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The Teacher
by Anonymous (1995)

***

A teenage boy gets special lessons from his teacher who 
he shares with friends and family. (Ffm, ped, inc, 
school, 1st)

***

It was an early spring day in Maine. Ms. Malone, my 
English teacher, had just completed her lecture on 
contemporary American literature. Throughout her talk, 
all I could see were her boobs bouncing up and down 
inside her blouse. I tried, but failed, to decide 
whether they were enclosed in a bra or not. 

Sometimes they appeared to act independently, other 
times they appeared to work in tandem. The indecision 
did not really matter - regardless of what contained 
them, they looked great from my seat. Every move she 
made added to my growing imagination of what I would 
like to do to her. Not only her tits, but her ass - how 
it flowed beneath her dress. And that slight hump just 
above her crotch, promising delights beyond my 
imagination if only they would all be exposed. 

But I was only 15, and she must have been 27 and there 
would never be such a chance. 

The period bell ended my imagination. Class was over, 
and another day ended. Scrambling to pull myself back 
to reality, I knocked over the books on my desk. By the 
time I had picked them all up, I was the last to leave 
the classroom. Ms. Malone, looking at me in a strange 
manner, drifted over to my desk. 

"I noticed how engrossed you were in my lecture today, 
Steve," she said. "Mind sharing with me what was so 
fascinating?" As she said this, she seated her self 
lightly on the top of the desk next to mine. There was 
just the hint of a smile on her lips as she waited for 
my answer. 

I didn't have a clue as to what she was talking about 
during class. All of my attention had been on her body, 
taking in every move and greedily soaking up every hint 
of the body under her dress. 

"It was the, aw, the great way in which you presented 
today's material," I stammered. "Your presentation, 
your organization of the study material just bowled me 
over." 

"You sure it wasn't something else? All semester I've 
noticed how much attention you pay to my lectures, yet 
you barely pass your tests. And today, well, today I 
was sure something else was on your mind." As she said 
this, her hand moved her dress upward, dragging its 
edge just over her knee and revealing a little of her 
lower thigh. "Are you sure that something else wasn't 
on your mind, like this?" 

With that statement, her hand moved upward very 
quickly, lifting her dress clear off her legs and 
revealing a glimpse of her entire leg, all the way up 
to her panties. As quickly as she had lifted her dress, 
she dropped it back again. 

I could feel my face flush over with excitement and 
embarrassment. Here was what I had been dreaming about, 
happening right in the classroom! "Well, ugh, I guess 
you sort of found out about my secret. I was watching 
your body, not listening to your lecture." 

Ms. Malone smiled. I noticed that her face had a 
curious glow about it, as if she, too, had been 
thinking about something. 

"What about my body were you watching so closely that 
you could not remember my lecture," she teasingly 
asked. 

"Well, to be honest, all of you. Your boobs, your ass, 
everything. I'd watch your movements, and think about 
what you looked like if you were undressed. I 
concentrated so much on your body that I can't remember 
a thing that you talked about in your lecture," I 
blurted. 

Not knowing what else to say but the truth, I 
continued. "As you would walk, or move your arms, I 
could see your dress stretch against one part of your 
body, then another. Each time some new part of your 
body would be exposed, and that would even more to my 
daydreams." 

"Stay right where you are!" she said sharply. "I think 
you need a lesson in manners, young man." With that 
said, she got up, walked straight to the door, locked 
it and pulled down the shade. 

Walking back to the middle of the room and stopping 
where she normally would give her lectures, she turned 
and looked me straight in the face. "Come up here, sit 
in the first seat right in front of me," she commanded. 

I quickly moved to the front desk and sat down. What 
else could I do? I knew that I'd said enough to get me 
into a lot of trouble. 

"Ms. Malone, I didn't mean to get you angry! You asked 
me what I was thinking about, and I told you! Please, 
if you won't say anything to anyone about this, I 
promise not to stare anymore." 

"This has gotten too far out of hand, young man. It 
cannot go on any longer. We're both going to work this 
out now, today. When I get through with you, you'll not 
fantasize any longer!" With that, she moved closer to 
my desk. 

"I think it's about time that you were taught a few 
lessons in life. And I'm going to teach you." She 
lifted one leg and placed her foot on the top of my 
desk. She pulled her skirt back, almost to her waist, 
exposing again her leg all the way up to her panties. 

"These," she said, as her hands lightly moved over her 
leg, "are nylons. They are held up by this, a garter 
belt. Now - watch closely - they are removed first by 
undoing this clip. Then you gently roll the tops down, 
like this, until they are down around the knee. At that 
point, you grasp the rolled top in both hands and pull 
the nylon off, like this." Deftly, she removed the 
nylon from the rest of her leg, leaving it dangling 
over her shoe. 

"Please, take my shoe off and remove the nylon from my 
foot," she commanded. I did exactly what she requested. 
My heart was throbbing so hard, I thought it would 
explode. This was the first time I had ever seen a 
woman remove her nylons in person. And it excited me, 
all over. I could feel my dick starting to swell and 
put pressure on my pants. 

She switched legs, exposing the leg with the remaining 
nylon on it. "Now, let's see if you learned your 
lesson. I want you to remove this nylon from my leg 
without tearing it." 

I stretched over and took hold of her garter belt. My 
hands were so shaky that I had a hard time taking hold 
of the clasp on the garter belt. When my fingers 
touched her thigh, all I could feel was the silky 
smoothness of her leg. She placed her hand gently on 
top of mine and said, "Easy now, don't get nervous. 
Just take your time. We have all night. Remember, be 
gentle and don't put a run in the nylon." 

I finally released the nylon from the garter belt, 
rolled it exactly as she had demonstrated, then pulled 
it down her leg. My hands tingled every time they 
touched her leg. I took her other shoe off, and removed 
the second nylon completely. 

"That was excellent!" she exclaimed. "You've earned 
yourself some extra credit." With that, she moved over 
to the side of my desk, turning so her back was to me 
and undoing her belt on her waist. Bending down 
slightly, she directed me in my next task. 

"Now, take the zipper and pull it down to my waist." I 
did as she asked. Turning back to me, she next told me, 
"Stand up and put your arms around me. Take the tops of 
my dress, and slide them off my shoulders." 

I stood up and put my arms around her. As I did that, I 
could feel her tits dig lightly into my chest. Did they 
feel good! I pulled the dress off her shoulders and 
held it as she removed her arms from the dress. 

"Pull the dress down over my hips, then let it fall to 
the floor," was my next instruction. I did it exactly 
as described, and was rewarded with a full frontal view 
of her bra, tummy and panties. My gauze locked onto her 
boobs, switching from one to the other. 

I took in every detail, from the full shape of her 
boobs which were just barely contained by the cups on 
her bra to the two tits trying so hard to stick out 
through the shear material encasing them. I moved my 
eyes downward, glancing at her smooth, flat tummy, and 
noticing the little white hairs, just barely visible, 
which ever so lightly covered her stomach around her 
navel. 

I stopped the downward movement of my stare when I 
reached her panties. More specifically, when I got to 
her crotch. I could see her cunt hair pushing up 
against the very thin panty material, curly and dark. 
On both sides of her panties, close to the tip of her 
clit, I saw that several black hairs had escaped the 
elastic of the panties, and were exposed directly to my 
view. 

Before I could look anymore, she stepped out of her 
dress. As her legs moved, I watched in extreme 
fascination as her panties rubbed against her crotch, 
and noticed that, right between her legs, there was a 
wet spot which seemed to grow as I watched. My own love 
tool was now throbbing against my pants. 

Turning back to me, she continued the lesson. "Now, 
it's your turn to get comfortable. I want you to stand 
up, face me, and take off only your shirt and 
trousers." More willingly than before, I quickly 
complied with her request. Since I never wore 
undershirts, I was left standing there in front of her 
dressed only in my shorts. 

"My, what have we got growing there?" she asked as she 
stared at my large cock. "Do you know why it is so big? 
I'll tell you. It's because it's getting ready to 
explore a little tunnel. You'll soon find out, but not 
just yet!." With that, she motioned that I should sit 
down again. 

"Now these, as you probably know, are called breasts. 
And this," as she fingered her bra, "is called a bra. 
Many women have to wear one to keep their boobs from 
hanging down and not looking sexy. I only wear one to 
prevent my tits from being revealed by blouse all day 
long. You see, I don't really need the bra to support 
my boobs - they hold up well without one." With that 
statement, she removed her bra. Sure enough, her boobs 
stood straight out without it! 

