Author: Pookie
Title: Pookie | Melissa’s Secrets (Chapter 1)
Part: Chapter 1
Universe: Home
Summary: This is the story of Melissa's sexual awakening with the 
help of her friend Sarah and Sarah's mother.
Keywords: MF, mf, Mf, mF, FF, ff, Ff, Mult, cons, Lolita, bi, 
wife, inc, mother, son, bro, sis, fath, dau, span, lght, swing, 
group, 1st, oral, mastrb, toys, creampie, exhib, voy, teach, nud, 
teen
Revision: 1.05
Archive: ftp://ftp.asstr.org/pub/Authors/Pookie/MelissaSecrets
Mailing List:

*****************************************************************
                       STANDARD DISCLAIMER

The following piece of fiction is intended as ADULT 
entertainment. It contains material of an adult, explicit, SEXUAL 
nature. If you are offended by sexually explicit content or 
language, please DO NOT read any further.

All characters in this story are fictitious; any similarity to 
any persons, places, individuals or situations is purely 
coincidental. The author does not necessarily condone or endorse 
any of the activities described in this story.

This story may not be reproduced in any form for profit without 
the written permission of the author, Pookie 
(pookie_grrl@hotmail.com). This story may be freely distributed 
with this disclaimer attached.

Copyright © 2002-2012 Pookie. All rights reserved.

*****************************************************************

Melissa’s Secrets
By Pookie 


Chapter 1


Sarah and I were alone in her house on a Friday night. Her mom 
and dad had gone out to dinner, and let us order a pizza. We felt 
like big shots, being allowed to stay home without a babysitter 
for the first time. We were both twelve at the time, and being 
allowed to stay by ourselves was like being inducted into 
adulthood for two preteen girls.

Sarah was my best friend. We’d grown up as best friends. She was 
the one friend I knew I could totally be myself with. I couldn’t 
even remember the last time we were even mad with each other.

Our moms were best friends like us. They’d grown up together like 
we had. In many ways, we were mirror images of our own mothers. 
We were like younger versions of them. It seemed natural that 
Sarah and I would be close.

It was the middle of August, and we had only two weeks left 
before we would have to go back to school. So we were sitting on 
the floor in Sarah's bedroom talking about what it was going to 
be like being in the seventh grade, our first year at the middle 
school. We talked about what it was going to be like having 
different teachers for each class instead of being with one 
teacher for the whole day, and how much more homework we would be 
getting.

Eventually our conversation turned to boys, as did most of our 
conversations that summer. That was the summer of our big change. 
I guess I was luckier than a lot of girls. When the changes 
started happening to me, they were happening to my best friend at 
almost the same time. I had someone to share it with.

We had both started to grow boobs the previous year. Also, we 
both had our first periods this past spring, about a month apart. 
I was first. It would’ve been cool if Sarah and I had started on 
the exact same day though. These life-altering changes are a lot 
easier to handle when you can share the experience with someone 
close to you.

We’d both grown a few inches taller over the past year, but we 
were still about average height for girls our age. We both stayed 
in shape. I had to do gymnastics because of being on competition 
cheer squads. Sarah did gymnastics with me, just because we were 
best friends. She was never interested in cheering though, but 
she came to all my competitions and cheered for me from the 
stands.

Along with the physical changes we were going through came our 
interest in boys. And that brings me back to the conversation 
Sarah and I were having that night.

“Do you think your mom would let you go out on a real date with a 
boy?” I asked.

“I don’t know, but I hope so.” Sarah then asked, "What about your 
mom, will she let you go out on a date?"

I smiled with pride as I said, "My mom and I already talked about 
it, and she said I can date if I want to, as long as the boy was 
nice."

"Melissa, your mother is so cool,” she said. “I wish my mom was 
more like yours."

"Your mom is great,” I countered. “I think she's cool too. After 
all, she is letting us stay here alone tonight, isn't she?"

"Yeah, but I don't think she’ll let me go out on dates until I’m 
older," Sarah said. “I guess I could ask though.”

"Guess what else my mom told me."

"What did she say?"

"She told me about doing it with a boy," I said, grinning.

"You're lying, Mel,” she stated. “She didn't tell you that."

"Yes, she did,” I asserted. “She told me about sex and how you 
can get pregnant. Then she said that boys will always want to 
have sex with a girl, and that they don't have enough sense to 
use protection so they don't make a girl pregnant.”

