Bills Sexual Awakening

18 year old Bill was about a week into his summer break, worn and tired from yard work, when his parents told him they'd all be going accross town to see one of Mom's friends. Without a summer job yet to take up all his time Bill had decided to do as much yard work as he could while he had the time. He had been weeding and pruning and seeding and planting, the yard transforming from disheveled and wild to manicured. The neighbors had noticed, complimenting him on his work. Mom's friend Marilyn, who they were going to visit, had noticed, too, and wanted to talk to him about helping out with her big lot that needed a whole lot of work.

Bill dressed quickly in a short sleeve button down shirt and cargo shorts. Despite his best efforts, including the past week's hard work, his body was a mixture of bone and baby fat.

The drive over was a good half hour, and once at Marilyn's house Bill got a sense of just how much work her place needed. It was big, and wild, looking in places as if whoever lived there had abandoned it. Just taming it would take a good amount of work.

Marilyn met them at the door, and Bill concentrated to keep from conspicuously oggling her. She was in her 40s, like his parents. She wore a red dress - short sleeve, mid thigh length, sleek, simple, and v neck showing a bit of some very nice cleavage. She had a curvy bust and hips and legs. Bill wasn't able to look away, or at her face for long, and settled on shifting his gaze from her chest, her exposed cleavage, the roundness of her breasts visible through the thin fabric, her round hips and the dress tight against her shapely thighs. When he was able to look at her face he saw a warm and glowing smile, wavy red hair below her shoulder, and eyes that locked on to your own and looked like she was sharing something funny with you.

"Come on in," Marilyn encouraged them, smiling, and turned to show the way, giving Bill another part of her to stare at - her butt was firm and round, the tight dress showing more of it's shape as she strode. Bill could see her shape under the dress, and couldn't see panty lines.

Dinner, and hanging out and talking was enjoyable, if not a blur for Bill from his exhaustion and distraction from staring at Marilyn. He even participated in some discusions on his studies, his non existent love life, and what he'd charge to help Marilyn to get her property looking like it was inhabited. He had a drink with Marilyn and his parents, and combined with the comfortable couch and his tired body he drifted off to sleep while the adults laughed and chatted and played some cards. When Bill's parents decided it was time they head home Marilyn stopped them as they were about to wake Bill up to have him move to the car.

"You can let him sleep here tonight, and then he can get started in the morning," Marilyn suggested. "Otherwise I'm afraid he may not come back, after seeing my yard."

"If it wouldn't be any inconvenience..." Bill's mother said.

"Oh, none at all," Marilyn said, smiling a smile that hinted at her excitement and plans, but only revealed generosity to her guests.

Bill's parents agreed and headed out, leaving Bill soundly asleep. After Marilyn sent her guests minus one on their way she closed and locked the door and headed up to her bedroom to change for bed. When she came down, now with a silky red robe around her, Bill hadn't moved. Marilyn stood a moment looking down at him, her breathing growing a bit heavier, her body warming despite how little she wore now, as her imagination took her places she had forbidden herself to go before. Years of being on her own had made her hungry for companionship, but she had always been able to keep these urges in check. Now, with an outlet for her needs before her, who she had noticed earlier was very eager himself, discretion had left when the boys adult supervision had.

Bill was roused awake as he felt his shirt being pulled off, and then he was aware and his eyes were open as he felt his pants being opened.

"What? What's going on?" he asked, confused and a bit overwhelmed at seeing Marilyn undressing him. He saw she no longer wore the dress that had been so interesting to him, and now wore what seemed even more sheer, cleavage revealing itself as the robe creeped open, seemingly only held in place by her hard nipples that his eyes were now riveted to.

"Shhh.... it's ok, dear," Marilyn said. "You fell asleep, and I told your parents to let you sleep over with me, so you could work on my yard in the morning. I'm just getting you ready for bed." The words themselves were innocent enough, but the way she delivered them dripped with innuendo. Bill felt the heat of her breath on his bare stomach, the feel of her hand working open his pants, smelled her perfume. His heart felt like it would beat out of his throat, and he was sure she must notice his erection that strained to reach her hands at his waist.

"Wh....why are you taking my clothes off?" he stammered. He wasn't sure if he wanted her to do this or not, embarrassed, unsure what she intended, excited by what he imagined and then thought impossible.

"I sleep in the nude," Marilyn said, stopping her work undressing him. "I just thought you might, too, and would be more comfortable." She stood up and held the sash that kept her robe closed. "Would you be more comfortable if I were undressed, too?" she asked in a playful way, expecting the reaction she got as she undid the robe in slow motion.

"I....I....uh...well..." Bill said, watching her with unblinking eyes as the robe opened. She opened it so slowly, it dropped off of her shoulders first, her hair touching her bare shoulders, the robe hanging to her somehow at her age still firm breasts, now falling away, making them shake slightly, waving her hard nipples at him. Bill gasped, biting his lower lip. Marilyn laughed, and pulled the robe all the way off. Bill looked up and down her body, her alabaster skin, up her gorgeous, long, smooth, full legs, down from her flushed, firm, heaving breasts down her soft but trim midsection to the trimmed red bush between her legs that grew more moist and fragrant each moment.

