Please note: All characters in this story are fictitious, any similarity to persons living or dead is purely coincidental. The author does not necessarily condone or endorse any of the activities detailed in this story, some of which are dangerous or illegal.
Please keep in mind the difference between fantasy and reality.

The Airplane Flight
version two
by Janus
Copyright 2005

Authors's note: This is the second version of this story. The first version of this story is available here.

Leah was among the first group of passengers to board the plane from Miami to Tucson. She was looking forward to a quiet flight home especially since she was flying on Christmas Day. The twenty-five year old woman had expected the plane to be quite empty but she had been surprised to arrive at the gate and find the concourse jammed with people. “Oh well,” she thought to herself, shrugging. “At least I requested the last row of the plane so I get to board first.”

The young woman navigated the narrow confines of the cabin aisle with ease, expertly maneuvering her carry-on bag as she walked. Her shiny black dress pumps quietly clicked on the carpeted cabin floor as she walked. She had dressed up for the holiday and was wearing a rather short black skirt that only reached her mid-thigh as well as a dark red dress shirt with several buttons stylishly undone. Her long blond hair was pulled back in a ponytail and a pair of dark rimmed eyeglasses framed her pretty face. Tall and slim, Leah exuded the confidence of a young woman.

Upon reaching her seat, Leah was surprised to find a young boy already sitting in the same row as her, next to the window. “Oh, hi there,” Leah said. She smiled her warmest smile.

The boy turned his gaze from the window and looked up at her innocently. “Hi,” he said shyly.

Leah double-checked her flight ticket. “It looks like we’re going to be seatmates,” she told the boy, stowing her bag into the overhead compartment. “I have the seat right next to yours.” She sat down next to him.

“Okay,” he said. Apparently he wasn’t much of a talker. Pressing on, Leah kept talking anyway.

“My name’s Leah,” she said, holding out her hand. “What’s yours?”

The boy shook her hand in a solemn grip. “Matthew,” he told her.

“Nice to meet you, Matthew,” she replied. She studied him for a moment. His hair was brown and cut in an endearingly floppy manner, hanging over his ears and foreheads in a charming way. Otherwise, his jeans and sweater were mostly non-descript.

“So,” Leah said, leaning back in her chair. “Are you traveling alone?”

“Yes,” the boy said. “I’m flying to Tucson to see my grandparents for Christmas.”

“How nice,” Leah remarked. “I’m going to visit my parents. You must be a pretty brave boy for traveling alone. How old are you?”

“Six and a half,” the boy told her seriously.

“Wow!” Leah said, pretending to be impressed. “You must be very brave then.”

“I’ll be seven next month,” Matthew said.

Leah smiled at the little boy. Idly, she let her eyes drop to the crotch of his jeans before flicking them back to his face. Leah had been quite a precocious girl growing up and she had fond memories of “playing doctor” and experimenting with her next door neighbor, Andrew, who was the same age as her. She had never considered herself a pedophile but, even now, she always found herself getting aroused when reminiscing about Andrew’s hairless little penis.

Their play never elevated beyond youthful playfulness, however, but Leah still remembered feeling deliciously tingly as she and Andrew took turns poking each other between the legs with pencils. The games had started when they were both six and continued until Andrew moved away two years later. During that time period, the two kids showered together, explored each others’ privates, and spent the long, hot Tucson summer days lounging about naked in the basement as their parents sat unaware upstairs. Both children knew their parents wouldn’t approve so it was their secret to keep.

For the two years they were together, the most sexually explicit act Leah and Andrew had ever done was to sniff each others’ crotches. Leah still remembered pushing aside Andrew’s tiny and pink penis, pressing her nostrils against his hairless scrotum and taking a deep breath. Even today, the memory of that subtle combination of soap and mild boy musk made her pussy ache with pleasure. Still better was the memory of her own turn, the memory of the wonderful naughtiness she felt lying on her back and spreading her legs so Matthew could press his face into her innocent pink slit.