Sarah looked at me in awe. “Your mom told you that?”

“Yeah,” I said. Well, she sorta did. I kinda added the part about 
boys not having enough sense. My older brother, Jamie, certainly 
didn’t have any most of the time.

I then told Sarah, “She told me that I shouldn't do it with a boy 
till I’m older, and only with protection. Then she told me that 
she would let me get birth control pills in a few years if I 
promised to not do it before then."

"Wow. She actually told you that? I told you your mom was cool,” 
she replied. Sarah then asked, “What did you say?"

"I acted like I didn't know what she was talking about at first, 
and then I promised I would never let a boy do that to me."

“You’re gonna keep that promise, Mel?” she asked, grinning at me. 
I smiled and shrugged. Sarah knew me too well.

I continued, "Then my mom said that she was glad to hear me say 
that, but that would not be an easy promise to keep.”

“I figured your mom wouldn’t buy that promise,” she laughed at 
me. I gave her my fake angry look. It made us both giggle.

“Anyway ...” I started, getting back to what mom had told me. 
“That's why she wanted me to start on birth control pills when I 
get a little older."

"You think you can get your mom to talk to mine?" she asked.

How was I supposed to do that? I didn’t even say anything to Mom 
when she was telling me!

"Whatever," I said, knowing I wouldn’t.

We sat quietly for a few minutes.

Sarah asked, "How far will you let a boy go on the first date?"

"I never really thought about it,” I said. “How long should you 
wait before you let a boy kiss you?"

"Well, Pam told me that you should never kiss a boy on the first 
date. Maybe on the second date if you had a really good time, but 
most definitely on the third date," Sarah said.

Pam Rayner lived across the street from Sarah and was in our 
class at school. She was one of those people that thought she was 
an expert on everything.

"What does that chick know?” I asked. “I doubt that she has ever 
kissed a boy before, but now she is an expert on the subject?"

"You're right. Probably the only boy she ever kissed is her 
little brother.”

We both laughed hard at Sarah's comment. When we stopped 
laughing, she asked, "Have you ever kissed a boy?"

"No. Have you?"

"I haven't either,” she admitted. “It's going to be embarrassing 
to go out with a boy, and when he gets ready to kiss you, you 
don't know how to do it.”

“Yeah ...” I said, realizing this dating stuff could get tricky.

“If you kiss badly, he may never ask you to go out with him 
again," she said.

"I never thought of that, but you're right,” I said. “Jeeze, how 
do we learn how to kiss?"

"Pam told me that her sister used to practice kissing with one of 
her friends."

"Oh, Pam the expert again," I said, rolling my eyes. Then I 
thought about it for a minute and said, "Well maybe it's not such 
a bad idea after all. If you practice with a friend, you can both 
learn to do it the right way so you'll be ready for that first 
real kiss with a boy."

"Do you think so? Do you want to try it?"

"I will if you will?"

"How do we start?" Sarah asked.

"I guess we just kiss and see what happens."

"Okay, let's do it."

I moved closer to Sarah and kissed her on the lips. It was 
nothing special. No sensation, not good, not bad. Then we tried 
another one. This time we pressed our lips together tighter. We 
both agreed that it wasn't very good. Then Sarah remembered that 
her mother had a movie video of some love story that had a lot of 
making out in it so she ran downstairs and got the movie.

Sarah was one of those lucky kids that could watch videos in 
their bedroom. Sarah started the movie and fast-forwarded to a 
love scene. We watched the way the man and woman in the move 
kissed, and then we tried to duplicate it. We were doing pretty 
well until we saw the man put his tongue in the woman's mouth.

We were both reluctant to try that but finally decided, my idea, 
that if we were going to learn to kiss properly, we would have to 
do that too.

We decided that I would do it first. So I pressed my mouth 
against Sarah's and pushed my tongue into her open mouth. I found 
that I actually like the way it felt. Then Sarah did it to me. I 
was hooked.

Afterward, Sarah admitted that she liked the tongue kissing too. 
After forty-five minutes of kissing, we both felt that we were 
getting pretty good at it. So we watched more of the movie to see 
what would happen.

The man in the movie put his hand inside the woman's blouse and 
squeezed her breast.