"Can I finish helping you off with these now?" Marilyn asked, kneeling at Bill's legs and taking hold of his shorts. Bill looked down at her wet quizzical eyes and pouty lips to her gorgeous breasts and nodded. He lifted up his body as she pulled his shorts and underwear down in one, slow gesture, making his cock pop free. Now it was Marilyn who was transfixed and staring with unblinking eyes at Bill's throbbing cock, already oozing precum and dangerously close to exploding in her face. She bit her full, dark red lips, trying to contain herself.

"There," Marilyn said, speaking to his cock, "that feels better, doesn't it?" She caressed his legs, sliding her soft, smooth hands up and down his thighs, feeling his pubic hair, hesitating to grab what was clearly for her. Bill's boyish body and modest sex would have been less than impressive to his Ambercrombie and Fitch obssessed peers, who looked for six packs and ponderously long cocks, but to Marilyn, whose fantasies had broiled long and hard with dreams of returning to her youth and passion, he was the peak of desire.

All Bill could do was nod. Marilyn groaned as her caresses grew firmer and spread up past his waist to his bare chest, her breasts pressing against his knees, her wavy red hair tickling his lewdly erect cock. He closed his eyes, gasping, throwing his head back as his senses were near overwhelmed at her gentle touch. He felt her panting on his stomach, her hard nipples on his knees, and saw her fixation on his cock. The mountain of evidence finally convinced the boy who never would expect to be the object of attention of such a beautiful, mature woman, that she wanted him, and that she seducing him, having sent his parents away. He wanted to be her toy, to be taken advantage of, to be taught and played with. With all the bravery in him he reached out and brushed the back of his hand against her cheek, and as if in confirmation of his question if what he thought were really true, she leaned into his hand, closed her eyes and sighed.

His hand moved down her neck to her shoulders, her bare shoulders, his hand now covered by her hair, and he held her in place, not sure what he wanted her to do, if anything, but sure he didn't want her to go away.

If Marilyn had somehow not gotten Bill's implied consent from his aroused state, she certainly had it now, and her roving hands moved. Her left held Bill's right hip tightly, and her right moved to engulf Bill's cock, wet from the precum oozing out and over. Her eyes connected with his, her breathing labored as she gripped him. He felt her velvet soft hand surround him and squeeze him, her hot breath on the head of his cock. Her hand stroked up, her eyes never breaking from his, and he was overwhelmed. "Oh, don't -" he said, more to himself than her, as his hips shot up off the couch, propelled by his ejaculation which shot violently at Marilyn's face. Her eyes shot to Bill's erupting cock, her jaw dropped in amazement.

"Oh no..." Bill stammered, sure he had ruined what could have been an amazing night for him. "I'm sorry. I didn't mean-" and he stopped short as he saw Marilyn look in his eyes again, then lick her lips, taking a big glob of his cum into her mouth, and without looking away swallow. Her hand stroked him more, the other pushing his hips back down, and first her gaze and then her head lowered to Bill's cock. He held his breath at what he thought was happening, still tingling all over from the premature ejaculation as Marilyn's tongue and then mouth touched his cum covered cock.

"Mmm," she said, swallowing again and looking at him. "I never did that much before. I think I'd like to do a lot more of it." And she went back down sucking, her eyes closed, loving the taste, the smell, the power she had over Bill, and the feeling down deep in her that this was intensely obscene and sexual, a feeling that dampened her already wet bush. She felt like a slut, like some sort of porn star. There was no embarrassment over her enthusiasm, only a joy, a freedom, a wicked feeling that this was so wrong and nasty in every way that it was pure lust.

Bill clutched at the couch and groaned, trying to handle the overwhelming sensation of being felated after an intense orgasm. He didn't dare stop Marilyn, for fear that he might actually ruin things this time, and his cock obeyed Marilyn and skipped any rest period, remaining hard. Eventually his hands moved from the cushions to Marilyn's arms and shoulders and then head, and she groaned approval. She slowly slid up his cock, gasped, and spoke to him.

"I want you to use me. Fuck my face, hold my head, shove it deep, make me choke. Teach me to be your slut." She knew he could no more teach her than he could resist her, but she knew he could give in to using her, and he did. He slid his fingers through her hair, held her head, and moved it, holding it so she played with his head, then pushing it down until she choked. He held her face so he could feel her cheeks move, held her throat, exciting her terribly, to feel her tongue move on him. Finally he pulled her head up and off.

"Teach me to do this to you," he said. She smiled and rose, her soaked, glistening bush coming up to face level with him, the musk filling his lungs. It was the most amazing smell he had ever smelled. Approaching the stink of his body after exertion it changed to an alluring sweetness, something that pulled him in, and he wanted so much to just stick his nose in her and inhale.

"Lay down," she told him, a boldness in her voice turning him on even more than he was, and revealing how hot she was to feel his tongue on her.

He moved quickly to comply, never taking his eyes off of her. When he was laying down she moved up toward his head, lifted a leg and planted it on the other side of his head. She then lowered her steamy sex right to his mouth, the spread lips and soaked hair filling his nose and mouth and lungs with the hot, humid taste of her pussy. He sighed, smelling and tasting how turned on he had made her just from being exposed to her, cumming in her face, and having his cock in her mouth.