Looking at this boy sitting next to her on the plane, Leah couldn’t help but remember her childhood experiences. Matthew was a cute boy and he definitely looked a lot like Andrew did. He bounced up and down in his seat as he playfully kicked his feet, his untied shoelaces flapping against the seat in front of him. She turned to talk to the young boy.

“So,” she began, before suddenly stopping short. Matthew was openly staring at her chest. Glancing down, she realized her tight her form fitting shirt was and how her bra was slightly visible since she had undone so many buttons. Leah felt an uncontrollable twinge of excitement from the thought of this young boy staring at her body.

“So,” Leah repeated, clearing her throat. Matthew looked up at her face now. “So is this, um, your first time flying, Matthew?” she asked him.

“No,” Matthew told her. “I’ve flown lots of times before. Once I flew to California with my parents.” Leah noticed that as he reached the end of the sentence, his eyes glanced at her chest again before rising to meet her gaze.

“Oh, that’s nice,” Leah replied. She continued making small talk but her mind began racing.

“I can’t believe this little boy is checking me out!” she thought to herself. It was normal, though, she supposed. Even young boys were interested in the opposite sex. She recalled how even her younger brother would sneak peeks at Sears catalogs when they were growing up.

They chatted some more. Matthew’s eyes routinely would fleetingly peek at Leah’s breasts, plump and full underneath her form-fitting shirt. Each of his stolen glances only added fuel to her fire, making the twenty-five year old woman more and more excited.

“Well, two can play at this game,” Leah thought to herself, letting her eyes casually glance at Matthew’s crotch. She noticed that the boy seemed to be repeatedly scratching himself down there. “Is he rubbing his penis?” Leah wondered incredulously.

That was the final straw. Leah could no longer ignore the highly-charged sexual electricity coursing through her. The plane was rapidly filling up and Leah could see that the plane doors had already been closed. “Not much time before takeoff,” she thought to herself. Her pulse quickened as she reached down and grabbed her purse.

“Excuse me, Matthew,” she told the boy. “I think I’m going to use the restroom before the plane takes off.”

Matthew nodded. Leah stood up, not missing the fact that his eyes gave her the once over before she left. The bathroom was located right behind their row. Stepping through the tiny door, Leah locked it behind her and took a deep breath. Her heart was racing with excitement now. She studied herself in the mirror.

“Is this wrong?” she thought to herself. “Is it wrong for me to feel so horny because of this little boy?” The twenty-five year old swallowed hard. It did seem immoral but the more she thought about it, the more delightfully wicked it sounded. Suddenly, Leah felt like an innocent yet curious six year old again, getting excited from being so naughty.

“Fuck it,” she breathed. Quickly, she unbuttoned her shirt and removed her bra, freeing her ample breasts. Her nipples became hard from the cool air in the cabin bathroom. She buttoned up her shirt again, carefully leaving several buttons undone. Her shirt was now split open to just below her breasts and her cleavage would be easily visible depending on how far she separated her shirt collar.

Next, Leah reached under her skirt and yanked off her panties. Balling them up, she stuffed them into her purse, along with her bra. Feeling quite naughty now, she sized herself up in the mirror, nodding approvingly at her nipples poking out underneath her shirt.

Leah exited the bathroom and returned to her seat just in time. The flight attendants were making their final pass before taking their own seats. One flight attendant was busy with Matthew, helping him buckle his seat belt as Leah waited in the aisle.

“Oh, excuse me,” the flight attendant said, noticing Leah waiting for her seat. “I just need to help this boy with his seat belt.”

“Don’t worry about it,” Leah said warmly. She watched as the flight attendant successfully snapped the buckle into place.

“There,” the flight attendant told him. “If you need anything, just press this button here and I’ll come help, okay?”