"Did you see that?” Sarah asked. “He put his hand on her tit. 
I'll bet that felt nice."

"Yeah, I wonder how many dates you have to go on before you let a 
boy do that!"

"I don't know, but do you want to try it?" she asked.

"I guess so. Do you?"

"Sure. Should we take our tops off?" She nodded in reply.

Sarah and I both removed our tops and our bras.

Sarah looked at me and said, "Wow, your tits are bigger than 
mine."

I looked down at my little boobies. We weren’t that different in 
size.

Then I reached out and put my hand on her breast and squeezed it 
a little.

Sarah giggled and said, "That feels good.”

Then she squeezed my breast, and she was right. It did feel good. 
We took turns squeezing each other's breasts for a while.

Sarah said, "I'll bet you have more hair than me too."

"What?” I asked, confused. “More hair? What hair?"

"Between your legs, silly,” Sarah said, giggling. “On your 
pussy.”

I stared at her like she was crazy.

“Your tits are bigger,” Sarah then explained, blushing slightly. 
“So, you probably have more hair on your pussy than I do."

"I don't have very much yet."

"Let's see it," she asked.

"You want to see my hair?" I asked, looking at her funny.

"Yeah."

"Well okay, but you show me yours, too."

Sarah agreed and we both slipped our shorts off and then removed 
our panties. For some reason I couldn't take my eyes off Sarah as 
she pulled her panties down. As her triangle of dark brown hair 
came into view, I felt a shiver of excitement run up my spine. I 
was fascinated by what I saw.

As it turned out, Sarah had more hair. It looked so soft. Mine 
was a little darker brown than hers, closer to being black. The 
differences fascinated me.

“Can I touch it,” I skittishly asked.

She said that I could, so I slid my fingers through her hair and 
pulled it a little. As I did this, I stared at the soft fleshy 
mound between her legs. Other than my own, I had never seen a 
vagina this close before. I’d certainly never touched another 
one. It amazed me how similar it was to mine, while at the same 
time it seemed completely different.

Sarah broke my trance when she said, "Okay, it's my turn.”

She put her hand on my mound. We then sat there rubbing our hands 
through each other's pussy hair.

Sarah asked, "Do you ever touch yourself down there?"

"No. Why would I?"

Actually, I had touched myself before, and had even let a cousin 
touch me when I was nine. He was a few years older. We didn’t 
really do anything much though. Neither one of us knew what we 
were doing at the time.

"Because it feels good when you do it, silly.”

Sarah slid her hand down on top of my mound and squeezed it a 
little. She started making little circular motions, right at the 
top of my little slit.

"Am I right?” she asked. “Doesn't that feel good?"

Good doesn't come close to describing the way it felt to me. 
However, I did manage to tell Sarah that she was right.

“Your pussy lips are thinner than mine,” she said.

Mine were rather thin, but hers weren’t much thicker.

"Why don't you do it to me now?" Sarah asked.

I lowered my hand to her pussy and pressed my fingers against her 
soft flesh. I started doing the same thing to her that she was 
doing to me.

After a few minutes I managed to ask, "Where did you learn to do 
this?"

"Pam told me about it."

“Pam told you ..." I started saying, wondering what else they’d 
talked about without me.

But Sarah laughed and said, "Just kidding. You can't tell anyone 
about this, okay?"

"Okay."

Sarah got a conspiratorial tone in her voice, "I learned it from 
my mom."

"Your mom taught you to do this?" I incredulously asked.

"Not exactly. I came in the house one afternoon, and as I was 
walking past her bedroom I heard a noise. So I looked. She had 
left her door open, and she was lying naked on her bed. She had 
her hand between her legs, and this is what she was doing to 
herself,” Sarah said, continuing to play with my pussy.

“I can’t believe she left the door open while she did that,” I 
stated.

“I guess she wasn't expecting me to come home early. I watched 
her for a few minutes, and then I snuck back downstairs so she 
wouldn't catch me spying on her. That night while I was lying in 
bed, I decided to try and figure out what she was doing and I 
discovered how good it felt.”

For the next ten minutes, neither of us spoke. We just kept 
rubbing each other's pussy.

We were still touching each other when we heard someone coming up 
the stairs.

Sarah anxiously whispered, "My parents are home! Quick! Get your 
shorts and get in bed.”

