back from her waist, increasing the contact
between them even more.  She let out a low, guttural moan as she felt his
now fully-hard cock pressing suggestively against her.  She felt his
fingers work the hem of her dress up and slip under it, and knew Dan had a
close-up view of Brandon's fingers on her bare ass.

   Dan sat slouched deep into the couch, sipping another glass of wine and
watching while his hand absently rubbed his crotch.  Brandon continued
dancing, enjoying the erotic contact between their bodies.  He ran his hand
up her side to caress her breast, enjoying the growing plumpness of her
nipple.  He pinched it softly, then harder as he tested to see how much
pain she liked, increasing the pressure each time he rolled it between this
thumb and finger.  She moaned louder each time he pulled and tormented it,
her enjoyment becoming more obvious and vocal.

   The music ended and Brandon stopped moving, but continued to hold Sylvia
close against him.  He reached up with both hands and caressed her cheeks
looked deeply into her eyes and seeing the lust in her eyes, leaned down
and kissed her passionately.  He slipped his tongue into her open and
waiting mouth and felt her respond with a hungry exploration of his own. 
Breaking the kiss, he turned to Dan.

   "I want the couch," he ordered.  "Go get me a glass of wine from the
fridge." Dan obediently jumped up and stumbled toward the kitchen, his eyes
never leaving Brandon's hand as they deftly undid the remaining buttons on
Sylvia's dress.  "And take your time," he added.

   Brandon waited until Dan was at the kitchen door and had stopped to look
back, then deliberately slipped the dress off Sylvia's shoulders and tugged
it down over her hips to drop in a crumpled heap at the floor.  She stood
before him, totally naked and proud as he looked her body up and down with
obvious approval.  He pushed her gently to the couch and stood directly
before her, taking her hands and placing them on his waist.

   She knew exactly what he wanted.  She quickly undid his belt and lowered
his zipper, tugging his slacks and boxers down his legs to allow his hard
cock to flop directly in front of her face.  He knew he didn't have to pull
her head forward or thrust toward her, she was going to do what she wanted
anyway and he smiled and watched as she immediately sucked it deep into her
mouth and slathered her tongue around and around it.

   Brandon glanced toward the kitchen.  Dan was standing in the doorway
with the glass of wine in his hand, frozen with lust as he watched his wife
sucking another man's cock so hungrily.  Brandon pointed to a chair next to
the couch, indicating that Dan should sit there and keep silent.  He
unbuttoned his shirt and stripped it off and threw it toward Dan, then
reached down and took Sylvia's head in his hands and began pumping his cock
deep and rhythmically into her willing mouth.  He could feel his need to
cum start to surge, his balls tightening up and signaling him that if he
didn't slow her down . . .  and soon . . .  he was going to cum.

   It took all his control, but he pulled his cock out of her mouth with a
loud slurping pop and laid her back against the couch.  He stood between
her splayed-open legs and placed her feet on the coffee table behind him.
He turned to Dan and pointed at his shirt that lay at his feet and ordered
him to reach into the pocket.  "Throw me a condom, Dan -"this lady has just
earned a royal fucking and I'm going to give it to her."

   Dan franticly searched the shirt pocket and retrieved the strip of
condoms stashed there, tearing one off and obediently holding it out toward
Brandon.

   "Not me," Brandon said, "open it up and give it to your wife."

   Sylvia took it from Dan and started unrolling it over Brandon's cock. 
She had it slipped half-way up his shaft when she hesitated.  She looked up
at Brandon and then over at Dan who was eagerly watching her every move,
his hand groping himself through his open fly.  With a deep breath, she
suddenly pulled it off and threw it back to Dan.

   "No," she whispered.

   Her voice gained strength as she took a deep breath and looked back and
forth between the two men.  She looked deep into Brandon's eyes, then
locked onto them and continued.  "I want you to fill me with your cum."

   When he didn't say anything, she looked over at Dan.  The years of
taking orders from him were over and the resentment was evident in her
voice.  "And you will suck it out of me when he's through."

   Dan's eyes went wide with shock His mouth fell open and he sat back with
surprise and watched as Sylvia pulled Brandon toward her.  She spread her
cunt lips with one hand and grasped his shaft and rubbed the head of his
cock up and down her opening, slathering her juices over him until he
glistened as brightly as she did.  Her head fell back against the couch and
she thrust her ass toward him, rubbing his cock against her swollen clit
before guiding him directly into her waiting cunt.

   Brandon lost all semblance of control.  With one wild thrust he slammed
his dick into her as deep as it would go.  He could feel his balls slapping
wildly against her ass and he began to pound her like a sledge-hammer, all
finesse gone, the basic need to fuck taking over his movements.  He could
feel her reaching up to meet his thrusts one-for-one, with an animal-like
acceptance of being used the way she was made to respond.  They both came
at the same time, moaning and yelling and gasping with their completion.

   They were hardly aware that Dan had moved closer until they felt his
seed spurting all over them as he furiously pounded his cock in time with
their cumming.  Brandon fell away from her, exhausted and gasping for
breath.  He sat back on the coffee table and watched as Dan lurched
hungrily between Sylvia's legs, his tongue slurping loudly as he licked her
clean.  She grasped him by the back of his head and pulled him roughly to
her cunt, holding him there as she felt his tongue probing deeply between
her bruised and swollen lips.  He sucked her clit and plunged his fingers
inside her, pulling them out to lick the pungent mixture of juices from
deep inside her sloppy cunt and moaning as he exploded with another climax
against her leg while she reached yet another orgasm.

   Brandon watched as Dan fell away, completely exhausted.  Sylvia remained
as he had left her, her legs splayed open and a look of complete
satisfaction on her face.  She looked up at Brandon and smiled weakly,
nodding her head slowly and giving him a tired but meaningful wink.

   With his foot, Brandon roughly pushed Dan out of the way and pulled her
to her feet.  He knelt in front of her and lovingly wiped her thighs and
legs with the crumpled dress.  He reached for his pants and shirt with one
hand and took her hand with his other.  "Let's go have a nice, hot shower,
Sylvia."

   As she led him from the room he looked back at Dan lying curled up on
the floor.  His voice dripping with distain, he tossed the soiled dress
back at him.  "We'll be taking the bedroom for the night, Dan.  You stay on
the couch and in the morning I'm taking her to the mall to buy a dress to
replace this one."

   Sylvia pulled him eagerly toward her bedroom.  She looked at Brandon and
then back at Dan.  "And I can assure you we won't be shopping for it at
SuzyCreamCheese," she grinned.