Matthew nodded. The flight attendant smiled at Leah and moved aside. Leah sat down and grinned at Matthew as the plane began taxiing down the runway. She was gratified to see him return the smile. She was careful to sit straight, pushing her chest forward to make sure her breasts appeared their fullest. Glancing from the corner of her eye, she was pleased to see Matthew looking at her chest again.

The plane took off. Leah waited until the ‘fasten seatbelts’ sign was turned off before plotting her next move. “Do you have to use the bathroom, Matthew?” she asked. “If you do, I can help you with your seat belt.”

“Um, okay,” Matthew said after considering for a moment. Leah reached over and pulled at the metal buckle. Her heart skipped a beat when she felt her fingers graze the cotton of his sweater.

“Hmm,” Leah said. “I can’t get it to unbuckle… Just a second,” She undid her own seat belt and stood up. Bending down low, Leah pretended to inspect his seat belt buckle all the while knowing the six year old boy was getting an eyeful of her breasts through her unbuttoned shirt as she bent over.

“Hmm,” Leah said again, glancing up at Matthew’s face. His expression revealed that her plan was a success. She fiddled for several more seconds before finally undoing the buckle.

“There!” she told him. “All set. You go to the bathroom and I’ll wait here.” She stepped aside to let him pass. He clomped past her. Leah was amazed he could walk at all with his untied shoelaces.

She sat down and waited for him to return. Leah could still see the expression on Matthew’s face as he looked down her shirt at her bare breasts. She now recognized it as the same expression Andrew wore when she was little and they played their games. It was a mixture of curiosity and innocence and sexual longing that sent shivers down Leah’s spine. She could a hint of wetness between her legs.

Matthew returned. “Here I am!” he announced. Leah laughed and stood up to let him get in his seat.

“Matthew,” Leah said, “do you want to leave your seat belt off or should we buckle it up again?”

“Ummm,” Matthew said. Leah could see the wheels of his mind spinning. “Buckle up,” he told her.

She smiled at him. “That’s what I think too. Here, let me help you.” Leah bent over again, taking her time to fasten the seat belt and make sure it was securely buckled. When she sat back down, she Matthew smiling at her with a silly expression on his face.

It was all laughing and talking after that. The flight attendants arrived to serve drinks and Leah kept up a breezy chatter with Matthew, asking the little boy about everything from his pets, to school, to his favorite TV shows. They had only been chatting for half an hour when Matthew asked to go to the bathroom again.

“Again?” Leah asked, her eyes twinkling at him.

“Yes,” Matthew said, nodding earnestly. “I have to go again.”

“Well, okay,” Leah replied, playing along. “Let me undo your seat belt.” She gave the little boy another nice long view before letting him scamper off to the bathroom. She hadn’t been sitting for ten seconds when Matthew returned.

“Done already?” Leah said, feigning incredulity.

“Yup,” Matthew said. He sat down and waited for her to buckle him up again.

Unable to contain an impish smile, Leah bent over again to fasten his seat belt. “Well, mister,” she thought to herself, “if you’re going to play games then why shouldn’t I?” As she tinkered with his seat belt, Leah let the sides of her hand press against his legs, brushing the denim fabric of his jeans. He didn’t protest so Leah let her fingers graze against the crotch of his jeans. Once. Then twice. Finally, she buckled him in and, unable to resist, gave his denim-covered crotch a little squeeze.

Her heart raced and she felt her knees tremble as her fingers closed around something. Sitting back down, Leah could feel the blood rising to her face. She felt unbelievably horny now. Looking into Matthew’s face, Leah saw him looking at her with an expression of delight and excitement. Her eyes returned to his crotch and she was shocked to see his hand kneading the lump of denim between his legs.

Leah took a deep breath and crossed her legs, certain that other passengers would soon be able to detect the scent of her aroused pussy. The wetness was undeniable now and she squeezed her thighs together to relish the sexual energy flowing through her body.