Sarah had a set of twin beds in her room. So she grabbed her 
clothes and jumped into her bed, and I grabbed my shorts and 
jumped into the other bed. When Sarah's mom came in, we were both 
in bed and appeared to be watching TV.

Sarah's mom went over to her and asked if we’d had a good time. 
Sarah told her we did. She kissed Sarah on the forehead and said 
goodnight. She came over to me and asked if I was warm enough. I 
said I was fine.

As she turned to leave, we both saw something on the floor at the 
same time - my panties. In my hurry to get into bed, I had missed 
hiding them.

Sarah's mom bent down and picked them up. I was terrified that 
she was going to ask me why I didn't have them on. I didn't have 
a clue how I would answer that question. Instead Sarah's mom 
said, 

"Are these yours, Melissa?"

"Yes.”

It the only word I could force out of my tight throat.

"Okay then I'll just put them over here with your overnight bag." 
She bent down and kissed me on the forehead and said, “Good 
night, Melissa”.

When we heard Sarah's parents’ bedroom door close, Sarah said, 
"It's a good thing my bedroom door was open, or we never would 
have heard my mom coming."

My heart was still pounding from the experience. All I could 
manage to say was "Yeah."

The next morning, neither Sarah nor I mentioned the events of the 
previous night. After breakfast, I helped Sarah and her mom clean 
the kitchen, and then I went home.


******


The following week I went on a family vacation to the beach. We 
had a pretty good time, but my brother was a pain, constantly 
picking on me. He's two years older, and I guess he thinks that 
makes him something special.

When he wasn’t picking on me, he was gawking at girls on the 
beach. He could be so disgusting sometimes. He’s cute though, for 
a brother. He’s a little taller than most guys his age.

He was into playing sports, and was pretty good at most anything. 
His hair was dark like mine, and he kept it real short, which I 
liked on guys. Other girls seemed to like him okay. It’s a good 
thing for Jamie that they never asked me about him though.

Anyway, I would much rather have stayed home and played with 
Sarah some more. All week I kept thinking about the way it felt 
when she touched my pussy, and I wanted to feel it again. I would 
have tried doing it to myself, but I never had a chance to be 
alone because I had to share a room with Jamie.

When I got home Friday night, it was too late for me to go visit 
Sarah. So I went to bed and tried touching my pussy the way Sarah 
had done it. But while it felt good, it just wasn't the same.


******


Saturday morning I helped my mom with the housework. It took all 
morning because of all the dirty laundry from the trip, and we 
had left the house in a mess when we left on vacation.

After we finished cleaning and had lunch, my father left to play 
golf and my brother took off with his friends. My mom asked me if 
I wanted to go shopping for new drapes with her. Even if I didn't 
have my heart set on going over to Sarah's house, I wouldn't have 
wanted to go shopping for drapes.

"Mom, I'd rather go over to Sarah's, if that's okay."

"That's okay, sweetheart. Your father will be home around four 
o'clock, and I should be back by five." Mom kissed me on the 
cheek and said, "Have fun."

I rode my bike to Sarah's. As I ran up onto her porch, I felt 
that shiver run up my spine again. I didn't understand it, but I 
liked the excitement I felt.

I rang the doorbell and waited. In less than a minute Mrs. Clark, 
Sarah's mom, opened the door.

"Hi, Mrs. Clark. Is Sarah here?"

"I'm sorry, Melissa. Sarah is at her grandparents’ house. She'll 
be home tomorrow."

I was surprised at the level of my disappointment. I was about to 
leave when Mrs. Clark said, "Why don't you come in for a minute. 
I'm all by myself here today, and I could use the company."

I wasn't real interested in spending the afternoon with Sarah's 
mom, but I didn't have anywhere else to go. So, I followed her 
into the kitchen. Mrs. Clark poured us both a glass of ice tea 
and we sat at the kitchen table. She asked me if I was excited 
about going to the middle school so we discussed that for a 
while.

"Melissa, I would like to ask you about something, but I don't 
want you to be afraid to answer me. I won't be upset, no matter 
what you tell me."

When she said that, I knew that I must be in big trouble.

"Okay."

Then she said, "You remember last week when you spent the night?"

I felt a big lump form in my throat as I answered her, "Yes."

"Remember when I came into the room to say good night?"

"Yes."