   Sylvia's Red Dress

   I had bought a really nice, bright red dress to wear for a very fancy
party -"the kind of dress and the kind of party where I just couldn't go
braless.  Not really an uptight group, but one that I'm very high on and
where I really wanted to impress everyone with how lady-like I can be. 
After paying an arm and a leg for the dress I realized my only red bra
looked crappy under it and felt uncomfortably tight as well.  So . . . 
begrudgingly, off I went to Nordstrom's to buy a replacement.

   I picked out a couple of cute bras and took them into the dressing room
to try on.  Neither fit or felt good, or looked all that good either, so I
returned them to the salesgirl.  When she asked what was wrong with them I
replied that they just didn't feel right even though they were the same
size that I usually wear.  She then asked when the last time I'd been
fitted by a professional fitter and I said "never".  She told me that 90%
of women wear the wrong size bra and there was a professional fitter on
duty in town that day that could help me find the perfect fit.  She picked
up the intercom and before I could say no, an absolutely gorgeous woman
showed up to help me.

   She took me into a little room that had her catalogues and samples and
offered me a seat.  She asked what I was looking for, what color, style,
price range, etc.  She was about 40 years old and was wearing a loose white
blouse unbuttoned just enough to show a tiny hint of lace on her bra, (a
soft, flesh-colored number that ever-so-slightly let her nipples hint that
they weren't covered by padding.) She had a warm, outgoing personality that
quickly put me totally at ease and I soon was confessing to her that I
hardly ever wore a bra at all, didn't think I really needed one, that I
hated feeling constrained, didn't like under-wires, etc, etc, etc, but that
my new dress dictated a need for modesty and that's why I was there.

   She was so friendly and open that I even found myself telling her how
much I love feeling my breasts being loose and free and that I enjoy people
noticing when I go braless.  She smiled and admitted that she too, only
wore one when she was working and that she thought slightly visible nipples
were about the sexiest thing going.  She caught me looking down at her
breasts and we grinned and I realized we were both getting a little turned
on.  At least I knew that I was.

   She stood up and suggested we take some measurements to find out exactly
what would work the best for me.  She grabbed a measuring tape and casually
mentioned that if I didn't mind it would be more accurate if I took off my
sweater.  I was wearing a heavy bulky knit sweater with only a delicate
little silk camisole under it.  I had my back to her and as I started to
pull the sweater up I realized the camisole was sliding up with it, too.  I
took a deep breath and deliberately let it come over my head along with the
sweater.  As casually as I could I dropped them both on the chair and
turned toward her, totally naked from the waist up.  She looked a little
shocked at first, then recovered and looking quite pleased, smiled sweetly
at me.

   I could see her cheeks had begun to flush slightly as she stared at my
breasts and I could feel mine growing warm as well.  She stepped toward me,
slipped the tape around my back and drew it snug, her fingers lightly
brushing the undersides of my breasts.  As she lifted the tape up to
measure the fullest part I looked down and could see that her fingers were
trembling ever so slightly.  By then my nipples were very hard and
protruding so much I giggled and said she was going to get a false reading
if she didn't pull it tight enough to squeeze them down a bit.

   She playfully tugged the tape more snugly a couple of times, watching my
nipples pop right back out.

   "Must be a cool draft hitting you, she laughed."

   "I don't think so," I smiled, "unless it's hitting you, too."

   She looked down at herself and blushed.  Her nipples had puckered up
enough to be quite obvious through her blouse.  I reached out and playfully
brushed the backs of my fingers over them.  I heard the sharp intake of her
breath, but the way she leaned slightly into my fingers told me that she
had been okay with my touching her and was definitely turned on too.  She
was still holding the tape against my breasts, her hands seemingly frozen
as I continued to lightly tease her nipples.  As she watched my fingers I
reached up and very slowly and deliberately began unbuttoning her blouse. I
pulled it open and slipped my hands inside the cups of her bra to her now
rock-hard nipples.  I pinched them gently, rolling them back and forth
between my thumbs and forefingers and pulling them toward me.  She
responded by returning the favor to mine as both of our breathing became
more and more ragged.  I reached up with one hand and pulled her head down
toward me and watched as she greedily clamped her mouth on one of my
nipples, sucking it hungrily between her lips.

   "God, your breasts are wonderful," she whispered when she came up for
air.  "I could love them all day."

   "Let me, too," I responded and I started kissing my way down her
cleavage.  She quickly reached back to unhook her bra and feed her breast
out to me with her hands.  I kissed and nibbled, licked and sucked, back
and forth, forth and back between both breasts for what seemed like an
eternity.  I loved how they felt against my tongue, how they blossomed and
pulsed, how good she smelled and how big her nipples had become.  It was
such a turn-on to realize that she was loving it as much as I was.

   I don't know which of us reached for the other's pussy first but I know
I came almost immediately when she started rubbing me through my pants.  As
soon as I recovered a bit from my orgasm I pushed my hand under her waist
band and down into her hot cunt.  She was shaved as smooth as a baby and my
fingers slipped easily into her and she cried out, coming with a shudder.
She pulled my hand out and lifted it to her mouth and sucked her own juices
off my fingers, then reached over and kissed me, slipping her tongue deeply
into my mouth.  I could taste her pussy on her tongue and sucked it for a
long, delicious minute.

   Suddenly, becoming worried about how long we'd been in the fitting room
we pulled away from each other and dressed quickly and she ushered me
toward the door.  She grabbed a bright red bra on the way out and stuffed
it into my handbag, saying it was her treat and assuring me it would fit
perfectly.  The salesgirl was busy with another customer so we were able to
slip out without further embarrassment and she walked me to the escalator.
She said goodbye and winked, then whispered, "Thanks," and handed me a
business card as I stepped on the escalator and began to ride down and out
of her sight.

   When I got home I tried the bra on and it did fit well and looked
perfect under my new dress.  I wore it to the party, and even though my
nipples played their usual naughty little tricks all night its light
padding kept me ladylike.  I even got a couple of compliments on how
sophisticated I looked in it.

   If they only knew the whole story!



   Sylvia's Spa Special

   Rae is my oldest and best friend.  We've been tight since grade school
and have absolutely no secrets between us (including my little interaction
with her father during our teen years).  We remain incredibly close even
though we've been separated over the years by way too many miles,
boyfriends, lovers and even husbands.  Recently she wrote me a birthday
letter that included a gift certificate for a Spa.

   "Use it on your next visit to Portland," she wrote.  "It's good for a
very special treat." She had underlined 'very special,' and knowing Rae as
well as I do I immediately suspected there was more to it than met the eye.

   "I've gone to this place in the past," she went on, "and it's always
been really nice.  But last time I went they had a new masseur named Jack
and we really hit it off.  I've arranged for you to have his "Rose City
Bliss" treatment, and I'm certain you'll love it as much as I did."

