The Sleepover

Mrs. Wilmot tousled my hair lightly on the back of my head. "There we are," she comforted me and then moved my hands gently off my lap, "Don't be shy, Timothy." She put a fingertip under my chin and swivelled my head towards her. "Now tell me what's wrong."

I swallowed. My mind was blank. It was difficult coming up with a line to tell her when I didn't really understand what she was expecting of me. ... "Well, Mrs. Wilmot," I started, "I ... I ... I guess I couldn't sleep."

"Awww," she sympathized, "I understand." ... Great! ... "Were you getting tense again?"

Tense? Sure. "Uh huh," I whimpered.

She reached down and fondled my limp member. "You don't look too tense now," she observed. ... Well, lady. You know what? After what I had just been through ... What to say? What to say?

"Are you nervous about coming to see me?" she guessed. "Is that it?"

Good one! I'll take it. ... "Uh huh," I acknowledged.

"Awww." She gave me a little kiss on the cheek and stood up. "Well, why don't you slide under the sheets and let me comfort you?"

I paused. I wasn't sure that this was such a good idea. But I complied. Her sheets were slippery and cool. When I was fully snuggled in the bedding, I lay straight on my back, staring at the ceiling. I was getting nervous again.

"Turn over on your side, Timothy," she instructed. "I'm going to soothe you."

I rolled over away from her. Behind me, I heard a zipper undoing and something flop on the floor. Then the light went out. Finally, the bed compressed, and the noise of slipping material told me that she was getting into bed too. ... Yep, I was nervous.

Suddenly, under the sheets, there were skin and body parts all around me. An arm snaked between my arm and side, and a leg entwined over my thigh and back under my knee. A warm breath blew on the back of my neck, and two soft mounds pressed into my back ... Were those her ... her ... her ... gulp!

"Timothy," she whispered warmly on my neck, "I want you to just relax ..." Her hand began stroking my chest. "Just breathe slowly ..." Her hand stroked down and stroked down. "... and cuddle back into my body." ... And down and down. With each stroke, her hand ended a little lower on my body. It got to my stomach and then to my bellybutton and then below my bellybutton. ... The nervousness in my stomach travelled down my body, accompanying her hand.

Her leg pulled against my knee, rolling my hips over and opening my legs up. Soon, her hand was ... down there. Her fingers played gently with my doughy appendage. They rolled it around and toyed with it. The thumb and forefinger ran along its length, and then her hand played with my balls – squeezing, rolling, inspecting and tugging.

Eventually, with all the attention down there, my nervous feeling descended to my groin, and I felt my penis starting to firm up. Mrs. Wilmot noticed it too. "That's better, Timothy," she whispered, "Let me make you feel all better." Her hand wrapped around my swelling pole and pulled along it in slow tugs.

She lifted her upper body over my arm and forced me onto my back, continuing to stroke my penis. One of her breasts compressed on my chest, and the other one smushed on top of my bicep. She lowered her mouth onto my neck. ... Boy, she needed to be careful there. When Stephanie had been kissing my neck earlier, she had found a spo-spo-spo-spo-t-t-t-t ... Oh, gawd!! ... I squirmed as an electric jolt went from my neck to my spine. "Mmmm," she murmured at the effect she was having on me and kept kissing.

Her mouth began to travel down, kissing my body as it went. Down my neck. Down my chest. Down my abdomen. Her head had burrowed under the covers, and I could only track her progress by sensation. Beside my bellybutton. Above my hip. On my hip. On top of my thigh. On my inner thigh. At the top of my inseam. And then ... and then ... her lips engulf one of my balls. She sucked it in ... into her warm mouth. She sucked on it, and all the little tender connection inside my sac pulled exquisitely. ... "Ohhh!" ... Then she spit it out. In a moment, she sucked in my other ball and pulled. ... "Ohhh!" ... Then she spit that one out.

She planted her mouth on the base of my penis and kissed. Her lips conformed around my shaft and dragged themselves together over my tender skin. At the end of the kiss, her lips smacked together. Then, she moved up my penis a little bit and kissed me again ... smack. Then up and kiss and smack, up and kiss and smack ... all very slowly. Finally, she reached the tip.

Something wet and soft slid over my head. ... Her tongue? ... It traced all over and around it and then tickled the little hole. Then, without warning, she took my entire shaft into her mouth in one downward motion. ... GEEZ!! ... Up and down, she went. It was wet and hot, and I could hear a slurping sound. ... Up and down, up and down. ... I watched the comforter rise and fall in tempo with the sensation. ... Up and down, up and down. ... Oh, no. Something was building up in my balls. I knew that feeling all too well now.