"Use...your...lips," Marilyn panted, just the contact with his face and the feel of his breath driving her wild, "and....tongue...oh God," she said, reacting as he did exactly as told. "That's it....oh yes, lick and suck it all....oh fuck yes... all along my slit....my hole, my fuck hole, oh yes.... up here, too, that's my clit...oh fuck.... very sensitive, very sensitive. Lick it all."

Bill wanted to explore and taste and each every bit of her. The feel of her quivering pussy, the feel of her hair, normally contained from view, and now so obvious and obscene, the taste of her. His tongue roamed, and flicked, and went in her, his lips sucking and rubbing against. He licked her lips, plunged his tongue deep in her, slid up to her click and sucked and licked it, and went back down. Marilyn's hips rode his face, his hands rose to hold her gorgeous hips, he flicked his tongue around her hole, knowing his aching hard cock would fill it tonight. Her hips shook from the sensation and his tongue wandered, licking exploring.

"Oh gosh. No, not there, I didn't mean to move like that on you," she said a bit embarrassed as he flicked his tongue against her asshole. He could barely hear her words, but could feel her grind against his face as he tongued her there, then pull away, obviously embarrassed at what she had made him do. He steadied her with his hands on her hips, keeping her there, and assaulted her rosebud, lavishing it with erotic attention, finally letting her move. He moved his mouth up and down her slit, then stopped to suck on her clit noisily, slurping and sucking her cum and her swelling clit, working his face between her excited lips.

Marilyn had intended to 69 him, but having Bill licking every inch of her aching pussy was distracting her to no end. She had thought he would need a lot more direction in doing this. Now she could barely think.

"Oh yes, oh yes, oh yes," Marilyn chanted, her voice getting higher, her thighs trembling as Bill massaged an orgasm directly from her clit with his eager tongue. "Oh fuck yes... oh I need you to fill me."

She'd meant she needed his cock, but Bill wouldn't let go of the wonderful pleasure and taste and control of fucking Marilyn with his mouth, feeling her cum hard against him, and he moved his right hand down and he slid a finger into her.

"Ohhh! Oh yeah, that's good. More....more....put 3 up there, fill me Bill," Marilyn said, now without any shame, only a need to have her pussy worked over.

Bill worked three fingers up in her easily, stretching her wet lips apart. Marilyn's thighs and hips quivered at the continual stimulation and expectation of a lot more. Bill's fingers sloshed as he rapidly finger fucked Marilyn. His mouth went to suck and flick her click. Marilyn screamed incohorently, trying to look down between her spasming legs as she came hard and long. Finally she pulled away from him, the pleasure overwhelming and unrelenting.

As she pulled away she saw his aching cock, ready for more, and his mouth, glistening from her juices. She breathed deeply, her heart pumping hard, her nipples throbbing hard. "Sit," she said, and he sat up. She kept eye contact and straddled him, moving toward him until her breasts were against his chest, and his cock pressing against her stomach. She reached in and kissed him passionately, the thought of her licking her own juices off of his face driving Bill wild. He felt her hand work down between them, hold his cock, and guide it to her soaked pussy. As his hardness slid into the slick hole he felt a stimulation and fullness engulf his whole body, a sense of pleasure and completeness he had never imagined.

Marilyn's breathing grew more ragged and she rose and sunk noisily on Bill's cock, her pussy making wet sloppy noises as she panted and moaned. She held tight to him, pressing her breasts in his face, throwing her head back, clenching her ass cheeks, and cumming hard. Bill slid his hands up Marilyn's sweat coated, shaking thighs, up her hips, to her waist, and back around to hold her ass. He marveled at the feeling of being sucked up into this older woman's sex, the feeling of being swelled and hard and stimulated. His tongue and lips engaged her hard nipples, licking and sucking, feeling her breasts against his face.

Marilyn's moans grew louder. She slammed against him, mashing her cum and sweat soaked pubic hair against his, feeling every inch of his long, thick member penetrate her. Her eyes bulged at the overwhelming sensations again overtaking her, and she held onto his shoulders tightly. As wave after wave of orgasm swept over her she grunted and drover her fingernails into his shoulders, convulsing on his cock, until the sensation and her cumming hard was too much for Bill and he came again, now up inside Marilyn.

Marilyn's eyes found Bill and she gasped, feeling him throb and explode in her as he held her ass cheeks tight. Her entire body was sensitized and every gentle stroke or kiss or throb of his cock sent shivers down her spine. Finally, spent, wilting, she slowly lifted herself off of him, a sloppy suction noise filling the room as they separated, his spent cock flopping out of her.

Marilyn led Bill upstairs, once he recovered enough to move. She put him in her own bed and cuddled up to his naked body, and they both slept, exhausted. In the morning Bill awoke alone, to find his clothes washed and folded and a note from Marilyn. She had slipped out to take care of some things, and she left instructions about where food was and to go ahead and get started with the yard work. He dressed, ate and drifted outside, feeling like it was all a dream he might wake up from at any moment.