Bending forward again, so her tits were right in front 
of my face, she added another wrinkle to my lesson. 
"Open your mouth, and, gently, take one of tits into 
it, and suck on it." 

I did, following her instructions completely. 
Unconsciously, my hands went to her boob, circled it, 
and pushed it deeper into my mouth. Without any 
additional instructions, I licked and nibbled her tit. 
I could feel it swell even further in my mouth as I 
played with it. 

Ms. Malone leaned into my face, increasing the pressure 
on her boob as I squeezed harder. I noticed that she 
was now breathing rather deeply, and that there was a 
slight quiver in her body. 

"Now, the other one. Switch to the other one - 
quickly!" she said, in a husky voice. I repeated my 
actions on her other tit, and again felt it swell in my 
mouth as I played with it. 

Her arms, which had been resting on my shoulders, 
started to push downwards, forcing my mouth off her 
tits and down her stomach. As I approached her panties, 
my nose detected a faint, earthly aroma. It was coming 
from her cunt. As I got closer, the smell increased. It 
was the most stimulating smell I ever had sniffed. 

Her hands left my shoulders, grabbed the tops of her 
panties and garter belt, and pulled them off. All of 
the sudden, there was nothing separating her cunt from 
my mouth except air! I was staring straight at her bare 
cunt. 

She thrust her hips towards my face, forcing me to 
accept her cunt into my mouth. Remembering what I had 
done to her tits, I started kissing her cunt hairs. 
Soon, my tongue found that little bump of flesh located 
right at the front of her cunt. I started to stroke it 
with my tongue. 

"That... that's my clit," she gasped. "It's one of the 
two pleasure keys on a female. Suck it harder... 
harder!" she cried, as she spread her legs wider to let 
me get a better angle. 

As I kissed her clit, I could feel that she was wet all 
over her legs. I stopped briefly to taste this fluid, 
and fought that it tasted very sweet. I licked it from 
her thighs, and followed it upward until again my 
tongue was centered on her clit. This movement elicited 
a more audible groan from her. 

"Take your finger, move it next to your mouth, and, 
sliding it along my crack, find my cunt-hole," she 
exclaimed in a really husky voice. "Then stick it into 
my love hole while you continue to tongue my clit," she 
exclaimed in a voice nearly choking with desire. 

I found her love hole. Sticking my finger into it, I 
suddenly realized that this was the source of those 
sweet tasting love juices. But, before I could explore 
that fact further, Ms. Malone started to move her whole 
lower body against my face. Her stomach muscles started 
to contract, then expand, as she seemed to try and 
swallow my finger with her cunt. Her hips swayed back 
and forth, pushing her cunt against my finger and her 
clit against my tongue. 

"Move your finger in and out slowly," she told me. As I 
did so, I realized that her body movements became 
synchronized to my finger movements. The faster I moved 
my finger, the faster her body responded. 

By now, her breathing had become very audible. In fact, 
she was panting as if she had just completed a long 
run. I tried to stop and pull my face away from her 
love mound, but she pushed it right back, so I 
continued to finger her love hole and lick her clit, 
doing it harder and faster all the time. Her breathing 
now was a rasping intake of air. Her body was jerking 
around so much that I wondered how she could remain 
standing. 

"This, THIS, is a woman CUMMING!" she yelled, as her 
body jerked violently up and down in front of my face. 
I suddenly felt my hand becoming drenched in her love 
juices, as they nearly squirted from her hole. I tried 
to suck it all up, but she moved too wildly for me to 
follow with my mouth. Her inner thighs became drenched 
with that great tasting wetness. I licked that 
sweetness from her thighs and her cunt as best I could 
once she slowed down. 

My ministrations to her thighs seemed to work. After a 
few moments, she calmed down. I could feel a keen sweat 
on her body, especially the small of her back. She 
pushed me back from her, still shaking noticeably. 

"I think that you may just pass this exam," she said, 
still breathing heavy. "But there is one section left 
for you to complete." Taking my hand in hers, she 
pulled me up from the desk, so that the two of us faced 
each other. 

She started to squat, letting her hands flow down my 
back, stopping briefly at the elastic band of my shorts 
just to get a firm hold on them, then continuing down 
my legs, dragging my underwear with them and exposing 
my cock. 

"This," she said, staring at my erect cock, "looks like 
something I must examine closely." 

And examine closely she did, taking it in her mouth, 
licking the tip of my cock with her tongue. I could 
feel my dick, which I thought was as big as I'd ever 
felt, get even larger and harder. The harder it got, 
the more she tried to stuff in it her mouth. 

My hips started to move with her mouth, and gradually I 
shoved my huge prick deeper and deeper into her mouth. 
I couldn't believe it, but she was able to get nearly 
all of it in. Her lips contracted around my shaft, and 
exerted more pleasurable force around it than I had 
ever been able to do when I jacked myself off. 

Simultaneously, her tongue continued to work on my tip, 
getting me very excited. I could feel the pressure 
growing, and swore that my balls got larger the longer 
she sucked me. I knew that I could not hold on much 
longer, and tried to get my cock out of her mouth 
before I exploded. 

But try as I might, she wouldn't let me withdraw. In 
fact, her hands circled my hips and forced me all the 
way into her mouth. I couldn't hold it any longer. 

I exploded into her mouth, feeling my sperm shoot out 
in spurts. I could feel her sucking even harder, 
draining every drop out of my cock. I couldn't do 
anything, and let it just flow out, drowning her in my 
cum. 

When she felt there was nothing left, she slowly 
withdrew my cock from her mouth, dragging her lips over 
my shaft, then my cock head, and finally licking the 
very tip of my cock with her tongue as she completely 
withdrew it. 

She stayed down for a few seconds longer, waiting and 
watching my dick. As it started to shrink, and little 
more cum started to drip out. She quickly licked it 
away with her tongue. 

Finally, when I was again limp and small, she got up, 
hugged and kissed me, and whispered, "You are a good 
student. I think you'll pass this exam." 

With that, she released me. As she dressed herself, I 
picked up my clothes and put them back on. 

Just before I left the room, she turned to me and said, 
"You'd better start paying attention in class. If you 
don't, then I'll have to keep you after school again, 
and again, and again, until you pass the final exam." 

I wondered what she meant... 


Part II 

Ever since her after-school "tutoring" session, I had 
been trying to really understand her subject. It wasn't 
easy, because my distractions, while somewhat less than 
they were before, still prevented me from really 
listening to her lectures. 

Those distractions could be easily contacted on one 
hand - her two boobs, her great ass, her beautiful 
face, and her cunt. I still daydreamed all the time, 
except now it had the added detail of real, live 
experience. 

We had a test yesterday, the first since our encounter 
in the classroom, and the exam results were being 
handed out. Ms. Malone was walking up and down each 
isle, handing the graded exams back to each pupil. 
Today, her ensemble included a red skirt that hugged 
her waist and hips, then flared out in pleats to stop 
just below her knees. She also wore a white blouse that 
hung loosely on her torso but failed to stop one from 
seeing the outline of her bra. 

As she walked around the room, I could see her hips 
swaying under her dress, stretching the fabric first 
one way then the other. When she walked towards me, the 
faintest suggestion of the outline of her crotch was 
there in my mind. I wondered if she was wearing a 
garter belt again. And of course, her boobs moved from 
side to side and up and down under her blouse, 
reminding me of what they looked like when she had 
removed her blouse for me in the empty classroom. Oh 
boy - it sure was going to be another day of glorious 
dreaming! 

"Well, Steve, it looks like you did not do so well on 
this exam," she said from slightly behind my desk. She 
had come up my aisle while I had drifted into my memory 
of our night after school. "Your grade did not improve 
from the last exam." 

I was disappointed to hear it, since I had really 
studied the night before. But I guess studying at home 
was no substitute for not paying attention to her 
lectures. 

Leaning over my desk slightly, she continued, in a 
whisper only heard by me, "I think that you need some 
additional special instructions. But this time, to 
avoid any possible distractions, you'd better come to 
my home. My address is on the back of your exam. Be 
there at 6 PM tonight." 

That being said, she moved off to deliver the rest of 
the exams to the class. Remembering our show and tell 
the last time, my cock had already hardened and was 
pressing against my pants. I guess it was visible to 
others, because I heard Jane, the girl seated next to 
me, giggling quietly. When I turned my head just 
slightly, I saw she was pointing to my cock and 
whispering to her friend next to her. 

Really embarrassed now, I turned and faced the front of 
the classroom, trying to think of anything that would 
cause my cock to retract until later. The rest of the 
class was boring, what with the test result, Jane's 
comments, and Ms. Malone's edict. It felt like the time 
would never pass. Finally, the bell rung, and class was 
dismissed. 