"Can I ask you why you weren't wearing your panties?"

There it was. The question I’d feared so much a week earlier was 
finally being asked.

The best I could come up with was, "I don't know."

Mrs. Clark smiled at me, and somehow in that smile I felt that 
everything would be alright. She was an attractive woman in her 
late-thirties, a little taller than me with dark brown hair and 
beautiful blue eyes, the same as Sarah’s. Her smile was almost 
like that of an angel. So when she smiled at me I began to relax.

"Now I don't want to upset you. You didn't do anything wrong, but 
I wanted you to know that I saw what you and Sarah were doing in 
her room.”

Oh, my Gawd! She saw us!

“I watched the two of you for a while. Then I went back 
downstairs and came back up, making enough noise so the two of 
you would hear me coming."

My hands dropped from the table to my lap and my eyes followed. I 
couldn't bear to look her in the eyes.

My voice came out almost in a whisper as I said, "Am I in big 
trouble?"

Mrs. Clark took my hands in hers and said, "Melissa, look at me."

I slowly looked up into that beautiful smile.

"No. You are not in trouble. What you and Sarah were doing is the 
result of your natural curiosity about your own sexuality."

I wasn't sure what that meant, but it sounded good and I started 
to feel better.

"What about Sarah? Is she in trouble?"

"Oh, no. It's the same for her, only I didn't talk to her about 
it. I never told her I saw the two of you ... and I would ask 
that you never tell her either. Sarah might have trouble dealing 
with the idea that I saw her doing that. Do you understand?"

"I think so."

"Good. Now the reason I decided to discuss this with you is so 
that I can answer any question you might have about the way it 
made you feel when you were touching each other."

I was too embarrassed to say anything so Mrs. Clark asked me, 
"Did you push your finger inside Sarah's vagina? Did she do that 
to you?"

"No."

"So you both just massaged each other's vaginas?"

"Yes."

"Do you have any questions about what you did or felt?"

I couldn't believe it when I heard myself ask, "Why did it feel 
so good?"

Mrs. Clark smiled and said, "Good question. I don't know the 
scientific reasons, but I can tell you this. Your vagina is a 
very sensitive part of your body. It is called an erogenous zone, 
which means that when it is stimulated it will excite you and 
give you pleasure.”

I stared at her like she was my biology teacher or something.

“The part of your vagina that Sarah was massaging is where you 
clitoris is located, and your clitoris is one of the most 
sensitive organs in your body. That is why it felt so good.”

She watched my reaction for a moment before continuing. I was 
just relieved I wasn’t in trouble. I was hesitant to say anything 
that could change that, but I was beginning to relax with her.

"There are several other places on your body that are erogenous 
zones, that when stimulated can give you great pleasure."

It was strange but I was suddenly completely at ease with Mrs. 
Clark. I even asked, "What other parts of the body are erogenous 
zones?"

"Well there are a lot of them ... your neck, your breasts, your 
armpits, your thighs, your feet, and lots of others. Actually 
it's better to learn about them by experience."

Mrs. Clark got up from the table and paced back and forth across 
the room for a minute.

"Do you trust me?"

"Yes, ma’am."

"Can you keep a secret?"

I nodded, wondering what kind of secret it could be. Adults had 
never told me any secrets before, other than something like Mom 
telling me what she got Daddy for his birthday.

Mrs. Clark took me by the hand and led my upstairs to her 
bedroom. She told me to sit down on the bed. Then she went into 
her closet and came back with a shoebox, and sat down next to me.

"I want to show you some pictures. If they make you uncomfortable 
and you don't want to look at them, just say so, and I'll put 
them away."

That made me very curious. I said, "Okay."

She opened the box and took out a photo of a naked woman. The 
woman was very beautiful and I told Mrs. Clark so when she asked 
what I thought. She showed me several more pictures of nude women 
in different poses, asking after each picture what I thought of 
it.

As I looked at all of the pictures, I found that I was enjoying 
it. It gave me a kind of tingling excitement that Mrs. Clark was 
sharing this secret with me, although I wasn't exactly sure what 
the secret was. After all, they were just pictures of naked 
women. But who were they? In all, there were five different 
women.

Mrs. Clark asked, "Do you like looking at pictures of naked 
women?"

"Yes, I do," I said, sheepishly.