   I wasn't sure just what I'd be getting into, but knowing Rae I knew it
could be pretty damn sexy, indeed.  She was tight-lipped about any more
information, no matter how hard I tried to pry it out of her.  "You'll just
have to trust me," was all she would say.

   So, the first thing on my agenda when I got to Portland was setting up
an appointment.  I was really looking forward to finding out just what her
definition of 'very special' was.  On the appointed day I took a taxi to
the address she'd sent me.  The building was very modern and stood out from
the older, more traditional ones in the popular Pearl District, and I was
pleased to find it to be just as nice and hip inside as it was out. 
Everything seemed first-class and I was impressed at how complete their
offerings were; a full range of co-ed services and facilities from facials,
pedicures, hair cutting and treatments, nails, waxing, (including m/f
Brazilians) saunas, steam baths, hot rock treatments, massage, couples
get-a-ways, health food and drinks, yoga, and on and on.

   The building had two floors, with co-ed facilities on the first floor
and separate men's and women's spa areas on the second.  Some of the most
attractive employees you can imagine were working there and were obviously
hired for their looks as well as for their expertise.

   "They ain't cheap," Rae had told me, but she also assured me that she'd
never heard a bad word about their service or discretion -"and judging by
the smiles and satisfied-looking faces on everyone I saw -"that quickly
became obvious.

   The attractive woman at the front desk welcomed me warmly, took my
gift-card and glanced at it before listing the options that were included
with the 'special' package.  "Since it's so cold and nasty out," she said,
"you might enjoy a nice warming sauna first."

   I slipped out of my heavy winter coat, agreeing that I couldn't have
thought of a better idea.  "Sounds wonderful to me," I responded.

   She pressed a button and an attractive young dyke (I should say a young
woman whom I suspected was a dyke) quickly appeared and took me to a
private changing room with its own shower and locker.  She handed me a
silky white robe and slippers and showed me a cabinet where I could lock my
clothes and purse.

   "Have a shower -"you've got lots of time," she said.  "I'll be back in a
few minutes and take you to the sauna." She handed me a huge, fluffy towel
and hesitated and seemed disappointed that I didn't start undressing before
she walked out.  "My name's Holly, by the way."

   After she left I quickly stripped and stepped into the shower, pleased
to see how clean and sparkling everything was and enjoying the luxurious
body wash, shampoo and cream rinse that was supplied.  Before I was
finished Holly re-appeared without knocking and handed me a towel and
pretended to not watch while I quickly dried off.  I thought about telling
her she should knock in the future but since I thought she was kind of cute
and I've never been too bashful with the girls, I didn't say anything.  I
just slipped into my robe and followed obediently as she led me to the
women-only sauna.

   "Most clients only wear a towel inside," she said, pointing to a series
of hooks where two robes identical to mine hung.  There was a showerhead
next to the door and she reminded me to cool down every few minutes.  "I'll
be back when your masseur is ready for you." Again she seemed reluctant to
leave and I got the definite feeling she was hoping to see me naked one
more time.

   This time I just figured 'what the hell, she's already seen me once,' so
I shrugged off my robe and hung it up, wrapped the towel around myself and
stepped inside the small room.

   The light was dim and soft and the odor of hot cedar and faint perfume
greeted me.  I saw that I was joining two women, one sitting topless and
the other laying on the bench with her towel draped casually over her. 
They smiled warmly and seemed totally relaxed as I sat down near them.  We
exchanged pleasantries and I enjoyed chatting for a few minutes, watching
as they popped in and out to use the cold shower.  They were soon led away
by their attendant and I was left alone.

   I spread my towel on the bench and stretched out totally nude, feeling
my temperature blissfully rising as much from the anticipation of what was
to come as from the intense dry heat.  After I had showered with cold water
2 or 3 times, Holly walked into the sauna, again without knocking.

   "Time for the main event," she grinned.  As she held my robe open for me
she made no pretense of not checking out my body, this time removing all
suspicion in my mind about her sexual orientation.

   She escorted me down the hall to a private treatment room and told me I
was to lie on the table, face down under the sheet.  She lowered the
light's dimmer-switch and poured a glass of water for me.  "I hope you
enjoy your treatment" she said as she opened the door to leave.  "Your
masseur will be in shortly."

   I hung my robe up behind the door and impulsively decided to feign
ignorance about the sheet protocol.  I climbed on the table and draped the
towel loosely over my back and butt instead of getting under the sheet as
she had instructed.  I let my arms hang limply off the table and looked
through the donut pillow down at the floor, snuggling my body into a nice,
comfortable position.

   The room was warm and highly perfumed, with new-age music softly playing
from hidden speakers.  There was a little shelf with squeeze-bottles of
oils, some candy and mints, a pitcher of water, a couple of glasses and a
box of Kleenex next to my table.  There were paintings of romantic-looking
Bali beach scenes on the walls and a tiny sink in the corner with a pile of
plush towels and washcloths.  All-in-all it had a very safe and inviting
setting and my body felt like it was totally alive from the hot/cold
sensations of the sauna and shower and, of course, from my naughty
anticipation.

   After a couple of minutes I drifted into a completely relaxed state and
hardly heard a soft knock on the door.  I lifted my head and said "come in"
and was pleased to see a tall, thin and very handsome man enter.  He
discreetly locked the door behind himself and without disturbing the
ambience walked directly to me and put his hand on my bare shoulder.

   "Hi," he said.  His voice was soft but deep and strong.  "My name's
Jack."

   "I'm Sylvia, nice to meet you."

   He asked if I had been to this spa before.  When I said no but that he
had been highly recommended to me by my very close friend Rae, he seemed
pleased, mentioning that referrals were the highest form of compliment.

   He was wearing a white tee-shirt and soft cotton, pajama-type pants that
looked suspiciously like he had forgone his underwear.  They were tied at
the waist with an oversized drawstring that was hanging temptingly near my
face and I fantasized momentarily about reaching out and pulling it to
allow the pants to fall off.  (Hey, can you think of a better place to
fantasize?)

   "I'm glad you have the two hour 'Bliss' package," he said.  "It'll give
us lots of time to get to really know each other.  I always hate to feel
rushed just when I start to have something special develop with my
clients."

   I could feel something 'special' developing already, but I just smiled
and said I was really looking forward to that.

   "Are you warm enough?" he asked.  "You can slip under the sheet if you
want."

   "I'm just fine the way I am, if it's okay with you," I quickly answered.