Then, further down the bed at my knees, another hump rose. ... Her hips? ... And I could just detect the sound of rapid, wet rubbing. ... Smick, smick, smick. ... Up and down. Smick, smick, smick. Up and down. Smick, smick, smick. ... I didn't have much time left.

Then, my penis popped out of her mouth, and the rubbing sounded got a lot faster. ... Smick-ick-ick-ick-ick-ick-ick ... The covers lifted, and Mrs. Wilmot's face emerged. It was all contorted, and she had her hand down between her legs. That's where the rubbing sound was coming from. Her hand was swirling in small, rapid circles, and she was rubbing really fast.

She crawled up my body awkwardly on her knees, but remained focused on the rubbing. Her face grimaced as if she were in pain. Her large breasts swayed and jiggled under her. When her face was finally over mine, she suddenly flopped on top of my body. Her mouth attacked my lips, munching them and slurping them and sucking them. She stopped rubbing herself and grabbed frantically for my erection, which she pulled and manoeuvred around. The tip of my penis brushed along something wet, moved away, then touched it again, then slipped to the side, and then ... HOLY CRIPES!!! Something weird happened! It inserted into a warm, wet crevice or pocket or opening or ... Oh, gawd!! Oh, gawd!! That's good, that's just so ... Oh my gawd!!

Mrs. Wilmot was devouring me. She moaned into my mouth, "Ohmmm, ohmmm," with each slurp. Her mouth was turning my lips into mauled meat, and some place incredible between her legs was mushing and washing and rubbing and pulling on my erection. Her hands grabbed my hair on either side of my head and pulled it almost out. She stopped kissing me and lifted her head over my face. Her eyes were clamped tightly shut, and her face was all squished together.

Something about the look on her face sent a thrill down my spine. I was going to start spurting that gunky stuff, I knew. I tried to warn her. I didn't know if I was supposed to get goo inside of her. "Mrs. ... Mrs. ...," I gasped. My hips started to buck.

Mrs. Wilmot wasn't listening to me. Her hips picked up speed, and part of her lower body started pressing firmly into my abdomen. "Aaaahh!! Aaaahh!!" she yelled out. Her voice made me lose control. I could feel spurts rising up through my penis and shooting into the wetness beyond. I kept spurting and spurting and spurting. My entire body shook and quivered.

Then all of a sudden, she went completely rigid. It was like every one of her muscles strained at the same time. "Onnngghhh!!," she grunted and then collapsed on top of me. Her body lay completely over me, and her head nestled to the side of mine.

There was quiet in the room for a minute, except for our heavy breathing. Her breath wafted warmly past my ear where her mouth was resting. Then something strange happened ... well, not really any stranger than the rest of the night's events ... Mrs. Wilmot started to cry. It was a whimpering kind of a sob, and it wasn't very loud, but I could feel her tears running down my cheek. "Ooooommm ...," she mewed softly and then began sobbing. It scared me. I didn't know how to react, so I just patted her on the back with my hand as if she were a little baby in my arms.

Finally, she raised herself up and wiped the tears from her eyes with her hand. She sniffed a couple times and then reached for a tissue to blow her nose. I stared at her incredulously. "Are you okay?" I asked.

She looked back at me with watery eyes and laughed. "Yes," she said giddily and then pouted, "It's just been such a long ..." She stopped and looked down at me. "I just get that way sometimes," she explained shortly. Then she lowered herself onto my mouth and gave me a long, wet, mushy kiss.

*** The Final Good-Night ***

She dried her eyes again and then, surprisingly, slapped me on my stomach. ... "Ouff!" ... "Okay, mister!" she prodded me, "Time for you to go to bed." She was suddenly bright and full of energy. "And I don't want to hear anymore out of you until morning," she added.

She put on her night shirt again, and we toddled off to my room. I slipped into my bed, and she covered me up. Sitting on the side of the bed, she combed my hair into place with her fingers and then bent down to kiss me one last time.

"Ohh!" she unexpectedly said with concern after the kiss. "You have a fever." She then placed her hand on my forehead to confirm. "Yes," she acknowledged. "You're burning up."

She was crazy. "Are you sure, Mrs. Wilmot?" I contended, "I feel fine."

"Oh, no, Timothy," she reasserted, "You're definitely coming down with something. I think you need to stay in bed. It wouldn't be wise for you to go anywhere."

"But I'm fine, Mrs. Wilmot. I'm not sick." I wasn't. However, she didn't seem to want to listen to me.

She stood up and walked towards the door. "I'll phone the school and your mother in the morning," she explained, "And let them know that you'll be recuperating here tomorr... until you get better." At the door, she turned and looked back at me. "Don't worry, Timothy," she said, as a wide grin crossed her face, "I'll stay home to look after you."