Knowing I shouldn't be looking at these pictures made it even 
more thrilling. Mom would kill me.

"Who are these women?"

Mrs. Clark said, "These are some very special friends of mine. 
Would you like to see more pictures?"

I said that I did, and she pulled another picture out of the box. 
In this picture there were two naked women locked in an embrace. 
When I saw this one I thought of Sarah and me, and wondered if we 
looked this exciting as we were kissing each other.

Mrs. Clark continued to pull pictures from the box. Each one 
showing scenes wilder than the last. One showed a woman sucking 
on another woman's nipple. Another had a woman pushing her finger 
inside another woman's pussy. The wildest one had two women lying 
on their sides with their heads between each other's legs.

When I was looking at that last picture Mrs. Clark asked me if I 
found the pictures upsetting. I told her that I didn’t, and she 
asked if I was interested in learning more.

I said that I was, and she got off the bed and asked me, 

"Are you absolutely sure. I don't want you to feel that you have 
to do anything that you don't want to do."

I don't know what it was, but something about the way she was 
acting excited me even more.

"I’m absolutely sure."

Mrs. Clark went over and closed the bedroom door. She came back 
and sat down on the bed.

“Stand up, Melissa.”

I slowly stood up beside the bed.

“Would you take your shirt off for me?”

I was suddenly very nervous, but I wanted to please her. I stood 
up, pulled my shirt out of my shorts, and began to unbutton it. 
When I had it opened, I slipped it off my shoulders and dropped 
it on the floor.

"Okay, now the bra."

I quickly unhooked my bra, which I probably didn't need yet 
anyway, and dropped it on the floor.

Mrs. Clark looked at my breasts and said, "My ... those are so 
lovely. Just budding now but in no time at all you will have 
beautiful full breasts."

I felt an odd sensation in my breasts. Almost like when it's cold 
outside and you feel your nipples getting hard. Only this felt 
better.

"Okay, now take your shorts off for me."

I kicked off my shoes, and then pushed my shorts down my legs, 
kicking them aside. Now I was standing in front of Mrs. Clark in 
just my panties.

"Now honey, I want you to press your fingers against you panties 
and rub them against your vagina. Don't do it like you did last 
week. Rub all over your pussy. You don't mind me saying pussy do 
you?"

I pressed my fingers against the crotch of my panties and started 
rubbing like she asked.

"I don't mind if you call it a pussy. I like it." It was fun 
saying that word in front of her.

She watched me as I rubbed myself for about a minute, then she 
told me to stop.

"Now remove your panties and hand them to me."

I slipped off my panties and handed them to her.

Mrs. Clark said, "The excitement of sex is more than just the way 
it feels. It’s also the way it tastes and smells."

She held my panties up to her noise and inhaled deeply.

"Come here, honey. I want you to smell them yourself."

I moved close to her, and she pressed the crotch of my panties 
softly against my face.

I wasn't sure what I smelled, but I liked it. I liked the odor. I 
liked that my panties felt damp against my face, and I liked that 
Mrs. Clark was smiling at me.

"What do you think?"

"I like it."

Mrs. Clark really surprised me as she asked, "Would you like to 
kiss me?"

Until that moment the idea of kissing her had not occurred to me, 
but suddenly I wanted to do just that.

"May I?" I asked feeling excited.

"Yes. Come kiss me."

I moved in front of her and she put her arms around me. I pressed 
my mouth against hers. When I felt her mouth open a little, I 
pushed my tongue out and she sucked it into her mouth. We kissed 
like that for a few minutes, and I felt like I was in heaven. I 
was feeling sensations in my pussy every bit as exciting as when 
Sarah had been massaging it, and no one was even touching it.

After one very long kiss, Mrs. Clark asked, "Would you like to 
see me naked now?"

My heart started pounding and I was having difficulty breathing, 
but I managed to say, "Yes, I would."

Mrs. Clark stood up and told me to sit on the bed. She removed 
her blouse and bra as I stared at her.

She had what looked to me at that time to be huge breasts. They 
were actually 34b as I found out later, but they were firm and 
beautiful. Hers were similar to Mom’s breasts.

Mrs. Clark moved over to the bed.

“Would you like to suck on my nipples?”