I was about to leave when Ms. Malone called my name 
out. "Steve, please come over to my desk for a moment." 
I went, not knowing what she was going to say. Would 
she cancel out the special training? Maybe she had 
remembered another engagement for the evening. I walked 
over slowly, with more than a little trembling in my 
legs. I hadn't realized how much her offer to help me 
meant until just then, when I thought that she might 
cancel it. 

"I just realized that you live over on the other side 
of town from my place. Rather than you taking a bus, 
why not wait around for me? I'll only be a few more 
minutes, and then I can drive you to my place. It will 
be faster, and we can get more teaching in before you 
have to go home." 

Her offer sounded good, almost too good to be true. 
"Sure, that's fine by me. Shall I meet you in the 
teacher's parking lot?" I asked. 

"Meet me there in fifteen minutes - I'll be finished 
here by then." 

I nodded agreement and left the room, now walking on 
air. It would happen again - she was going to tutor me 
in another lesson! 

Fifteen minutes later, she appeared at her car. I had 
been walking around the parking lot, killing time, 
until I saw her. I quickly walked up to her car. 

Ms. Malone said, in a voice that had just the hint of 
anti- cipation in it, "Get in the car quickly, before 
anyone sees you. I don't want it to be common knowledge 
that I'm providing you with special tutoring." 

I guessed that there might be more behind that excuse 
for urgency than her concerns over others thinking that 
she was tutoring me, but I didn't let that thought get 
in my way. Once in the car, my vision shifted to her 
dress. I noticed how it rode up her legs every time she 
shifted gears. It finally settled comfortably about two 
inches up her leg. 

Looking at her legs, I realized that they were nearly 
perfectly formed. I'd never before understood how much 
a well-formed leg could turn me on. And the pressure 
that was starting to build in my pants was proof enough 
that they were a turn-on! 

"Well, what subject matter do you think we should cover 
tonight?" she asked. 

"I guess you'd know better than me, Ms. Malone. I 
follow whatever teaching plan you have in mind," I 
responded meekly. As you might guess, I was not the 
aggressive type. 

"Ok, but first, when we are not in school, my name is 
Sandy, not Ms. Malone. I'd much prefer you call me by 
that." With that said, she quickly down-shifted, gunned 
the car, and smoothly merged onto the parkway, heading 
south. 

The rapid movement of her legs caused her skirt to 
climb further up her legs, revealing now nearly half of 
her thighs to me. 

"You still stare at my legs, don't you?" she jokingly 
asked. "Can you wait until we get to my house, or 
should I start our lesson right now?" 

"Uh, well, if you start now, wouldn't I learn more than 
just waiting till we get to your place?" I was starting 
to learn to be a little more aggressive. Maybe that was 
what she was trying to teach me. 

With that, she took her hand from the shift lever and 
gradually pulled her skirt up until all of her legs 
were showing. I could see her panties lurking there in 
the shadow between her thighs. Pressure was definitely 
growing in my pants, as my cock strained to be free. 
But I noticed that there was no garter belt holding her 
nylons up. In fact, I could not see where her nylons 
ended. 

Seemingly reading my mind, she explained. "I'm wearing 
pantyhose today, with my panties on over the hose. This 
way, I don't have to wear a garter to keep the nylons 
up. They are attached to the top of pantyhose and stay 
up by themselves." 

I said nothing more until we reached her house. I had 
all I could do to absorb that great view of her legs. 

Once in her house, she directed me to go into the 
living room. She followed, and stood in the middle of 
room while indicating with her hands that I should sit 
on the couch. 

"I want you to watch closely as I take my clothes off. 
This is not only for your enjoyment, but an art in 
itself." With that, she put on some music, and started 
to dance slowly, removing her clothes one by one while 
keeping rythmn to the music. It was a great strip-
tease, leaving me with a pounding heart and a very 
stiff erection. 

"Ms. Malone, ah, Sandy, my pants are hurting me. Is it 
OK if I take them off?" I asked. 

She laughed. "That is the whole idea - while your at 
it, don't stop with your pants. Join me and take it all 
off!" 

I quickly did, ending with stepping out of my shorts. I 
stood there, my cock fully extended and sticking 
directly towards her cunt. We were separated by about 
five feet until she started gliding towards me. 

"During the last lesson, I taught you how to finger 
fuck me. I also exposed you to the art of a woman 
performing oral sex on a man. Today, I'm going to show 
your great, big dick what it was meant for - exploring 
my love tunnel. But first, let's review what you 
remember from your first lesson." With that, she sat 
down on the couch and motioned me to join her. 

As a hint of what she wanted me to do, she took her 
breasts, one in each hand, and squeezed them gently. I 
could see her nipples start to harden, and her tits 
form into little points. 

I took one of the pro-offered boobs in both my hands. I 
started to squeeze them, gently at first, causing her 
nipples to stick out even further. I extended my 
tongue, and lightly touched one nipple. She responded 
by breathing deeper. I continued to massage her boob 
with both my hands and my tongue. Acting on impulse, I 
inserted her whole nipple in my mouth and sucked on it, 
causing its tit to expand in my mouth. She took a 
quick, deep breath, almost a gasp. 

I nibbled on her tit, first with my lips, then, as I 
got bolder, lightly with my teeth. For this action I 
received a light moan from my teacher. It appeared that 
she was enjoying this teaching as much as I was 
enjoying the learning. 

Sandy pushed my face back slightly and offered me her 
other boob. I repeated all my actions on that one. 
While I worked on her boobs, she lightly kissed my 
exposed ear. Seconds later, her tongue was darting in 
and out of my ear. I didn't realize how erotic that 
could feel! 

I moved one of my hands done to her crotch. Finding her 
cunt hairs, my fingers weaved their way around her 
crotch until they located her slit. It was easy to know 
that they had found the core of her love machine - the 
hair and the slit were already wet from her love 
juices. 

My fingers slid around the top of her slit, moving from 
her clit to her love hole. I inserted one finger into 
her hole at the same time that I bit harder on her tit, 
which was still in my mouth. She responded with a 
deeper gasp, followed by a low moaning sound. 

"Deeper, push your finger in deeper!" she groaned. Her 
legs tightened around my hand, forcing my fingers 
deeper into her cunt, while her hips started to rotate 
on the couch. "Oh, does that feel good! Keep it up!" 

I thought that, if one finger was causing all this 
emotion, what would two do? I slowly inserted a second 
finger into her cunt, and started moving them in and 
out. She spread her legs now, giving me a much better 
access to her love hole. She arced her back, and her 
stomach muscles seemed to suck my fingers deeper and 
deeper into her each time I pumped her. Her deep 
breathing was replaced with a continuous groan of 
pleasure, as she reached higher and higher heights of 
pleasure. 

Taking a risk, I moved my tongue from her tits to her 
clit. Making room with my hands, I buried my mouth into 
her cunt, licking and sucking everything that felt warm 
and wet. 

"My clit - suck my clit!" Sandy yelled. "Oh, YES! Suck 
it hard - very hard! Don't stop!" I found it and 
complied. 

Her movements became uncontrollable, just like they had 
that night in the classroom. Her breathing turned into 
one continuous loud groan, as she gasped "Harder, 
harder, HARDER! Come on! Coordinate your fingers with 
your tongue! I'm going to CUM! Come on. MAKE ME CUM 
NOW!!!" 

She reached climax, thrashing about on the couch and 
soaking my mouth, my hand and the couch with her love 
juices. I continued sucking her clit and pumping her 
love hole until she begged me to stop. 

"Please, please stop! I beg you, stop and give me a 
chance to recover," she cried. "I can't stand it 
anymore. Pleeeease stop!." 

I slowly removed my fingers from her cunt. She had 
clenched her thighs together so closely that it was 
difficult for me to remove my hand. When I finally did, 
she laid down on the couch and pulled me on top of her. 

"Oh, Steve, that was great! You sure have learned a 
lesson or two! Come here, hold me tight. Let me regain 
my breath. Let me feel all of you!" 

Her legs encircled my. Her hands had grabbed the back 
of my head and forced my lips down onto hers. I kissed 
her, and quickly found her tongue darting back and 
forth inside my mouth. My cock, caught between our two 
bodies, buried its head into her cunt hair. It felt 
great having my big cock nosing around in hair 
surrounding her cunt! 

Sandy wiggled her hips, massaging my cock with a 
combination of her cunt and tummy. I could feel its 
head swelling, getting even harder, as my balls 
threatened to explode. Sensing this, she stopped, and 
pushed me away from her. 

