tagFirst TimeFirst Time for Everything

First Time for Everything



"Let's not take out bathing suits off all the way in case somebody comes along. That way we can pull them up quickly."

Those were the words that Marilynn whispered when we were standing under the railroad trestle. We had walked the mile from the community swimming pool to this discreet location. At the pool Marilyn had offered to strip for me and I was anxious to see her naked. She was wearing a form fitting one-piece swimsuit that showed off her every curve. I was wearing swim trunks that were already tenting from my erection.

I pulled the straps off her shoulders and lowered the top to her waist. Her beautiful 36C tits spilled out and for the first time in my life I felt naked breasts. I was overcome with desire and could not get enough of her flesh. She coached me on sucking her breasts and nibbling gently on her nipples. I felt like I might cum in my trunks at any second. My hard-on was raging.

Anxious to see the rest of her, I pulled the snug swimsuit down to her knees and marveled at her shapely ass. Her pussy hair was trimmed neatly. I had never thought much about a girl's ass before but I had always admired the curve of a shapely bottom. Now I was seeing a girl's ass naked for the first time and I was drawn to it. My hands left her tits and I fondled her curvy buttocks.

He hands were busy and she untied the drawstring and pulled my trunks down to my knees. My erection leaped out and bobbed in the air. She took it in her hand and for the first time a hand other than mine stroked my dick. I was fondling her ass and rubbing her pussy as she stroked my cock. Then she spoke again.

"Let's spread out our towels and sit on them."

We spread out our towels and sat side by side with our swimwear now down around our ankles. She was right that if we heard anyone coming we could quickly pull our swim suits into place. We kissed and I had my left arm around her fondling a breast and with my right hand I was fingering her pussy, another first for me. She was stroking my cock and admiring it.

"I can't believe that being so good looking and with a cock like this, that it is your first time."


My name is Walt and I turned 18 just two weeks before summer break started. Marilyn also 18 had graduated from a different high school so we hadn't met before that summer. We met at the community swimming pool when she was hanging out with some friends we both knew. After our first meeting, a couple of guys told me that she put out and that she was really hot. I had not been attracted to her because she really wasn't that pretty and I was dating an attractive blonde named Joanne.

Joanne and I would make out and pet heavily but that was it. In fact, that's all it had ever been with any girl I ever dated. I had never fingered a pussy or touched a bare breast. It seemed that I was heading for college a virgin and very inexperienced with sex. I knew that a number of my classmates had been sexually active and I was a bit frustrated that all I was doing was jerking off.

At 6'1" and 185 pounds, I was in good shape from high school sports. I was a decent athlete but never good enough to earn a college scholarship. In high school I had played varsity football, basketball and baseball. The year was 1959 and back then it was common for athletes to letter in three different sports. I loved to swim also and spent most of my summer days at the community pool.

Marilyn stood at 5'6" and had that hour glass figure. I was to learn later that she measured 36-28-36. Her body was firm and well-toned. She had long dark brown curly hair and brown eyes. She too spent most of her days at the pool and we sat together with our mutual friends.

One day a bunch of as were grabbing-assing in the shallow end of the sand bottom pool. Suddenly someone grabbed my crotch. Spinning around quickly, I realized it was Marilyn. My face turned beet red and then I reached for her. She laughed and tried to swim away but I grabbed her ass and then my arm encircled her waist and I grabbed a breast through the swim suit. She laughed again and reached back and grabbed my crotch again. Our hands were under the water so no one could see what we were actually grabbing. I released her and she swam away giggling.

That was my only encounter with her until the day that she offered to strip for me and show me her body. It was an overcast day and our friends had passed on the pool. Marilyn and I were there lying on our towels next to each other talking. We would take occasional dips in the pool and then returned to our towels. She switched the conversation to sex and questioned me about my experience with girls. In spite of my macho attitude, I was not going to make up a story and lie. She was surprised that I had not had sex yet and then she sprang the offer to be my first.


I was excited by her offer but at a loss as to where to go and neither of us had a car. She told me about the space under the elevated railroad trestle and admitted that she had been there before. It was clear that she was experienced and I had no clue what was going to happen. We picked up our towels and walked to the train tracks and followed them to the trestle. Being only a mile away we were there in 10 minutes.

We dropped our towels and clothes on the ground and looked at each other still clad in our swimwear. Minutes later we were seated on out towels with her swimsuits around our ankles fondling, fingering and stroking each other. My cock had never seemed so hard or so ready to bust as it had at that moment. Her pussy was sopping wet and I moved a second finger into her. She taught me abut her clit and how to rub it and get her excited. When she leaned over and took my cock in her mouth, I gasped out loud. I was getting my first blow job and it was mind-blowing.

She really knew what she was doing and had a way of sensing when I was getting close. Whenever I thought I was going to cum, she backed off my cock and kissed me. Finally, I was going to cum no matter what she did and I told her. She took my cock from her mouth and stroked it as I ejaculated. Six or seven streams of semen shot into the air and she giggled as I kept shooting.