It wasn’t even fifteen minutes later when Matthew asked to go the bathroom again. This time there was no pretense of being surprised at his asking again. Leah stood up and gave him another view as she bent over him. Boldly, she let her fingers brush against his crotch until she felt something small and hard beneath her fingertips. Leah thought she would faint from the pleasure of touching this little boy.

Reluctantly, she undid the seat belt. “Wait,” Leah said as Matthew passed her, “why don’t you tie your shoelaces, honey? You’re going to trip and fall.”

“Oh, it’s okay,” Matthew said shrugging. “I don’t know how to tie shoes anyway.”

Leah sat mulling this as Matthew disappeared into the bathroom. Suddenly an idea took root in her mind. Inspired, Leah stood up and opened the overhead compartment. Sifting through her carry-on bag, she found what she was looking for: her running shoes.

Matthew returned and sat down in his seat. He looked up expectantly at Leah, waiting for her to buckle him up again. Instead, she sat down next to him.

“Matthew,” she said. “Were you serious when you said you couldn’t tie your shoes?”

Matthew smiled sheepishly. “Yes,” he said, his ears turning a bit red. “The teachers tried to teach me but I couldn’t do it.”

Leah smiled at him. “Well, how would you like to me to teach you now? We have a few hours ahead of us.”

“Umm, okay,” Matthew said.

“Good, good. Now why don’t you turn your body and face me. That’s right. Now prop your foot up on the seat like this…” Matthew now sat with his right foot up on the seat while his left dangled below. “Perfect,” Leah told him. “Now I’ll tie your shoelaces first and you watch…”

She demonstrated twice, tying, untying and tying his shoes again. “Now you try,” she directed the boy as she undid his laces. Leah watched as Matthew clumsily attempted to tie his shoelaces. “Nope, not quite like that,” she said. “Like this… try again.”

Leah could see the frustration mounting on the boy’s face as he unsuccessfully attempted to tie his shoelaces. “Time to move to the second phase,” she thought.

“Okay, Matthew,” she announced, “maybe it would help if I tied my shoes too at the same time. I have my running shoes here and we’ll practice tying together…” Leah slipped off her black pump and slipped her foot into her running shoe. Her heart began beating faster again at the thought of her next move.

Biting her lip in anticipation, Leah moved slowly. She turned her body so she was facing Matthew as he sat on the seat. Then bent her left leg and sat half Indian-style on the seat. Then, very deliberately, she moved her right foot up onto the seat, her skirt opening to reveal her bare crotch spread open before the six year old boy.

Leah shivered in sexual delight as she watched Matthew’s expression as he stared at her pussy. He seemed fixated on it. Loving the attention, Leah hiked her skirt up a bit to make sure he had enough light to see down there.

“Okay,” she said, “let’s tie our shoelaces, shall we?” Leah went through the motions but she could tell Matthew wasn’t listening at all. She glanced down at herself and saw her pussy proudly on display. She was completely hairless except for a small strip of hair (her ‘mohawk’ she called it) above her slit. Her darker lips were stretched open in anticipation, framing her pink wetness, and her clit, an inflamed and round little button, was clearly visible.

Leah could feel herself getting wetter and wetter as Matthew stared at her pussy. He was kneading the lump in his crotch again, too young to realize it was taboo to do such a thing in public.

Leah gave up the ruse of tying her shoelaces and let Matthew stare for a long moment before speaking. “What’s wrong, Matthew?” she asked.

The little boy finally broke his gaze from her crotch. “Nothing,” he croaked.

“How come you’re touching your jeans like that?” Leah asked innocently.

The boy shrugged, appearing embarrassed for the first time. “Um, I don’t know,” he said finally.

Taking the bull by the horns, Leah leaned in closer to him and asked softly, “Is it because your penis is hard?”

Matthew looked at her, surprised that she had known. He didn’t answer.

“Is your penis hard?” Leah asked again.

“Yes,” Matthew admitted hesitantly.