   He explained that he would not be doing deep-tissue work, that
discomfort was definitely not part of what this particular session was
about.  "Pleasure, relaxing and stress-relief are what we'll be striving
for today," he said softly.

   I lifted my head and looked directly into his eyes, hesitated only a
moment and answered.  "That's exactly what I'm looking for," I purred.

   He poured a glass of water and held it out to me, reminding me to drink
anytime I wanted, that I should keep myself well hydrated after the sauna.
I pulled myself up on my elbows and reached for the glass, knowing
full-well that my breasts would be completely exposed to him.  It was light
enough for me to see his eyes dart to, and then quickly away from them as I
took a long, slow drink, silently signaling that I was not exactly the
bashful type.

   He continued in his soft voice, telling me to remember that I was always
in total charge -"to let him know at any time if he was doing something I
didn't care for, if I was too warm or too cold, if he was hurting me, if I
was uncomfortable with his techniques or if I wanted more pressure or less.
He asked if I had any tender or sensitive spots or areas I wanted special
attention paid to.  He never broke skin-to-skin contact with me as we
talked and I complimented him about how well he was putting me completely
at ease.

   "As I told you, you've been highly recommended by my friend Rae." When
he smiled knowingly, I continued.  "Use whatever technique you feel best.
I'm totally comfortable in your hands."

   He was standing near my head and lightly rubbing my neck and shoulders
all this time and about all I could see were his flip-flopped feet below my
face, giving me a sense of safety and anonymity which I found quite erotic.
He walked to the side of the table and began to let his talented hands work
their way down from my neck.  When he came in contact with the towel he
hesitated.

   "Are there any areas of your body you're embarrassed about or shy of?"
he asked.

   "No.  Not in the least," I responded.  I smiled to myself as I felt him
immediately slide the towel lower.  Way lower.

   For what seemed like forever he caressed me with firm, loving strokes,
his hands sliding from the base of my neck down to the crack of my ass.  He
then deftly folded the towel back to uncover my left buttock and the entire
side of my hip.  His fingers pushed rhythmically sideways against me as he
kneaded my hip, causing my whole lower body to rock gently side to side,
back and forth.  Of course, this caused a delightful pressure between my
pussy and the table and I was enjoying the erotic sensations immensely.  As
innocent as the technique seemed at first, I'm sure he knew exactly what it
was causing and the reaction I was feeling.  He kept the rhythm going until
I let out a big, satisfied sigh and then he seemed to know it was time to
move on and he started working his way down my right leg.  When he reached
my foot he lifted it and rested it firmly against his stomach, pulling
gently on my leg.  He started to run his oily fingers in between each toe,
pulling and stroking them -"something I found surprisingly sensual.

   I couldn't contain myself from giggling.  "I've never had a 'toe-job'
before," I said.  "I really like it."

   "Good," he murmured.  "That's what we want."

   By now my knees had spread a few inches apart while he worked and I
found myself trying to imagine exactly how much he could see if he looked
up toward my pussy.  It felt like the towel was still draped low enough so
I couldn't tell for sure, but just not knowing whether he could see it was
incredibly exciting.  He began to work his way back up the same leg, his
hands returning to my ass-cheek (after paying a much-too-brief visit to the
inside of my thigh.) Kneading my buttock briefly and letting a finger slip
a tiny bit into the crack this time, he returned the towel to where it was
previously then undraped my right buttock and walked to the other side of
the table.  He began to repeat his downward ministrations on my leg but
this time when he came back up and was stroking the inside of my thigh he
came much closer to my cunt lips than he did before (but again, he didn't
actually make contact.) He re-opened the towel and positioned it much lower
this time, covering just my upper thighs and legs, but not my butt.  He
paused to spread more lotion on his hands.

   "Still okay?" he asked.  It was obvious he was giving me an opportunity
to set boundaries since my ass was now completely uncovered.

   I took a deep breath and moaned softly, then whispered, "Oh, yes.  I'm
just fine."

   He began to massage my entire back again, this time letting his hands go
all the way from my neck down to the tops of my thighs, his fingers sliding
lightly into my ass crack with some of his strokes.  He squeezed and
kneaded both buttocks and occasionally came within a fraction of touching
my anus.  I moaned softly each time he came close to it, letting him know I
was enjoying how much more intimate his touch had become.  It was still
'innocent' in that he hadn't actually touched my anus but it was obvious I
was getting turned on and there was no question we both knew exactly what
was happening.

   He had earlier positioned my arms down beside my body so that my hands
were lightly touching my hips.  When he walked around to start working on
me from the other side I shifted my arm slightly, which brought my hand
right to the edge of the table and when he moved into position his body
momentarily came into contact with the backs of my fingers.  He seemed to
hesitate as if to see whether I would pull back, and when I didn't he
increased the pressure between us slightly.  Even though I couldn't see or
tell what I was touching I knew it must be his thigh and if either of us
shifted a bit it might be his cock.  The sexual tension was definitely
building between us and I was determined to keep signaling that I was not
only enjoying myself but ready for more.

   He pulled the towel back up, lifting and holding it tented over me. 
"Roll over onto your back," he whispered softly.

   I did, awkwardly managing to preserve my 'modesty' at the same time.  He
put a pillow under my head and slipped a cushion under my knees, telling me
to make myself as comfortable as I could.

   "I think you should have a little more water," he said.  As he handed me
the glass, I sat up on one elbow to take the drink from him.  I felt the
towel slip to my waist completely exposing my breasts and watched as he
made no pretense of not looking at them.  I didn't flinch under his gaze,
drinking the whole glass very slowly and handing it back to him without
making any attempt to re-cover myself.  Without taking his eyes off me he
set the glass down and as I lay back on the table I left the towel crumpled
around my waist, exactly where it had fallen.  Stretching my arms over my
head I took a slow, deep breath.  I could feel my breasts flatten even
smaller as they tightened into my chest, knowing how much the pose would
emphasize the size and hardness of my nipples.  They felt as hard as they
ever get.

   Looking directly at them he reached for the towel as if he was going to
cover me up.  "Are you cold?" he asked softly.

   I grinned, knowing exactly what he was looking at.  "No," I said,
softly. I dropped my eyes down and looked deliberately from one nipple to
the other.  "That's from you," I added.

   We both laughed and he moved the towel lower and dropped it over my
hips. There was little reason for him to maintain any pretense after that.
He immediately began to sensually smooth the lotion all over my chest,
using his palms and the flats of his fingers.  I still had my hands clasped
over my head, making it easy for him to go from my neck and shoulders all
the way down to the towel with long, smooth, strong strokes.  He could
almost have been doing my back if it wasn't for the hard bumps caused by my
nipples.  I was going crazy with pleasure and was aware that my breathing
was getting very ragged.  Even though he hadn't squeezed my nipples or
touched them any differently than the rest of my chest, it was obvious from
the amount of lotion he'd applied that he had more in mind.