"I'm not ready to let you cum yet. In fact, we've only 
completed the review of the last lesson," she explained 
in a voice that was still husky. "I want you to hold 
yourself until we get into the new lesson." 

"But Sandy, I'm so close that it hurts to stop. If you 
don't complete this first lesson, I'm afraid I'll cum 
anyway." 

"I've got just the remedy for that situation," she said 
in a knowing fashion. "Just sit up and wait for me to 
come right back." With that, she swung off the couch 
and walked over her bathroom. 

Emerging a few minutes later, she was carrying what 
looked like a tube of toothpaste. The writing on it, 
however, was either Chinese or Japanese, I couldn't 
tell which. She took the tube, removed the cap, and 
spread a white cream onto her hands. 

Kneeling in front of my pulsing penis, she took my cock 
in both her hands and gently massaged the cream onto 
it, starting at its head and working all the down its 
elongated shaft. 

Her hands felt like heaven. The cream, cold at first, 
took on a warming feeling as her fingers deftly 
massaged in into my whole cock. 

My orgasm, which had threatened to erupt at any second, 
gradually was replaced with a slight numbing sensation, 
followed by a feeling of immense pleasure. It was 
difficult to describe. The feelings I was getting from 
my cock were different than anything I had ever felt. 

I was on a high emotional plateau, higher than anything 
ever before, but at the same time I knew that I was 
nowhere close to cumming. Whatever it was that she put 
on my cock had taken the sharp peak off my high but 
replaced it with a general feeling of much greater 
pleasure. 

"This is an ointment I found last year when I visited 
China," she explained. "I've always wanted to try it on 
a man, but this is the first time I've had a chance. It 
works wonders on me, and I think it will help you, too, 
to control you organism." Finishing the application 
with a long, tender kiss to my penis's head, she said 
"Now you are ready for the next lesson." 

Having said that, she slowly stood up and took my hand. 
I joined her, and followed her into her bedroom. 

"This next lesson will deal with penetration. I'm going 
to show you different ways to enter a woman, and 
explain how each affects her. You'll not have to worry 
about cumming - that ointment I put on you will last 
for a long time and will stop you from getting too hot 
while still allowing you to feel everything! This way, 
we can both try many different things." 

She laid down on the bed, and pulled me over her. 
Taking my cock in her hand, she guided in into her 
cunt, but left it just touching her cunt lips. I could 
feel that they were soaking wet again. 

"Now, this is the missionary position. Its the way most 
people make love. Let's try it, and get an idea as to 
how it feels. Go ahead, push your dick into my cunt. It 
will slide in easily after a little bit of pressure." 

I did exactly as I was told. Sure enough, as I first 
pressed my cock into her, there was a lot of 
resistance. Then, slowly, her cunt lips opened up and 
accepted my cock. I slide it in all the way. It felt 
like it was encased in warm, wet velvet. 

"Oh, Sandy, that feels great!. This is the first time 
I've ever did this to anyone. Does that mean I'm not a 
virgin anymore?" I asked. 

She laughed. "Yep, it looks like I have deflowered my 
first male virgin. From now on, you'll not have to 
worry about lying to your friends when they talk about 
'making it' with a girl. You're going to 'make it' with 
me before we finish." 

Her hips started to move. My body, possessed as if with 
a mind of its own, responded in sync with her body 
movements. Soon, our bodies were slapping together like 
old pros. 

"Oh, oh, you ARE a fast learner," she grunted. "Keep on 
moving, but harder. That's it - push in hard when I 
lift my cunt up. Yes! Yes! Harder!!" 

She lifted her legs onto my waist, encircling it. This 
allowed her to use her leg muscles to drive me deeper 
and deeper into her waiting cunt. I could feel all the 
pleasure she was giving me, and my cock getting ever 
bigger and stiffer, but I felt no urge to cum. That 
stuff she used was really working! 

"Yeah - yeah - yeah - keep it up. Now - harder!! Slam 
that stiff rod into me harder! Make me feel it! Good, 
good! Now harder still - don't worry, it doesn't hurt. 
It feels good! Yeah, oh yeah, you've got me there 
again! I'm right at the crest! Keep doing it! Harder! 
HARDER!! I'm cumming AGAIN!!!! Oh yes, I'm CUMMING OH 
GOD!!" she screamed into the air. 

And cum again she did - if I thought that she thrashed 
about the last time, I was wrong! She bounced all over 
the bed, dragging my body along with her. And all the 
time she remained impaled on my stiff rod. 

Her panting eventually slowed down to normal breathing. 
I could see that her body was now clothed is a light 
sheen of sweat. Her nipples were as hard as my cock, 
and was she FLUSHED! But, apparently she had not had 
enough yet. 

"Ok, oh, OK ... that was great. You are a very good 
learner. But please, leave a little bit of energy left 
for me! I want to make you cum later, and that will 
take a lot! So, for the next few exercises, try them 
out, give me pleasure, but stop before I cum again. 
I've never cum more than three times, even when I 
played with myself!" she said in a hoarse voice. 

By now, I was getting into this. I'd lost my timidness, 
and was raring to try more! So, as she rolled over, 
exposing her ass to me, I took my cock in my hand and 
thrust it into her ass! 

I must of gotten lucky, because it hit its target on 
the first try. I felt a different type of hole in her, 
one that was very tight and only lubricated from her 
cum fluids that had dripped onto it from our earlier 
love-making. My aggressiveness must have hurt her a 
little, because she gasped and said, a little startled, 
"Heah! Ouch! Not so fast! So you want to try it that 
way next? Ok, but first, we've got to prepare it with a 
little lubricant." 

Even though my dick did not penetrate her asshole, I 
have to admit that it felt great buried in her ass 
cheeks. As she moved just a little, it slid forward, 
and went between her thighs. She stopped getting up, 
and tightened her thighs. I moved around a little, 
experiencing the feeling, and savoring the lubricated 
feeling and softness of the insides of her thighs. 

I pulled back just a bit, and my cock started to ride 
in her slit, sliding from her asshole forward to her 
clit, then back again. 

"Um, that also feels good! But first, before getting 
into my cunt again, I want you to enter my ass!" she 
stated. With that, she released her thighs, rolled off 
the bed, and went to her dresser. Opening a drawer, she 
took out a bottle of cream and rubbed some on her ass. 

"Come over here and help me. Here, take a little of 
this on your finger, and slowly push it into my ass. 
Careful! This requires patience. You do not want to 
hurt your partner when you do this." 

With that, she bent over the dresser, spread her legs 
open, and revealed her asshole to my eyes. I took the 
cream, doing exactly what she asked, and, using my 
fingers, slowly filled her asshole with it. 

"Ah, that feels much better! Now, while I'm in this 
position, stand over me and replace your finger with 
your cock. Here, I'll help you guide it in." She 
grabbed my cock, guiding it to its new target. I felt 
my cock thrusting against her asshole. 

"Now, here is where you must be real patient. SLOWLY 
exert pressure against my ass muscles with your penis. 
That's it! But don't push too hard! Let it sort of ease 
in. Yeah, you're getting the hang of it! Now, now that 
it's slightly in, put a little more pressure on me. 
HOLD IT!! Stop right there!" 

Her voice was again getting a mixture or hoarseness and 
huskiness in it. I couldn't tell if she wanted me to 
stop because she was again close to cumming or because 
I was hurting her. 

"Am I hurting you? I'll stop if I am!" I said in a 
concerned voice. 

"No, you're not hurting me. I just wanted my ass to 
have a moment to adjust to your large prick! It is 
bigger than anything else I've put there before and it 
takes a moment to adjust." 

Sure enough, even as we were talking, I could feel her 
muscles relaxing, allowing my cock to ease further and 
further into her ass. Soon, I was all the way in. My 
stomach was hitting her cheeks, and my cock seemed to 
thrust right through her entire body. 

"Wrap your hands about my waist and hold me tight," she 
commanded. "I want you to pull me over to bed with you 
inside me. Then, sit down and let me sit in your lap." 

We did just that. I held onto her with all the strength 
in my arms, pulling her into a sitting position on my 
lap with my cock buried in her ass. She positioned my 
hands alongside her two breasts, such that my fingers 
were on her tits and my thumbs on her back. "Now, 
squeeze me tight with your hands," she asked. "I want 
you to push me up with your hands while I push with my 
legs. This way, you can really feel what it's like to 
fuck my asshole, and even hold my tits at the same 
time." 