Leah felt a surge in her pussy. Now she could smell the heavy musk of her arousal tickling her nostrils. She reached out and rubbed Matthew’s denim-clad crotch. “Does it hurt, honey?”

“Um, I don’t know.”

“I can help you,” Leah cooed, her horniness boiling over. “Do you want me to help you?”

Matthew didn’t answer. The little boy was too overtaken by the sensations as this older woman massaged his crotch with her hand.

“Come on,” Leah said, sitting up normally in her seat. “Let’s go to the bathroom together and I’ll see what’s wrong…” She took his hand and felt only a second of hesitation before Matthew got up and followed her to the bathroom.

“Lucky that the bathroom is at the rear of the plane,” Leah thought. Casting her eyes around the cabin plane, Leah saw the coast was clear. She opened the door and hurried Matthew inside before stepping in herself.

There was barely enough room for the two of them. “Here, Matthew,” Leah said, directing him. “Why don’t we close the toilet seat and then you can stand on it?” Without waiting, she lifted the boy onto the seat. There was just enough room for him to stand on the seat without hitting his head.

“Now let’s see what’s wrong with your penis, honey,” Leah murmured in a husky voice. Matthew stood with his hands at his sides as she fumbled with the catch of his jeans. Her fingers were shaking now and even her knees were buckling with nervous anticipation.

Leah squatted down on the floor so that she was eye level with the little boy’s crotch. Holding her breath, she pulled his jeans off, her eyes lighting up at the sight of his plain and white boy’s underwear. A small bulge was evident.

Deep down, Leah knew what she was about to do was illegal but the thought only added fuel to her fire. Hooking her fingers into the elastic waistband of Matthew’s white underwear, she slowly tugged them down to join the jeans around his ankles.

Leah breathed a sigh of pleasure as the boy’s penis came into view. It was perfect. A fleshy little tube of milky white skin capped by a light pink head. Matthew was no more than two inches long but the sight of it supercharged Leah’s hormones more than any of the full-grown adult penises she had ever seen.

Leah’s hand moved of its own volition to gently caress Matthew’s baby penis. The little boy flinched slightly at her touch.

“Don’t be afraid, Matthew,” she assured him. “Don’t be afraid.” Her hand explored the innocent softness of his unblemished penis, reveling in its taut hardness. She couldn’t believe how something so beautifully childlike could also be so undeniably sexual in its determined erectness.

Remembering a scene from her childhood, Leah lifted Matthew’s little penis up and pressed her nose against his bare scrotum. She inhaled deeply. It was heavenly. Like his penis, his scrotum was still small and undeveloped and so flawlessly hairless.

Leah couldn’t resist any longer. “Don’t be afraid, Matthew,” she told him again. She opened her mouth and engulfed his erect little penis. The twenty-five year old woman savored the taste of the penis, letting her lips close around it while her tongue gently swished at its underside. She easily took his entire length in her mouth. Matthew gasped at the stimulation.

“That feels nice, doesn’t it Matthew?” Leah purred at the little boy. He was looking at her in wide-eyed delight and innocence now. She took his penis in her mouth again. Leah’s pussy opened with pleasure as she began giving the boy his first blowjob.

As she orally pleasured Matthew, Leah’s fingers reached underneath her skirt. She dragged a finger across her clit, luxuriating in the waves of sexual energy. She let her middle finger shallowly penetrate her wet vagina, pretending it was Matthew’s penis. A suppressed moan escaped her lips, the vibrations transferring to the little boy’s shaft.

Leah lost track of time. She was only aware of Matthew’s penis plunging in and out of her mouth in small, even strokes and her own fingers as they mercilessly tortured her swollen clit and dripping pussy. It seemed to go on for hours. She felt the sexual energy building inside her to its inevitable outcome.