   "Put your arms down," he whispered.

   Obediently, I moved them to my sides -"feeling my tight, flat chest turn
back into breasts again.  His hands immediately changed their technique,
slowing way down and beginning to knead both breasts at the same time, each
stroke of his fingers drawing my flesh upward.  He very gently pinched and
lifted my nipples straight up and when I let out an open-mouthed moan he
began to roll them silkily between his thumbs and forefingers.  I was
breathing heavily now and suspected he was turned on also and completely
aware that my hands were clenching and unclenching in time to his squeezing
of my breasts.

   "This feels wonderful," I whispered.

   I let my hand slide to the edge of the table again until it came into
contact with him.  He pulled away ever-so-slightly as though I might have
touched him accidentally, but not far enough to break our contact.  I began
to rub his thigh with the backs of my fingers and he turned slightly, just
enough that I knew he had done it deliberately and was giving me permission
-"making it easier for me to reach his cock.

   I'd been right; Jack had forgotten his underwear that day.

   He was hanging loose and free, half-hard and it felt very, very nice.  I
couldn't see his reaction since my eyes were closed, but I hoped he was
watching my face because I could feel myself smile -"very pleased with what
I found.  It felt about five or six inches long and of average girth and I
could feel it pulsing firmly against my hand.  Using the backs of my
fingers I increased my pressure against it, running them up and down.  I
turned my hand so I could grasp him lightly just above the head and he
pulled back slightly, causing my fingers to slip down over the ridge to
find a disproportionately large head flaring in my fingers.  Both his hands
were still caressing my breasts but when I squeezed his cock harder he slid
one down under the towel.  It felt like he was still a little unsure, so
with my free hand I deliberately pulled the towel to one side and let it
slip to the floor, leaving me completely naked.

   He raked his fingers softly through my well-trimmed pubic hair and
stopped, his palm cupped above my pussy and his fingers just
ever-so-lightly coming into contact with my waiting lips.  Involuntarily I
arched my hips upward, lifting my hungry cunt toward his hand.  He resisted
my obvious invitation to press deeper, maintaining the same tantalizing
pressure between us.  His teasing touch was driving me crazy, especially
since his other hand was now squeezing and twisting my nipple with
delightfully obvious intentions.

   I knew I couldn't take much more.

   I reached my free hand down and cupped it over the top of his,
increasing our joint pressure.  I pressed his palm firmly against me,
making small, rhythmic circular motions that pulled and pushed the flesh
tightly over my clit.  He still held back, not putting his fingers into me
even though it was obvious I craved for him to do so.  We rotated around
and around until I spread his fingers open and let mine slip between them
and into my sopping lips, but he still wouldn't follow with his.  I was
moaning constantly now, right on the verge of cumming.  His cock had grown
harder and longer as I touched it and I started to pull it in time with my
heaving hips.  I reached up and fumbled with his drawstring, wanting to
feel him naked in my hand. To my surprise he pulled back, but he wasn't
fast enough as I quickly jerked on the string.  His pants fell to the
floor, exposing him completely.  He instinctively reached down attempting
to tug them back up but I closed my fist around his cock blocking his
motion.

   "Do you have a condom?" I pleaded.

   He knew how much I wanted to be fucked, but he reluctantly pulled back
and began to stuff his cock inside his pants and re-tie them, apologizing
profusely.

   "I don't," he stammered.  "Oh, Shit!" He looked like he had been punched
in the gut.  "I didn't bring any."

   He reached for my hand that was still clutching my pussy and I wantonly
grabbed it, jamming my hips upward.  I was out of my mind with lust.  I
wanted his cock so bad but knew I just couldn't take him without a condom.
It took all my determination but I grabbed his hand and used both mine,
pulling our fingers down to man-handle my cunt, wanting them inside to fuck
me, to squeeze and pinch my slippery clit, to pull my lips open, needing
multiple fingers to jam inside me and to vibrate my whole body wildly.

   I exploded in a massive orgasm.

   Time stood still.

   *

   Jack remained motionless for what seemed like forever, one hand still
cradling my cunt and the other cupping my breast as my chest heaved against
him, my breath slowly returning to normal.  Finally, he reached for another
towel and spread it over me like a blanket, covering the field of
queen-sized goose bumps that had popped out all over my body.  I opened my
eyes and looked up at him, a satisfied smile on both our lips.

   "Take all the time you want,' he whispered.  'No one will disturb you
until you're ready to leave."

   He squeezed my breast gently as if telling it good-bye, then moved
silently toward the door.  He hesitated a moment, his hard cock still
clearly outlined against his pants, then returned and stood next to me.  He
looked down sweetly at me for a moment then leaned over and kissed me
lightly on the forehead.

   "Thank you," he whispered.

   He walked to the door again and then stopped.

   "I do hope I'll see you again," he said.  "I promise I'll be better
prepared next time." He opened the door and stepped out.  "And give my
regards to Rae, he added."

   He closed the door silently behind me and I quickly fell into a blissful
sleep, to awaken completely refreshed a few minutes later when Holly
knocked softly before entering.  This time as she held my robe for me I sat
up and stretched sensually, letting my towel drop to the table and allowing
her to look at my naked body as much as she wanted.  She smiled
appreciatively before escorting me back to my changing room.

   "I'm studying for my massage license, too," she said.  "I need a few
more hours of on-hand practice before I take my finals." She reached into
her pocket and removed a business card.  She smiled as she handed it to me,
her voice dropping to a whisper.  "If you'd be interested in letting me
practice on you, I'd love to get together sometime."

   As I took the card I let our fingers linger longer than necessary for
the exchange.  I slipped it into my bag and looked directly in her eyes so
there was no mistaking my interest.  "That sounds like something I might
really enjoy, Holly." She actually blushed a little bit as I continued,
"Next time I'm in town I'll definitely call you."

   Rae had outdone herself with her gift for me and I couldn't wait to
thank her.  I watched Holly's trim ass swing as she led me back to the
entrance and couldn't help but to think about the possibilities of getting
together with her.  Who knows, if we hit it off like Jack and I had, Rae's
birthday gift might be easy to decide on.



   Sylvia's Spa Special

   Rae is my oldest and best friend.  We've been tight since grade school
and have absolutely no secrets between us (including my little interaction
with her father during our teen years).  We remain incredibly close even
though we've been separated over the years by way too many miles,
boyfriends, lovers and even husbands.  Recently she wrote me a birthday
letter that included a gift certificate for a Spa.