We started. It didn't take long before her asshole was 
as loose as her cunt. The feeling was different than 
her cunt, but still very sexy. My cock felt like each 
inch of it had a hundred different fingers massaging 
it. Sandy appeared to enjoy it also, for she again 
started panting. I could feel her cunt dripping more 
love juices as she got aroused. 

Not wanting to cum again, she stopped, and pulled 
herself off my cock. As it left her asshole, I could 
hear a faint pop. 

"Now it's your time to cum," she declared. "Hold still 
while I put this second ointment on your prick." With 
that, she took another tube from her drawer and applied 
a clear gel-like substance to my prick. It felt hot, 
almost burning, but that feeling quickly faded away. 

"I want to wash you a little, to get all of the lotions 
off" she explained as she led me into her bathroom. She 
took a face cloth, wetted it, and gently washed away 
any traces of those lotions. When she finished, she 
took my penis in her mouth, and started sucking and 
pumping me. 

It wasn't long before the old feeling of almost cumming 
came back. By then, she was sucking and licking my cock 
from my balls all the way to its tip. I felt ready to 
explode. 

"Sandy, if you keep that up I'm going to cum in your 
mouth!" I yelped. Sandy stopped immediately, withdrew 
my penis from her mouth, and looked up to my face. 

"Good, you're ready for the final lesson of today. Now 
you get your chance to fill me with all your cum!" With 
that, we went back onto her bed. 

She made me lie down first, then climbed on top of me. 
Taking my dick in her hand, she guided my cockhead into 
her cunt, stopping just as her cunt lips opened up. I 
could feel her wetness dripping down onto me. I 
wondered if she was ready. 

"Now, in this position, it's up to the woman to do all 
the work. Depending on how she moves, she has complete 
control over herself and you. And I want to control 
your body!" 

And control it she did. First, she played with my cock 
head, using her cunt lips. She dragged it all over her 
cunt, from her ass to her clit. Then, centering it on 
her love hole, she lowered herself onto my cock, 
letting it slide all the way inside her. 

"Wow, what a feeling!" I exclaimed. She only laughed. 
"This is just the beginning, young man. I have complete 
control over you now!" 

Her stomach contracted, causing her cunt lips to close 
tightly on my shaft. She moved up and down, side to 
side, and started rotating her hips. Each thrust 
brought me to a higher level. Each time she slowed I 
could feel my balls actually hurting from the pent-up 
flood of cum that had been created. Each time I thought 
I would cum she slowed down, or stopped. 

It was agony and pleasure, all mixed into one big 
experience. She kept going this way for over thirty 
minutes. But I could see that she was having more 
trouble controlling herself than controlling me. 

Soon, she was panting. Then she started to moan. 
Finally, she threw her head back, tossing her hair high 
in the air, and screamed "OK - let's go it! All of it! 
RIGHT NOW!!!!" 

With that, she threw her body down onto me harder and 
harder. The sharp slap of our bodies meeting sounded 
like a whip cracking in the night air. I was soaked 
from her wetness, dripping it down my shaft and into my 
ass. The bed started moving around the room from the 
actions of our two bodies. 

I reached my cum point, and it felt like an explosion 
inside of my cock. My cum juices shot out from the tip 
of my cock, not in a spurt, but in a steady stream. 
Sandy came at the same moment, gushing her love juices 
all over me. I couldn't stop - I grabbed her waist, and 
shoved her down even harder than she was pushing 
herself - shoved so hard that it hurt when our bodies 
met. She loved every moment of it, screaming out with 
pleasure as we pursued our joint madness. 

Eventually we both drained ourselves. Stopping, I 
notice that sweat had pinned her hair to her brow. I 
was dripping sweat and cum from her and myself. We were 
both exhausted. 

Sandy collapsed onto my chest. I could feel that she 
was so exhausted that even her tits had gone soft. It 
was the first time that evening that I could remember 
them being soft. 

I started to remove my cock from her cunt, but she 
stopped me. "Let it stay there. Let it relax and shrink 
inside of me," she pleaded in a horse whisper. "I want 
to feel it go to sleep inside me, just like I felt it 
when it was awake." 

We eventually both fell asleep, still coupled together 
by my cock in her cunt. When I woke, it was almost 
midnight. We had been at it for nearly six hours! 

Sandy woke up shortly after me. We cuddled together for 
a little while, then got up and took a shower together. 
We had to, we were both glued together from our joint 
cum juices! 

As I got dressed, Sandy sat and watched me. Finally, 
she said "I'm too exhausted to get dressed. But I want 
to drive you home anyway." With that, she took a robe, 
slipped it over her shoulders, and walked with me to 
her car. 

All the way home, she left her robe open, letting me 
continue to gaze upon her lush, beautiful body. When we 
reached my house, she stopped the car, leaned over to 
me, and kissed me deeply. She took my hand, guided it 
to her cunt, and let me feel its warmth and softness. 

"This will be ready for your next lesson. Just let me 
know when you want another lesson," she whispered into 
my ear. "I think we have a great student-teacher 
relationship going, and want you to make the best of 
it." 

With that, she gently pushed me out of the car. As I 
staggered up to my home, I wondered what the next 
lesson could be ..... 


Part III 


Ms. Malone, early in our spring session that I was 
paying attention more to her body that to her class 
work. And she developed a very deep-seated interest in 
making sure that I was broken of that habit. Shall we 
say, she took a VERY personal interest in trying to re-
direct my attention from her body to her classroom 
material by providing some unusual after-school 
tutoring. 

It had been three weeks since her second tutoring 
session. I had been paying attention to the classroom 
work, and started making good progress in her course. 
For the first time since we started the semester, I 
really understood the course materials and was able to 
keep up with everyone else. 

It now looked like I would pass. It was no problem 
preventing myself from daydreaming about Ms. Malone (or 
Sandy, as she said I could call her out of school) 
since we had completed the two outside tutoring 
classes. Her methods had worked. 

In fact, I had become somewhat of a popular guy with 
girls of my class (something which never happened 
before the tutoring). Each day, at lunch or after 
school, there was always one or two girls talking with 
me, flirting, and generally doing what high school 
girls do when they are trying to attract a male 
student's attention. I had even gotten up the courage 
to ask several of them out on dates, which resulted in 
very pleasant experiences (though not as intimate as my 
experiences with Sandy). 

In short, it appeared that I was growing up, and was 
really starting to enjoy high school social life. 

My attentions to Ms. Malone, on the other hand, had 
dwindled in direct proportion to amount of attention I 
was getting from girls my age. In part, I guess, this 
accounted for the ease in which I broke away from my 
old habits of staring at Ms. Malone and daily visually 
stripping her clothing off while she lectured to the 
class. 

On this day, as both her class and the school day 
ended, Ms. Malone asked me to stay after school for a 
few minutes. Perplexed, since I knew that I was doing 
much better, I waited to find out what she wanted to 
say to me. 

When everyone else had left the classroom, she closed 
the door, isolating the two of us from the rest of the 
world. It was very similar to that first tutoring 
session, except this time I had no idea what she 
wanted. 

"Steve, I've been wondering what has happened to you in 
the past few weeks," she started. "When we finished our 
last session after school, in my car near your home, I 
recommended strongly that future sessions would be 
needed. Yet now, weeks later, you seem to have no 
interest in pursuing further help from me. What has 
happened?" 

"Well, Ms. Malone, I thought that I was doing well in 
class! And as long as I was, I thought that no further 
help from you was needed," I replied honestly. 

"You really mean to say that, since I taught you all 
those tricks, you've been too busy with all those 
little girls that hang around you every day to worry or 
even think about me! That's what you really mean, don't 
you?" she angrily proclaimed. 

She continued, "Did you think that all of those efforts 
I made to help you had no affect on me? That I didn't 
want to continue to teach you even more? That you can 
now go about living your life, fully convinced that you 
know all you need to know? You're a bigger fool than I 
thought, Steve!" 

Yipes! This was starting to sound like one of those 
late afternoon soaps that are on TV. She really sounded 
hurt, angry and even more than a little jealous! Before 
I could say anything, she continued her verbal attack. 

"You must be very self-centered, young man. To not even 
take into account my feelings, my desires, my hopes, 
while you freely give to those young wenches everything 
I so painstakingly taught you! Doesn't this interest 
you any more?" 

With that, she pulled her skirt up to her waist, 
revealing the fact that she had no underwear on. I 
could clearly see her naked pussy, surrounded by her 
soft cunt hair. I hadn't realized that she was dressed 
like that. In the past, I would have noted the lack of 
a panty line on her hips, or her thighs. But not today 
- maybe not for several days. 