Leah gazed up at Matthew and saw the six year old boy still gazing at her in wide-eyed pleasure. She watched as Matthew’s hands fidgeted at his side, restless because he didn’t know what to do with them. The tiny airplane bathroom was now heavy with the scent of her musky arousal. Leah was getting very close.

Suddenly, she felt Matthew tense. His legs trembled. And then Leah gave him the first orgasm of his life.

“Ahhhhh…” Matthew gasped in surprised as a powerful wave of pleasure surprised him. Leah pressed hard against her clit, overcome by the excitement of making Matthew come. Her own orgasm came crashing down on her body.

“Uh, uh, uhhhh…” Leah grunted, never letting her lips separate from the tiny penis in her mouth. Seventeen years of pent-up sexual frustration exploded in Leah’s body and she was overcome with bliss. Memories of Andrew’s penis washed across her mind as the orgasm wracked her body.

“Oh god, oh god,” Lisa said, her words muffled by Matthew’s penis. Spent, she collapsed on the bathroom floor.

Catching her breath, Leah turned her head to look up at Matthew. The boy still stood looking down at her. His jeans and underwear were still around his ankles and his little penis now hung forlornly limp against his hairless scrotum. Leah could see an expression of uncertainty and wonder on his face.

Swiftly she stood up and embraced him, her maternal instincts suddenly awake. “There, there, Matthew,” she said consoling him even though he wasn’t visibly upset. Not knowing why, she continued to soothe him.

“Did that… how did that feel, honey?” she asked rubbing his back. She held him close, pressing his face to her breasts.

“Um…” Matthew hesitated.

“I’m sorry, baby. Was it scary? Were you scared?”

“A little,” Matthew admitted.

“Oh, honey, I’m so sorry,” she comforted him. Leah hesitated a moment, feeling suddenly guilty. “Did it feel nice in the end though? Did it make you feel good?” She looked into his face. He thought for a moment.

“Yes,” he replied finally.

“Oh, honey, I’m glad,” Leah said, hugging him again.

They were both quiet for a moment.

“Come on,” Leah said. “Let’s go back to our seats.” Matthew stood obediently as Leah squatted before him again. She pulled his white underwear up again, stealing a final glance at his adorable little penis. Then she pulled his jeans up too.

Poking her head out the bathroom door, Leah confirmed the coast was clear before the two of them silently slipped back into their seats. Matthew sat and looked out the window for a bit, staring at the endless blue sky and minuscule scenery below.

“Matthew,” Leah said after a long moment. “If someone makes you feel good, there’s nothing wrong with that. You made me feel good and then I made you feel good, right?”

Matthew nodded.

“We didn’t do anything wrong,” Leah told him, “but you have to keep this a secret, okay? If you don’t we’ll both get in trouble. Do you understand?”

Matthew nodded again. Leah smiled at him. She took his hand and squeezed it affectionately.

They sat in silence for the rest of the flight. When the plane landed, the flight attendant arrived and told Matthew he should get his things and go to the front of the plane so he could leave first. The boy looked at Leah first, unsure of what to do. She nodded her head slightly.

As he passed by her, all Leah could do was pat his shoulder . Then he was gone, trotting down the aisle after the attendant.

The rest was a blur to Leah. Her mind was swimming with what had just happened and her brain needed time to sort things out. She automatically disembarked the plane and made her way to the luggage claim, barely registering the buzz of travelers around her. Leah could hardly believe what she had done: seduced a six year old boy. She wondered if she had lost her mind with this illicit and illegal action. Still, she couldn’t help but blissfully reminisce about the plane trip as she waited for her luggage.

While she waited, Leah heard a familiar voice behind her.


She turned. It was Matthew. He was on the opposite side of the baggage claim, flanked by his two grandparents. They had already retrieved his luggage and were getting ready to leave.

Matthew waved at her. His grandpa was already walking away and his grandma turned to take his hand.

“Who’s that?” she asked her grandson as Leah waved back.

“Just a nice lady I met on the plane.”

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