   "Use it on your next visit to Portland," she wrote.  "It's good for a
very special treat." She had underlined 'very special,' and knowing Rae as
well as I do I immediately suspected there was more to it than met the eye.

   "I've gone to this place in the past," she went on, "and it's always
been really nice.  But last time I went they had a new masseur named Jack
and we really hit it off.  I've arranged for you to have his "Rose City
Bliss" treatment, and I'm certain you'll love it as much as I did." 

   I wasn't sure just what I'd be getting into, but knowing Rae I knew it
could be pretty damn sexy, indeed.  She was tight-lipped about any more
information, no matter how hard I tried to pry it out of her.  "You'll just
have to trust me," was all she would say.

   So, the first thing on my agenda when I got to Portland was setting up
an appointment.  I was really looking forward to finding out just what her
definition of 'very special' was.  On the appointed day I took a taxi to
the address she'd sent me.  The building was very modern and stood out from
the older, more traditional ones in the popular Pearl District, and I was
pleased to find it to be just as nice and hip inside as it was out. 
Everything seemed first-class and I was impressed at how complete their
offerings were; a full range of co-ed services and facilities from facials,
pedicures, hair cutting and treatments, nails, waxing, (including m/f
Brazilians) saunas, steam baths, hot rock treatments, massage, couples
get-a-ways, health food and drinks, yoga, and on and on.

   The building had two floors, with co-ed facilities on the first floor
and separate men's and women's spa areas on the second.  Some of the most
attractive employees you can imagine were working there and were obviously
hired for their looks as well as for their expertise.

   "They ain't cheap," Rae had told me, but she also assured me that she'd
never heard a bad word about their service or discretion -"and judging by
the smiles and satisfied-looking faces on everyone I saw -"that quickly
became obvious.

   The attractive woman at the front desk welcomed me warmly, took my
gift-card and glanced at it before listing the options that were included
with the 'special' package.  "Since it's so cold and nasty out," she said,
"you might enjoy a nice warming sauna first."

   I slipped out of my heavy winter coat, agreeing that I couldn't have
thought of a better idea.  "Sounds wonderful to me," I responded.

   She pressed a button and an attractive young dyke (I should say a young
woman whom I suspected was a dyke) quickly appeared and took me to a
private changing room with its own shower and locker.  She handed me a
silky white robe and slippers and showed me a cabinet where I could lock my
clothes and purse.

   "Have a shower -"you've got lots of time," she said.  "I'll be back in a
few minutes and take you to the sauna." She handed me a huge, fluffy towel
and hesitated and seemed disappointed that I didn't start undressing before
she walked out.  "My name's Holly, by the way."

   After she left I quickly stripped and stepped into the shower, pleased
to see how clean and sparkling everything was and enjoying the luxurious
body wash, shampoo and cream rinse that was supplied.  Before I was
finished Holly re-appeared without knocking and handed me a towel and
pretended to not watch while I quickly dried off.  I thought about telling
her she should knock in the future but since I thought she was kind of cute
and I've never been too bashful with the girls, I didn't say anything.  I
just slipped into my robe and followed obediently as she led me to the
women-only sauna.

   "Most clients only wear a towel inside," she said, pointing to a series
of hooks where two robes identical to mine hung.  There was a showerhead
next to the door and she reminded me to cool down every few minutes.  "I'll
be back when your masseur is ready for you." Again she seemed reluctant to
leave and I got the definite feeling she was hoping to see me naked one
more time.

   This time I just figured 'what the hell, she's already seen me once,' so
I shrugged off my robe and hung it up, wrapped the towel around myself and
stepped inside the small room.

   The light was dim and soft and the odor of hot cedar and faint perfume
greeted me.  I saw that I was joining two women, one sitting topless and
the other laying on the bench with her towel draped casually over her. 
They smiled warmly and seemed totally relaxed as I sat down near them.  We
exchanged pleasantries and I enjoyed chatting for a few minutes, watching
as they popped in and out to use the cold shower.  They were soon led away
by their attendant and I was left alone.

   I spread my towel on the bench and stretched out totally nude, feeling
my temperature blissfully rising as much from the anticipation of what was
to come as from the intense dry heat.  After I had showered with cold water
2 or 3 times, Holly walked into the sauna, again without knocking.

   "Time for the main event," she grinned.  As she held my robe open for me
she made no pretense of not checking out my body, this time removing all
suspicion in my mind about her sexual orientation.

   She escorted me down the hall to a private treatment room and told me I
was to lie on the table, face down under the sheet.  She lowered the
light's dimmer-switch and poured a glass of water for me.  "I hope you
enjoy your treatment" she said as she opened the door to leave.  "Your
masseur will be in shortly."

   I hung my robe up behind the door and impulsively decided to feign
ignorance about the sheet protocol.  I climbed on the table and draped the
towel loosely over my back and butt instead of getting under the sheet as
she had instructed.  I let my arms hang limply off the table and looked
through the donut pillow down at the floor, snuggling my body into a nice,
comfortable position.

   The room was warm and highly perfumed, with new-age music softly playing
from hidden speakers.  There was a little shelf with squeeze-bottles of
oils, some candy and mints, a pitcher of water, a couple of glasses and a
box of Kleenex next to my table.  There were paintings of romantic-looking
Bali beach scenes on the walls and a tiny sink in the corner with a pile of
plush towels and washcloths.  All-in-all it had a very safe and inviting
setting and my body felt like it was totally alive from the hot/cold
sensations of the sauna and shower and, of course, from my naughty
anticipation.

   After a couple of minutes I drifted into a completely relaxed state and
hardly heard a soft knock on the door.  I lifted my head and said "come in"
and was pleased to see a tall, thin and very handsome man enter.  He
discreetly locked the door behind himself and without disturbing the
ambience walked directly to me and put his hand on my bare shoulder.

   "Hi," he said.  His voice was soft but deep and strong.  "My name's
Jack."

   "I'm Sylvia, nice to meet you."

   He asked if I had been to this spa before.  When I said no but that he
had been highly recommended to me by my very close friend Rae, he seemed
pleased, mentioning that referrals were the highest form of compliment.

   He was wearing a white tee-shirt and soft cotton, pajama-type pants that
looked suspiciously like he had forgone his underwear.  They were tied at
the waist with an oversized drawstring that was hanging temptingly near my
face and I fantasized momentarily about reaching out and pulling it to
allow the pants to fall off.  (Hey, can you think of a better place to
fantasize?)

   "I'm glad you have the two hour 'Bliss' package," he said.  "It'll give
us lots of time to get to really know each other.  I always hate to feel
rushed just when I start to have something special develop with my
clients."