Dropping her skirt back to normal, she stood there, 
arms held across her stomach, her boobs sticking 
straight out at me, looking me straight in the eyes and 
daring me to answer her accusations. 

"Ah, you see, I, ah, I really thought that you only had 
a professional interest in me, Ms. Malone. I thought 
that what you were teaching me was to become more 
aggressive, more outward, especially to females. And I 
have been. I've been having a good time after school, 
dating for the first time, seeing different girls, 
enjoying my life for a change. Wasn't that what you 
wanted?" 

"Yes, I wanted you to learn that. But I also wanted you 
to remember me, too! While you may have forgotten what 
we did together, my body hasn't! My panties have been 
wet every day for the last several weeks, watching you, 
sitting there in my classroom, having fun with those 
little witches sitting next to you. They've been wet 
with desire for your cock! Why couldn't you understand 
that?," she sobbed. 

I quickly rose from my desk and walked up to her, took 
her in my arms, and held her lightly. She laid her head 
on my shoulder, and soon the crying stopped. Wiping her 
tears from her face, she backed away from me and sat at 
her desk. 

"I guess you want something younger than me, younger 
than my 27 years," she stated matter-of-factly. "Well, 
maybe that's right, maybe you should. But I still want 
to teach you more, and enjoy you while you learn. Look, 
this weekend, I have a niece coming up to stay with me. 
She'll be here only for the weekend. She's about your 
age, and I bet she needs help as much as you do. Why 
don't you arrange to be free Saturday afternoon. I'll 
pick you up here at the school, take you over to my 
house, and let's see if I can't teach the two of you 
something you'll both not forget! Maybe it will also 
serve as reminder to you of what you were about to give 
up!" With that, she stood up, faced me directly, and 
challenged me with her looks to say no. I couldn't. 

"All right, Ms. Malone, I'll make sure I'm free 
Saturday. See you in the parking lot at 1 PM?" I 
reluctantly agreed. There went a date for the baseball 
game with Jane, the redhead that sat next to me in 
class. But I probably could arrange something for the 
following week with her. Better not to get Ms. Malone 
pissed off at me until after the school year ended. 

I met Sandy at 1 in the parking lot on Saturday as 
agreed. She was wearing a halter top, tied so tight 
that I could clearly see her tits straining against the 
stretched fabric. There was no bra on. And her shorts, 
they too looked like they were molded onto her body. 
There was no sign of anything under them, either. 

We drove over to her house without saying very much. 
She glanced at me several times, but didn't crack a 
smile until she caught me staring at her crotch. I had 
seen what I thought was a damp patch between her thighs 
as she shifted the car gears. She caught me staring at 
it. 

"Yes, Steve, I'm wet already. I'm glad you noticed. 
Maybe this day will turn out OK after all." 

We entered her house through the garage. This brought 
us directly into the kitchen. She led me to the window, 
which overlooked her pool. Sitting on the edge of the 
pool was a gorgeous looking girl, her niece I guessed. 
She had on a small two piece bathing suit, nothing much 
more than three small green triangles covering her 
crotch and her tits. Thin straps connected them 
together, leaving almost of her body exposed to my 
greedy eyes. 

Sandy watched my face as I gazed at her niece. Her hand 
moved to my groin, and slowly started massaging my 
dick. It wasn't long before she could my building 
erection through my pants. 

"Does she turn you on?" Sandy asked. "Or is it only my 
hand on your cock that is causing it to grow?" 

"She's very nice," I agreed, "but it definitely is our 
hand that is doing most of the arousing." With that, I 
turned towards her, put my arms around her back, and 
gave her a long, deep french kiss. As she wiggled a 
little in my arms, I let my hands drift down her smooth 
back, slip under her shorts, and massaged her bare 
hips, pulling them tighter against my aroused cock. 

As she responded by grinding her pelvis against me, I 
pushed the top of her shorts down, below her hips, 
giving my hands free access to her sexy backside. She 
responded by undoing the buttons to my shirt, opening 
it up to reveal my bare chest. She next took the bottom 
of her halter, pulled it up, freeing her nipples so 
that they could play on my bare chest. 

Just then her niece walked into the kitchen from the 
pool. 

"Oh, excuse me, Auntie!" she exclaimed, with a blush 
exploding from her bosom all the way to the top of her 
forehead. "I didn't know you were back. I'll just go 
outside, leave you here." 

"Don't go, Lynne," Sandy replied. "Lynne, this is 
Steve, my friend. Steve, my niece Lynne." I extended my 
hand out towards Lynne, to shake her hand, but she just 
stood there, staring at Sandy's exposed breasts and 
cunt. She was almost in a trance, totally absorbed with 
staring at her almost naked aunt. 

Finally, Lynne spoke. "Aunt Sally, what are you doing, 
standing there with your privates all exposed to a man? 
I'd, I'd better go back outside and leave you alone!" 
she said in a quivering voice. She started to move back 
to the door. 

"Lynne, look at me!" Sally commanded. Lynne stopped, 
turned, and looked at Sally. Sally raised her hands to 
her halter top, removed it, and then pushed her shorts 
down and stepped out of them. 

"Lynne, the naked human body is there to be enjoyed, 
not covered up. At least, not covered up in private. 
Steve is a friend, a very close friend, and you should 
consider him as part of our family. Now," as Sally 
moved over to Lynne, "if I can take all my clothes off 
in front of Steve, and not feel embarrassed, shouldn't 
you be able to do the same thing?" she asked. 

"I, I don't know, Aunt Sally," Lynne stammered. "It's 
just that Mom never said anything about something like 
this. Are you sure it's all right?" she asked. 

Soothingly, Sandy replied, "You know me well. I 
wouldn't do anything in front of you that I wouldn't 
want you to do in front of me," she explained. "You 
have such a nice body, there is nothing for you to feel 
ashamed about in showing it to my close friend. You'll 
not be showing him anything he isn't already seeing 
from my body, are you?" Sandy asked. 

Lynne still seemed hesitant, but didn't shy away as 
Sandy approached her and put her hand on her shoulder. 
Sandy moved behind Lynne, keeping her hand on her 
shoulder. Putting her other hand on Lynne's other 
shoulder, Sandy gently moved both straps of her top off 
her shoulders and let them hang around Lynne's arms. 

Moving to the clasp of Lynne's top, Sandy undid it, 
letting the ends drop but keeping enough tension on the 
front so that Lynne's boobs remained covered. I could 
see that Lynne's tits began to appear on the fabric as 
they got harder. Sandy knew what she was doing. 

Sandy loosened the material just enough so that the top 
slide lower, revealing just a hint of the deep red skin 
of Lynne's nipples. My body started to react to this 
movement as my cock regained it's lost rigidity. 

Lynne looked at my crotch and saw my growing erection 
pressing against my pants. Maybe it was unconscious, 
but she lightly wetted her lips with her tongue! 

Sandy dropped Lynne's top, revealing all of her young, 
firm breasts. Lynne moved her arms slightly, allowing 
the top to drift to the floor. Sandy moved to her 
bikini bottoms, and started pulling them down. 

Standing in front, I watched Lynne's pussy being 
revealed, inch by inch, as Sandy worked her bottoms 
off. I saw that it was covered only in light brown 
hair, so light and short that it looked more like fuzz 
than hair. It was a very erotic sight! 

In a few more moments, Lynne was standing there, 
totally naked. Sally moved her hands back to Lynne's 
boobs, and cradled each with a hand. As she squeezed 
and massaged them, Lynne's tits became even harder, and 
her nipples took a very dark red color as her blood 
rushed inside them. 

I moved forward and put one tit in my mouth. Gently, I 
stroked the outline of her nipple with my tongue, 
teasing her. Then I played with the very tip of her 
tit, finally grabbing it with my teeth and biting very 
gently. 

I could feel Lynne's body start to quiver and shake. 
Her emotions were building as both Sandy and myself 
caressed her. I ignored her other tit, and choose 
instead to drop to my knees in front of her, putting 
her pussy at my eye level. 

Lynne involuntarily clutched her thighs together, 
trying to protect whatever modesty she had left. But I 
persisted - kissing first her young, smooth thighs, 
then the front of her pussy. My hands gently took hold 
of her thighs, and spread them apart, just enough so 
that my tongue could stroke her slit. 

Sure enough, once my tongue got to her slit, I found 
that it was wet and well lubricated. My tongue found 
her clit, and started its slow, but relentless, 
stroking and licking. 

Lynne relented to my attack on her pussy, and loosened 
the pressure on her thighs. I was able to get my 
fingers between them, and started stroking the outline 
of her love hole while continuing my gentle assault on 
her clit. Not only was her body now shaking visibly, 
but a little moan could be heard coming from her 
throat. 