I didn’t say anything as I moved my lips around one of her hard 
nipples. I liked the way it felt in my mouth. I moved to the 
other and sucked it the same way, using my tongue a little as 
well to make her feel good. As I was sucking on them, they seemed 
to get even harder. I noticed that Mrs. Clark had closed her 
eyes, and she began to push her chest out more.

Mrs. Clark let me have my way with her breasts for a while.

As I was sucking and enjoying the feeling of sucking her nipples, 
she asked, “Would you like to see the rest of me?”

I let her nipple slip from my mouth as I straightened up to watch 
her. I watched her, not saying a word as she opened her pants and 
unzipped them. She pushed her pants over her hips and let them 
drop, stepping out of them. She was standing in front of me in a 
pair of black panties. They looked really sexy on her slim body.

As I watched her, she pressed her hand into her crotch and 
started rubbing herself the way she had told me to do myself. She 
did that for about a minute, and then she slid her panties down 
her legs and removed them.

As Mrs. Clark stood up, I got my first look at her bush of dark 
hair above her pussy. The only thing that could draw my attention 
away from her pussy was what she was doing with her panties. She 
turned them inside out, looked at the crotch and smiled. She held 
them up to her face and smelled them. She had a dreamy look on 
her face as she did this.

She bent down and picked my panties up off the floor and handed 
them to me and said, "Smell your panties again."

I did as she told me, smelling the musky scent of my pussy again.

Mrs. Clark handed me her panties saying, “Smell mine now.”

I held them up to my nose, noticing immediately that they were 
much wetter than mine. The scent was much stronger, and I liked 
it.

When I put them down Mrs. Clark said, "Now you know the 
difference between the smell of an excited little girl’s pussy 
and a very horny woman's cunt. Now, would you like to get on the 
bed with me and do the things you saw in the pictures I showed 
you?"

I felt something wet on the inside of my thigh. When I looked 
down, I saw a tiny drop of moisture on my pussy lips. Mrs. Clark 
saw it too. She reached her hand out and picked that little drop 
off me with her finger and put it in her mouth. I didn't know 
what to say about that, so I just stared at her.

"That is the nectar from your pussy. I couldn't let it just run 
down your leg and disappear."

Mrs. Clark climbed up on the bed and put her head on the pillow, 
asking me to join her there. We were lying on our sides, face to 
face.

"Melissa honey, you are a great kisser, and I would love to have 
your tongue in my mouth again!"

So I moved to her, pressing my soft lips to hers. She put her 
arms around me and we kissed passionately for several minutes.

She was kissing my neck and my ears when she said, "Would you 
like me to kiss your breasts?"

"Oh yes, please."

When she took my nipple into her mouth, I thought my body was on 
fire. When I didn't think I could stand it anymore, I pulled away 
from her and moved down so I could suck on her nipples again. I 
loved the way her breasts felt in my hands, and the way she 
moaned when I rolled her nipples between my teeth.

When she stopped me after several minutes she said, "I’m now 
going to give you an experience that will be unlike anything else 
you have had in your life. Lie on your back, baby.”

Mrs. Clark got between my legs and lifted them over her shoulders 
as she moved her head between my thighs. She was kissing and 
licking the insides of my thighs as she moved up higher. Finally 
she put her mouth over my pussy, and began sucking on it as if it 
were a ripe peach.

When she pushed her tongue inside of me I felt like I was getting 
electrical shocks all over my body. Mrs. Clark moved her head a 
little and concentrated her attention on my clit, and suddenly 
something happened that I had never felt before or dreamed was 
possible.

I felt like I was floating, but I could feel the sensations of 
her tongue in my pussy. So I knew I was still on the bed but I 
couldn't capture a thought. I could hear strange noises. Loud 
grunts and moans, and I didn't realize right away that I was the 
one making those noises.

My whole body tensed up from the most wonderful and incredibly 
intense feeling. After a short time, I began to relax a little. I 
was more satisfied than I could ever remember. I had no idea how 
long it lasted, but when it was over, I was still quivering.

For the next ten minutes, Mrs. Clark cuddled with me, running her 
hands up and down my back.

When I’d calmed down enough to talk, I asked her what had 
happened to me.

"Honey, you had an orgasm and it was beautiful to watch."

After she rubbed my body a little while, Mrs. Clark said, "Well 
you have experienced a lot today. I think maybe we should go 
downstairs now."

I said, "But..."