   I could feel something 'special' developing already, but I just smiled
and said I was really looking forward to that.

   "Are you warm enough?" he asked.  "You can slip under the sheet if you
want."

   "I'm just fine the way I am, if it's okay with you," I quickly answered.

   He explained that he would not be doing deep-tissue work, that
discomfort was definitely not part of what this particular session was
about.  "Pleasure, relaxing and stress-relief are what we'll be striving
for today," he said softly.

   I lifted my head and looked directly into his eyes, hesitated only a
moment and answered.  "That's exactly what I'm looking for," I purred.

   He poured a glass of water and held it out to me, reminding me to drink
anytime I wanted, that I should keep myself well hydrated after the sauna.
I pulled myself up on my elbows and reached for the glass, knowing
full-well that my breasts would be completely exposed to him.  It was light
enough for me to see his eyes dart to, and then quickly away from them as I
took a long, slow drink, silently signaling that I was not exactly the
bashful type.

   He continued in his soft voice, telling me to remember that I was always
in total charge -"to let him know at any time if he was doing something I
didn't care for, if I was too warm or too cold, if he was hurting me, if I
was uncomfortable with his techniques or if I wanted more pressure or less.
He asked if I had any tender or sensitive spots or areas I wanted special
attention paid to.  He never broke skin-to-skin contact with me as we
talked and I complimented him about how well he was putting me completely
at ease.

   "As I told you, you've been highly recommended by my friend Rae." When
he smiled knowingly, I continued.  "Use whatever technique you feel best.
I'm totally comfortable in your hands."

   He was standing near my head and lightly rubbing my neck and shoulders
all this time and about all I could see were his flip-flopped feet below my
face, giving me a sense of safety and anonymity which I found quite erotic.
He walked to the side of the table and began to let his talented hands work
their way down from my neck.  When he came in contact with the towel he
hesitated.

   "Are there any areas of your body you're embarrassed about or shy of?"
he asked.

   "No.  Not in the least," I responded.  I smiled to myself as I felt him
immediately slide the towel lower.  Way lower.

   For what seemed like forever he caressed me with firm, loving strokes,
his hands sliding from the base of my neck down to the crack of my ass.  He
then deftly folded the towel back to uncover my left buttock and the entire
side of my hip.  His fingers pushed rhythmically sideways against me as he
kneaded my hip, causing my whole lower body to rock gently side to side,
back and forth.  Of course, this caused a delightful pressure between my
pussy and the table and I was enjoying the erotic sensations immensely.  As
innocent as the technique seemed at first, I'm sure he knew exactly what it
was causing and the reaction I was feeling.  He kept the rhythm going until
I let out a big, satisfied sigh and then he seemed to know it was time to
move on and he started working his way down my right leg.  When he reached
my foot he lifted it and rested it firmly against his stomach, pulling
gently on my leg.  He started to run his oily fingers in between each toe,
pulling and stroking them -"something I found surprisingly sensual.

   I couldn't contain myself from giggling.  "I've never had a 'toe-job'
before," I said.  "I really like it."

   "Good," he murmured.  "That's what we want."

   By now my knees had spread a few inches apart while he worked and I
found myself trying to imagine exactly how much he could see if he looked
up toward my pussy.  It felt like the towel was still draped low enough so
I couldn't tell for sure, but just not knowing whether he could see it was
incredibly exciting.  He began to work his way back up the same leg, his
hands returning to my ass-cheek (after paying a much-too-brief visit to the
inside of my thigh.) Kneading my buttock briefly and letting a finger slip
a tiny bit into the crack this time, he returned the towel to where it was
previously then undraped my right buttock and walked to the other side of
the table.  He began to repeat his downward ministrations on my leg but
this time when he came back up and was stroking the inside of my thigh he
came much closer to my cunt lips than he did before (but again, he didn't
actually make contact.) He re-opened the towel and positioned it much lower
this time, covering just my upper thighs and legs, but not my butt.  He
paused to spread more lotion on his hands.

   "Still okay?" he asked.  It was obvious he was giving me an opportunity
to set boundaries since my ass was now completely uncovered.

   I took a deep breath and moaned softly, then whispered, "Oh, yes.  I'm
just fine."

   He began to massage my entire back again, this time letting his hands go
all the way from my neck down to the tops of my thighs, his fingers sliding
lightly into my ass crack with some of his strokes.  He squeezed and
kneaded both buttocks and occasionally came within a fraction of touching
my anus.  I moaned softly each time he came close to it, letting him know I
was enjoying how much more intimate his touch had become.  It was still
'innocent' in that he hadn't actually touched my anus but it was obvious I
was getting turned on and there was no question we both knew exactly what
was happening.

   He had earlier positioned my arms down beside my body so that my hands
were lightly touching my hips.  When he walked around to start working on
me from the other side I shifted my arm slightly, which brought my hand
right to the edge of the table and when he moved into position his body
momentarily came into contact with the backs of my fingers.  He seemed to
hesitate as if to see whether I would pull back, and when I didn't he
increased the pressure between us slightly.  Even though I couldn't see or
tell what I was touching I knew it must be his thigh and if either of us
shifted a bit it might be his cock.  The sexual tension was definitely
building between us and I was determined to keep signaling that I was not
only enjoying myself but ready for more.

   He pulled the towel back up, lifting and holding it tented over me. 
"Roll over onto your back," he whispered softly.

   I did, awkwardly managing to preserve my 'modesty' at the same time.  He
put a pillow under my head and slipped a cushion under my knees, telling me
to make myself as comfortable as I could.

   "I think you should have a little more water," he said.  As he handed me
the glass, I sat up on one elbow to take the drink from him.  I felt the
towel slip to my waist completely exposing my breasts and watched as he
made no pretense of not looking at them.  I didn't flinch under his gaze,
drinking the whole glass very slowly and handing it back to him without
making any attempt to re-cover myself.  Without taking his eyes off me he
set the glass down and as I lay back on the table I left the towel crumpled
around my waist, exactly where it had fallen.  Stretching my arms over my
head I took a slow, deep breath.  I could feel my breasts flatten even
smaller as they tightened into my chest, knowing how much the pose would
emphasize the size and hardness of my nipples.  They felt as hard as they
ever get.

   Looking directly at them he reached for the towel as if he was going to
cover me up.  "Are you cold?" he asked softly.

   I grinned, knowing exactly what he was looking at.  "No," I said,
softly. I dropped my eyes down and looked deliberately from one nipple to
the other.  "That's from you," I added.