Sally, meanwhile, had started kissing her neck, just 
behind her ear. She played with Lynne's ear, thrusting 
her tongue in and out as she had taught me before. Her 
kissing moved forward, under Lynne's chin, and then 
upwards, until their two sets of lips met each other. 
As Lynne turned her head to meet Sally's kisses, I knew 
that we had made a convert of her! How could she 
resist, with Sally massaging her breasts, and kissing 
her lips, and I finger and lip fucking her pussy? She 
gave in fully to the experience, shattering any last 
resistance that might have left in her. 

Lynne opened her thighs fully, allowing me free access 
to all of her love hole. I took advantage by moving my 
lips over her cunt lips, and continuing to suck her 
clit while stroking her love hole with my fingers. I 
inserted one finger into her, and felt her shudder with 
delight and pleasure. But as I tried to push it in 
further, even though she was as wet as Sally got, I 
could not go very deep. Giving that up for the moment, 
I concentrated on working with what I had. 

Lynne's hips started to move with my fingers and 
tongue. Her cunt muscles were extracting every bit of 
pleasure out of my fingers that they could. Sally's 
tongue was buried deep in Lynne's mouth, and Lynne and 
taken each of Sally's breasts in her hands, trying to 
massage them in a clumsy fashion. 

A few moments longer, and Lynne grunted loudly, 
followed by a long sigh. She cried, "Oh, oh, OOOOHHH!" 
as she came. Her body jerked, uncontrollably, as I 
continued to nibble on her clit and finger her love 
hole. Her juices soaked my hand, my face, and oozed 
down the insides of her thighs. 

Finally, her legs couldn't keep her standing any 
longer. We both let her slide gently to the floor, 
where she collapsed, barely ably to keep herself in a 
sitting position. 

Sally and myself joined her, cuddled up together, and 
held each other in the way only intimate lovers can do. 
We both had found another love partner, one that we 
could equally enjoy together, teaching and being 
taught. 

Having relaxed together briefly, I realized that I was 
the only one still clothed. I got up, dropped my 
trousers, and pulled off my underwear. By this time my 
cock had shrunken back to its normal size, so it wasn't 
a great sight to see. But Lynne, apparently never 
having seen a man naked before, was looking at me with 
wide open eyes. Sally noticed, and motioned me over to 
the two of them. 

"Lynne, I'm going to show you a natural miracle, what I 
believe to be one of the wonders of the world. See 
Steve's dick? Well, it doesn't look too good right now, 
but watch what happens when I start playing around with 
it." With that, she took my limp penis in her mouth, 
and started to suck on it. 

"Yuk! That's dirty and awful!" Lynne exclaimed. "How 
can you do that?" 

Sally did not answer, but kept on ministering to my 
dick. It didn't take long - I could already feel it 
working its way deeper into her mouth as it got bigger 
and harder. Soon it was capable of standing on its own. 
Sally stopped, then, and finally answered Lynne. 

"Don't knock it kid, until you try it! But see what has 
happened it Steve's dick? It is now a full grown organ 
capable of exploring either your or my love tunnel. 
Maybe you'll get a chance later to try it yourself." 

I couldn't wait to put it in Lynne's mouth, and break 
through that innocence, but guessed that it might 
happen sooner or later if only I waited. 

Sally got up, followed by Lynne. Lynne went to pick up 
her swim suit and put in back on, but Sally stopped 
her. "Today, we stay this way - undressed and ready for 
more lessons whenever we want. In fact, I was thinking 
a taking a dip in the pool - anyone care to join me in 
the buff?" 

I hadn't noticed before, but Sally's house was situated 
on a top of a hill, with no one overlooking her pool. 
It was totally secluded, and a perfect place for 
daytime skinny dipping. Feeling just a little uneasy. I 
followed her out onto the deck. Lynne, probably more 
because she didn't want to be left alone than because 
she really wanted to, followed the two of us. 

Sally made a perfect dive into pool, barely causing a 
ripple on its surface. I, on the other hand, having 
never dived head-first into a pool (and especially 
without any trunks on) took a header that caused a 
tidal wave in the pool. 

More important to me personally, however, was the fact 
that the water slammed into my balls, driving them into 
my body, making me feel like someone had kicked them. I 
rose to the surface, groaning in pain. 

Sally paddled over to me, worry etched on her face. 
"What happened, Steve? Did you hit the bottom? Are you 
hurt bad?" 

"My balls, oh, my balls. They hurt from hitting the 
water! " 

Sally started laughing, laughing so hard that she lost 
her breath. She jumped out of the pool, helped me out, 
and laid me on top of the lounge chair. Then, ever so 
carefully, she started sucking my balls. She handled 
them so lightly, I almost didn't feel her fingers. Her 
tongue licked my scrotum, worked its way over to the 
bottom of my shaft, and then up towards the tip of my 
penis. 

While the pain didn't go away immediately, the pleasure 
that was radiating outward from my dick sure helped me 
forget the pain. Lynne, quietly watching, finally moved 
over the lounge and sat on the side opposite Sally. 

Looking at the two of them, both sitting on the ground, 
on either side of me, really made my dick grow quickly. 
Sally, with her hair cascading over her face as she 
worked my dick, on one side, and Lynne, who's boobs 
were just inches from my thigh on the other side, 
looked like two pictures out of Playboy magazine. I 
reached out for Lynne, and pulled her over to me. 

I kissed her, lightly on her lips. I was surprised when 
she returned my kiss with her tongue darting into my 
mouth! We exchanged kisses for several minutes. My 
hands had found her clit and were gently rubbing it. 
moving around her juices which once again were flowing. 
This time she did hesitate, but opened her thighs to 
give my hand room to play. 

Sally sat down between us, with a leg on either side of 
Lynne. "Lynne, why don't you take your finger and play 
with my cunt like Steve is doing with yours?" Sally 
asked. She then took Lynne's hand and guided up to her 
cunt, letting Lynne get the feel of it. 

As Lynne got better at fingering Sally, I could see 
that Sally was getting hot. Her cunt was wet and 
glistening, and her stomach muscles started to work at 
moving her clit around Sally's hand. 

I pulled my hand away from Lynne's cunt, and, taking 
Lynne's hand, showed her were to insert her finger into 
Sally. As her finger went in, I watched Sally give 
control of her body to her passions. She lifted her 
ass, balancing herself backwards on her feet and her 
hands, giving Lynne full and total access to her love 
hole. 

Lynne looked like she was enjoying this. I could her 
wet her lips again with her tongue, and knew what I had 
to do. Taking her head, I gently pushed it forward, 
onto Sally's cunt. At first, Lynne resisted, but before 
long I could an experimental flick with her tongue into 
Sally's groove. That was followed by another, and 
another, until Lynne was working Sally's clit with her 
tongue like a professional. 

All of this was not lost on Sally. By know, she was 
again bucking like a wild horse. I knew Sally was 
close, and urged Lynne to pick up the tempo. She did, 
and Sally quickly climaxed, gushing juices out of her 
cunt all over Lynne. I forced Lynne's head to stay over 
Sally's cunt, making her lick Sally's love juices. All 
it took was one taste, and Lynne needed no further 
encouragement. She soon licked Sally clean. 

This action left my dick hungering for attention. Sally 
again seemed to know what was on my mind, for she 
quickly looked at me and said, "Poor boy, here are all 
the girls achieving orgasms while you don't! Come on, 
get up and go into the house. Lynne, follow us!" 

We went back into the house, following Sally downstairs 
to the basement. There, in a room off to the side, was 
a well padded bench, similar to those you see in weight 
lifting sets. 

"Lynne, lie down on that bench, with your legs on both 
sides. Steve, when you finger fucked Lynne earlier, 
were you able to get your finger in all the way?" 

"No, Sally, I couldn't. She was certainly wet enough, 
but there seemed to be something stopping my finger 
from going any deeper." 

Sally seemed happy with my statement. "That, Steve, is 
an unbroken hymen. That means that Lynne, here, is a 
true virgin, just like you were a while back when we 
started our tutoring. You're going to get to deflower 
your first virgin, just like I did to you." 

Even though I wasn't really sure exactly what she 
meant, my instincts must have taken over, because my 
heart was beating very fast, and my dick was extremely 
hard. 

Lynne asked, "Aunt Sally, what will Steve do to me? Is 
he going to put that large dick of his into my cunt?" 