Mrs. Clark said, "Is there something more you would like to do?"

I put my arms around her, kissed her, and whispered in her ear.

"Would it be all right ... if I did that to you?"

"Do what to me, honey?"

"What you just did to me?"

Mrs. Clark laughed and asked, "Are you sure you’re ready for 
that?"

"I think so. Yes. I am ready"

Mrs. Clark rolled onto her back and said, "Okay, it's all yours, 
honey."

"What should I do?"

"Just start licking and kissing around down there ... you'll find 
out what I like by the way I react to what you are doing. It 
won't take long to learn."

So I moved down between her thighs. When I got close to her 
pussy, I wasn't sure if I could actually lick it. But I was so 
mesmerized by it that I couldn't move away. I could see that her 
pubic hair was actually trimmed into a nice triangle above her 
mound. Her pussy lips were opened.

As I was staring at it, Mrs. Clark's pussy twitched. It wasn't 
actually a twitch. It was more like her lips opened a little 
wider, then closed again. That little movement sent a thrill 
through me and I dove into her pussy tongue first.

I began licking and sucking all over her pussy. With Mrs. Clark's 
guidance, I was soon giving her the same pleasure she had given 
me. She reached down and opened her pussy more to me, asking me 
to suck on her clit.

I sucked and licked her clit. Suddenly Mrs. Clark grabbed my head 
and pulled me tight against her pussy and yelled, "I'm coming". 
Several body spasms and a lot of moaning followed this.

As soon as she calmed down a bit, Mrs. Clark pulled me up and 
kissed me on the mouth and began licking her wetness off my face.

Mrs. Clark and I lay in the bed for a while, recovering from our 
sexual exertions.

Later she asked me, “Are you upset in any way about what we just 
did?”

I thought about it for a few moments before I said, "I’m not 
really sure about everything we were doing, but I know that I 
liked it."

Mrs. Clark said, "Good."

We went back down to the kitchen. Mrs. Clark made us a snack. We 
sat together for a while without talking.

Mrs. Clark finally said, "What happened today is that I opened 
you up to the wonderful pleasures that two women can give each 
other. I hope that as you get older and start having sex with 
boys that you won't lose the ability or desire to occasionally 
share yourself with another woman."

I didn't sense a question there, so I didn't say anything. Mrs. 
Clark took a sip of her soda before she said, "Do you think that 
you would ever like to do this with me again?"

I felt a little twinge in my pussy when she said it.

"Yes ... I think I would like to do it again."

"Do you think you would like to do this with Sarah?"

"I don't know. Maybe. Would it be all right if I did?"

"Yes, it would be all right. As a matter of fact, I was hoping 
that you would want to do it with her. I want Sarah to know the 
same pleasure I taught you today, but I can't teach her myself. I 
am counting on you. Of course you can never tell her what we did 
today, or that I suggested that you do this with her."

“I promise I won’t tell anyone about us.”

I was both excited and nervous about Mrs. Clark's desire for me 
to teach Sarah about sex with another woman. I wanted to do it, 
but what if Sarah didn't want to do it.

I was mulling that over when Mrs. Clark asked, "Do you know how 
Sarah learned to massage her pussy the way she was doing yours?"

I played dumb and said, "No. She never said."

"I taught her. Actually, she doesn't know that I taught her. I 
heard her come in the house one afternoon when I knew we would be 
alone. I quickly got undressed and got on my bed and starting 
playing with my pussy. I heard Sarah come up the stairs and when 
she got near my room, I made some noise so she would look in. I 
pretended that I didn't know she was there while she watched me. 
I was actually hoping that she would come into my room and ask me 
what I was doing, but she didn't. It wasn't until I saw her 
rubbing your pussy that I knew she had learned what I wanted her 
to learn, how a woman can please herself."

After that we talked about other things for a while. When we 
finished our snack, I decide to go home. When we got to the door, 
Mrs. Clark asked me for a kiss goodbye.

I gave her a peck on the cheek.

“We can do better than that," she said.

Mrs. Clark kissed me on the mouth. I felt her tongue slide 
between my lips. I felt her hand slide down inside my shorts and 
panties. She kissed me several more times as she rubbed my clit 
causing me to have a small orgasm. It wasn't as intense as the 
first one, but it left me unsteady as I left her house.


(continued in chapter 2)
 
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