   We both laughed and he moved the towel lower and dropped it over my
hips. There was little reason for him to maintain any pretense after that.
He immediately began to sensually smooth the lotion all over my chest,
using his palms and the flats of his fingers.  I still had my hands clasped
over my head, making it easy for him to go from my neck and shoulders all
the way down to the towel with long, smooth, strong strokes.  He could
almost have been doing my back if it wasn't for the hard bumps caused by my
nipples.  I was going crazy with pleasure and was aware that my breathing
was getting very ragged.  Even though he hadn't squeezed my nipples or
touched them any differently than the rest of my chest, it was obvious from
the amount of lotion he'd applied that he had more in mind.

   "Put your arms down," he whispered.

   Obediently, I moved them to my sides -"feeling my tight, flat chest turn
back into breasts again.  His hands immediately changed their technique,
slowing way down and beginning to knead both breasts at the same time, each
stroke of his fingers drawing my flesh upward.  He very gently pinched and
lifted my nipples straight up and when I let out an open-mouthed moan he
began to roll them silkily between his thumbs and forefingers.  I was
breathing heavily now and suspected he was turned on also and completely
aware that my hands were clenching and unclenching in time to his squeezing
of my breasts.

   "This feels wonderful," I whispered.

   I let my hand slide to the edge of the table again until it came into
contact with him.  He pulled away ever-so-slightly as though I might have
touched him accidentally, but not far enough to break our contact.  I began
to rub his thigh with the backs of my fingers and he turned slightly, just
enough that I knew he had done it deliberately and was giving me permission
-"making it easier for me to reach his cock.

   I'd been right; Jack had forgotten his underwear that day.

   He was hanging loose and free, half-hard and it felt very, very nice.  I
couldn't see his reaction since my eyes were closed, but I hoped he was
watching my face because I could feel myself smile -"very pleased with what
I found.  It felt about five or six inches long and of average girth and I
could feel it pulsing firmly against my hand.  Using the backs of my
fingers I increased my pressure against it, running them up and down.  I
turned my hand so I could grasp him lightly just above the head and he
pulled back slightly, causing my fingers to slip down over the ridge to
find a disproportionately large head flaring in my fingers.  Both his hands
were still caressing my breasts but when I squeezed his cock harder he slid
one down under the towel.  It felt like he was still a little unsure, so
with my free hand I deliberately pulled the towel to one side and let it
slip to the floor, leaving me completely naked.

   He raked his fingers softly through my well-trimmed pubic hair and
stopped, his palm cupped above my pussy and his fingers just
ever-so-lightly coming into contact with my waiting lips.  Involuntarily I
arched my hips upward, lifting my hungry cunt toward his hand.  He resisted
my obvious invitation to press deeper, maintaining the same tantalizing
pressure between us.  His teasing touch was driving me crazy, especially
since his other hand was now squeezing and twisting my nipple with
delightfully obvious intentions.

   I knew I couldn't take much more.

   I reached my free hand down and cupped it over the top of his,
increasing our joint pressure.  I pressed his palm firmly against me,
making small, rhythmic circular motions that pulled and pushed the flesh
tightly over my clit.  He still held back, not putting his fingers into me
even though it was obvious I craved for him to do so.  We rotated around
and around until I spread his fingers open and let mine slip between them
and into my sopping lips, but he still wouldn't follow with his.  I was
moaning constantly now, right on the verge of cumming.  His cock had grown
harder and longer as I touched it and I started to pull it in time with my
heaving hips.  I reached up and fumbled with his drawstring, wanting to
feel him naked in my hand.



   To my surprise he pulled back, but he wasn't fast enough as I quickly
jerked on the string.  His pants fell to the floor, exposing him
completely. He instinctively reached down attempting to tug them back up
but I closed my fist around his cock blocking his motion.

   "Do you have a condom?" I pleaded.

   He knew how much I wanted to be fucked, but he reluctantly pulled back
and began to stuff his cock inside his pants and re-tie them, apologizing
profusely.

   "I don't," he stammered.  "Oh, Shit!" He looked like he had been punched
in the gut.  "I didn't bring any."

   He reached for my hand that was still clutching my pussy and I wantonly
grabbed it, jamming my hips upward.  I was out of my mind with lust.  I
wanted his cock so bad but knew I just couldn't take him without a condom.
It took all my determination but I grabbed his hand and used both mine,
pulling our fingers down to man-handle my cunt, wanting them inside to fuck
me, to squeeze and pinch my slippery clit, to pull my lips open, needing
multiple fingers to jam inside me and to vibrate my whole body wildly. 

   I exploded in a massive orgasm.

   Time stood still.

   *

   Jack remained motionless for what seemed like forever, one hand still
cradling my cunt and the other cupping my breast as my chest heaved against
him, my breath slowly returning to normal.  Finally, he reached for another
towel and spread it over me like a blanket, covering the field of
queen-sized goose bumps that had popped out all over my body.  I opened my
eyes and looked up at him, a satisfied smile on both our lips.

   "Take all the time you want,' he whispered.  'No one will disturb you
until you're ready to leave."

   He squeezed my breast gently as if telling it good-bye, then moved
silently toward the door.  He hesitated a moment, his hard cock still
clearly outlined against his pants, then returned and stood next to me.  He
looked down sweetly at me for a moment then leaned over and kissed me
lightly on the forehead.

   "Thank you," he whispered.

   He walked to the door again and then stopped.

   "I do hope I'll see you again," he said.  "I promise I'll be better
prepared next time." He opened the door and stepped out.  "And give my
regards to Rae, he added."

   He closed the door silently behind me and I quickly fell into a blissful
sleep, to awaken completely refreshed a few minutes later when Holly
knocked softly before entering.  This time as she held my robe for me I sat
up and stretched sensually, letting my towel drop to the table and allowing
her to look at my naked body as much as she wanted.  She smiled
appreciatively before escorting me back to my changing room.

   "I'm studying for my massage license, too," she said.  "I need a few
more hours of on-hand practice before I take my finals." She reached into
her pocket and removed a business card.  She smiled as she handed it to me,
her voice dropping to a whisper.  "If you'd be interested in letting me
practice on you, I'd love to get together sometime."

   As I took the card I let our fingers linger longer than necessary for
the exchange.  I slipped it into my bag and looked directly in her eyes so
there was no mistaking my interest.  "That sounds like something I might
really enjoy, Holly." She actually blushed a little bit as I continued,
"Next time I'm in town I'll definitely call you."

   Rae had outdone herself with her gift for me and I couldn't wait to
thank her.  I watched Holly's trim ass swing as she led me back to the
entrance and couldn't help but to think about the possibilities of getting
together with her.  Who knows, if we hit it off like Jack and I had, Rae's
birthday gift might be easy to decide on.