"Yes, dear niece, he is. But I'm going to help him, and 
by doing that, you won't hurt too badly. But be warned, 
it will hurt some. I'll be right here, though. And 
remember, isn't it all in the family?" 

Lynne nodded, and Sally immediately started to work on 
her cunt. With her legs spread wide by the bench, Sally 
had no problems getting her fingers into Lynne's love 
hole. Soon Sally had inserted three fingers, but all of 
them went only a short distance into Lynne's cunt. 

Lynne by now had succumbed to pleasures emanating from 
Sally's kissing and fingering. Her body was arched 
backwards slightly, urging Sally on. Her tits were 
pointed straight up, and were flaming red in color. 

Sally motioned me to move between Lynne's legs. When I 
did, Sally took my cock, fingered it lightly, and then 
guided it into Lynne's waiting hole. 

"Steve, this will take some skill on your part if Lynne 
is not going to hurt too much. Work your dick in and 
out only as far as it will go. Let her cunt adjust to 
its size. Then, when I tell you, push as hard as you 
possibly can. You'll have to thrust two of three times, 
but you'll know when you've broken through. Now here's 
the hard part - DON'T pump her after you've broken 
through. You'll only hurt her more. Just stop for a few 
moments, let her calm down, then get off her. Mount me 
and finish off in my cunt. OK?" 

I nodded agreement - it didn't seem right, but Sally 
always knew what to do before. 

Lynne also nodded, and eagerly took my dick inside her 
cunt. Doing exactly what Sally said, I played around 
with her cunt lips, letting grow to adjust to my dick. 
Lynne, however, was hotter than either Sally or myself 
thought. She started to cum before I thrust my dick 
full into her. 

"NOW, Steve, push hard NOW!" screamed Sally. 

I did, pushing with all the strength that I had in my 
dick and my legs. Once, twice, then, on the third 
heave, I felt my prick break through Lynne's hymen and 
bury itself deep into her vagina. 

Lynne, having been screaming in delight just a few 
moments earlier, suddenly howled in pain as my cock 
broke her virginal barrier. Even though I wanted to 
keep going, I stopped just like Sally had asked. 
Gently, I removed my dick from Lynne's cunt. 

As it came out, I noticed that it was dripping blood! 
Looking at Lynne's cunt, blood was coming out from 
there, too. 

"Oh my God!" I screamed, "What happened to her? I must 
have hurt her real bad," I cried. 

"No, Steve, that's only natural. Her bleeding will stop 
in a few moments. Now quick, before you get small, get 
into me!" 

Turning, I saw Sally laying on her back, thighs wide, 
with her hands holding her cunt lips open for my dick. 
I moved over to her, laid down, and put my dick into 
her warm, waiting cunt. It wasn't long before I came, 
pouring forth my fluid into her waiting love hole. 

I quickly dismounted from Sally and knelt beside Lynne. 
Her face had returned to a more normal color, and a 
small smile was on her lips. 

"I saw how deep you went into my aunt. I want you to go 
that deep into me, too, Steve." She then hugged me 
tightly, holding my face against her firm breasts. 
Sally joined in our hugs, and again we three cuddled 
together and recovered from the joys of our love-
making. 

Sally was the first to get up. She came back from her 
bedroom carrying a small box. Opening it, she took out 
a vibrator and attached a rubber penis to its head. 

"Lynne, since you so dearly wants Steve's dick to be 
buried in your cunt, and I don't want to just stand 
around watching you two funk each other, you're going 
to use this vibrator on my cunt while Steve is working 
his dick into yours. Have you seen one before?" 

"Aunt Sally, if we hadn't done today what we have 
together, I'd never admit it, but yes, I've not only 
seen one before, but have used it on myself, only not 
deep enough to do to me what Steve did earlier. I think 
I can handle it so that you'll have great pleasure. 
I'll make sure I give you the same pleasure that Steve 
will be giving me." 

I moved so that my face was buried between Lynne's 
legs. After hearing that she really wanted me deep 
inside her, I couldn't wait to try. I no longer was 
afraid of hurting her. I greedily assaulted her cunt 
with my tongue, sliding it along her slit and getting 
her fluids moving. 

Sally had moved so that her cunt was exposed fully to 
Lynne, but at the same time could grab my dick and 
start sucking it. Telling from the way that she 
started, I knew that I would be ready to plunge into 
Lynne's depths. 

Lynne also went to work on Sally, and soon the vibrator 
was buried deep in Sally's cunt. We continued to play 
with one another, lifting each other up, close to 
cumming, then slowing down again, extending the 
pleasure as long as we could. Each of us could almost 
feel when the other was getting close, and 
instinctively backed off just enough to let each other 
cool down, but not get cold. 

Lynne stopped her fun with the vibrator long enough to 
say to me, "Steve, I don't want to rush you, but I want 
to feel your big dick in my cunt now!" With that, she 
rolled onto her back, spreading her legs wide and 
holding her cunt lips open for my cock. 

I mounted her, easing my cock into her love hole, and 
paused when my dick had just penetrated her. Lynne 
wiggled around on the floor, trying to entice me to 
drive my rock-hard dick further into her waiting hole. 
But I held back, wanting her to ask me to drive it in. 

Before I knew what happened, Sally was kissing my lips, 
forcing them apart with her tongue. While I was working 
myself into Lynne, she had straddled her, allowing 
Lynne free access to her cunt with the vibrator while, 
facing me, was able to kiss my lips. I was so startled 
that I plunged my dick all the way into Lynne. Lynne 
cried out, just a little, but soon her cries were 
replaced with moans of pleasure, as I started riding 
her harder and harder. 

Lynne not only kept up with my ride, but applied the 
vibrator to Sally every bit as hard as I applied my 
dick to her. This resulted in all three of us moaning 
in delight and pleasure as we reached a mutual high. 

My dick got harder and longer the more I plunged it 
into Lynne. There was no question now that Lynne felt 
only pleasure - you could see it in her eyes, hear it 
in her moans of pleasure, and I could feel it through 
the way her vagina gripped my dick and refused to let 
it go. I grabbed Sally's hair and pulled her face hard 
onto my, shoving my tongue into her mouth as hard as I 
shoved my dick into Lynne's cunt. 

I could feel the blood rushing to the tip of my tongue 
as Sally sucked hard on it. Her cheeks dimpled inward, 
putting more pressure on the sides of my tongue as she 
refused to let it go. 

Lynne wasn't to be outdone either - she took one of her 
fingers and inserted in into Sally's asshole while 
continuing to play with the vibrator in Sally's cunt. 
With that, Sally went truly wild! 

She started screaming, bucking wildly, as she came, 
triggered by Lynne's finger in her ass. Lynne wouldn't 
stop with either the vibrator or her finger, causing 
Sally to cum again. Watching her heaving, and the way 
her boobs pounced so high that they hit her chin, I 
redoubled my efforts to push Lynne over the pleasure 
edge. 

My efforts were working - Lynne got so involved with my 
dick tearing into her cunt that she dropped the 
vibrator, forgetting Sally as her eyes glazed over with 
passion and lust. She lifted her legs over my waist, 
and tried to drag me further into her battered love 
hole. Sally applied pressure to the top of Lynne's 
cunt, forcing it even harder against my driving dick. 
It was too much for both of us - Lynne screamed in 
pleasure, tossing her head from side to side as she 
came, soaking me and the floor beneath us. 

That was all it took for me - I unleashed the pressure 
in my balls with a shot of cum fluid that Lynne could 
feel over her waves of passion. I shoved my cock into 
her as hard as I could, using every muscle available to 
me, draining myself into her hole. 

She shoved me out of her cunt and grabbed my dick. 
Pulling so hard that it hurt, she inserted my dick into 
her mouth, and finished off what her cunt had started. 
I'd never been sucked so dry before, not even by Sally! 
When Lynne was finished, there wasn't a drop of cum 
left in my dick. 

"Well," Sally commented when we were through, "it looks 
like both of you need little in the way of additional 
education from me. Watching your performance today, I'd 
say that you both earned an 'A' in lovemaking." 

"Aunt Sally, if you ever want me over again, I'll be 
more than glad to stay. Especially if Steve is around." 
Saying that, Lynne got up and slowly walked to the 
pool, her hips swaying side to side with all sorts of 
love hints behind the motion. 

What had Sally started? Would we ever be the same 
again? Would we ever get together again? Only time 
would tell... 

END

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The author does not condone child abuse, this story is
meant as an erotic fantasy not real life. Anyone acting
out such scenarios in "real life" can look forward to
many unproductive years getting it up the butt by a 
fellow convict in their local prison.
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Kristen's collection - Directory 49