"Oh wow, look at it all. You cum like a firehose."

Once the last forceful stream left the head of my cock, she took my dick back in her mouth and sucked it dry. There was no chance of me going soft and I felt as if I would be hard all day. After she had sucked my seed from my dick and from her hand, she leaned in and kissed me. Seeing that I did not resist she drove her tongue in my mouth. When she broke the kiss, she whispered.

"Now, I am going to teach you how to eat pussy, Girls love that and you will be very popular if you do that."

She lay back on the towels and lifted her legs. The swim suit dangled from her ankles as I moved my head between her thighs, she guided my head to her womb and coached me through my first pussy-eating experience. Marilyn had a nice pussy with a little tuft of brown hair above the opening. She was dripping wet.

As she directed, I slid my tongue across her labia and then worked it into her sweet passage. Marilyn stiffened and came with a mild orgasm as I slipped my tongue in and found the hooded clit. She groaned out loud when my tongue touched her clit. Then as I was told, I spread her lips open with my fingers. Her erect clit was standing straight out and I nibbled it lightly with my teeth. She jumped with pleasure and moaned loudly. I continued to lick and nibble her clit until she lost it and sprayed my face with her female love juice. I tried to move away but she held my head firmly and told me to tongue her twat.

Her orgasm was intense, her body shook and she sprayed my face. I kept licking up her juices until she lifted my face from her pussy. Pulling me upward by my head, we kissed again, just as we had after she sucked my cock. I heard a loud noise and at first thought that a train was approaching but quickly learned that it had started to rain and it was a downpour. That was a welcome sound for us as we then knew that nobody we be walking along the tracks in the rain.


I was still hard and anxious to cum again. Marilyn licked her lips, enjoying the view of my hard cock and the excited condition to which she had driven me. She obviously loved driving guys crazy with her sexy body. She told me to get on my back so I laid on the towel and awaited the sultry girl's next instructions. If the ground was hard and uncomfortable, I didn't notice.

Marilyn brushed her full moist lips against my stiff shaft and she lightly grasped it in her warm hand. Then she began to rub the sensitive, pre-cum covered cockhead across her lips and against her smooth tanned skin. I threw my head back and groaned again as I arched my hips trying to shove my cock in her mouth a second time. Managing to keep the swimsuit on her ankles, she slid her body slowly up my already steamy body and let my hard member nestle between her full breasts. My hips thrust uncontrollably just at the feel of the warm skin as it caressed my throbbing shaft and the swollen sensitive head of my cock.

She toyed with me a while longer and teased me with her sensual body. She pressed her warm pussy against my rigid cock and she began to slowly move her hips against me. I knew she felt the familiar throbbing in her clit as her pussy gushed in anticipation of my hard cock penetrating her. My trembling fingers searched out her hard-puckered nipples and I lightly began to tweak and tease them. She threw her head back as electric shocks seemed to shoot from her nipples straight to her throbbing clit as she grinded her pussy against my raging hard on.

"Oh, yes, I love that. You love my tits, don't you Walt?"

"Yes Marilyn, you have beautiful tits. I love the feel of them."

She pulled my face to her chest and I replaced my fingers with lips and my teasing tongue. Marilyn's nipples, already rock hard, began to throb and ache from my sensual assault. With a gasp, she pulled her breasts away from my hot lips and spoke urgently with her voice sounding raspy.

"I need you inside me. Give me your big hard cock."

I reached between her legs and slipped my fingers along the crease of her pussy, nuzzling between her swollen lips to search out the swollen clit. Marilyn grasped my shaft in her soft fingers and pushed my hand aside. Next, she began to rub the head of my cock against her dripping pussy, easing her lips apart as she inched it inside her treasure. I was out of control with lust and I tried to thrust my hard cock into the warm wet hole. However, she maintained control and countered my desperate thrusts with skillful twitches of her hips. She continued to tease me until I was ready to burst. I desperately reached for her hips and she let out a deep throaty groan as she surrendered and plunged her hot pussy down on my straining cock. Her warm wet pussy easily swallowed my shaft inside her hot moist hole.

Giving herself up to her own imminent orgasm, Marilyn began to ride my cock. She fucked me slowly at first, but then with mounting intensity as she stared down at me through lust filled eyes. My eyes were locked on her firm breasts as they bounced up and down with each thrust onto my cock. My mind was lost in a cloud of sensation as every nerve in my body seemed to center in my balls and run right up to the swollen head of my cock. The furthest thing from my mind was fucking a girl under a railroad trestle.

"Oh yes, that's so good, fuck me just like that. Do you like fucking me?" she panted.

"God yes, this is fucking unbelievable!"

Sensing that I was about to cum, she clamped her pussy down on my throbbing cock. "Do you want to cum in me?" she asked. "Do you want to fill this pussy with your cum and feel me milk it from your hard cock?"

I was surprised by her language but I was lost in my passion. "Please, don't stop, I'm going to cum soon. I want to fill that hot pussy so bad, fuck me Marilyn. Keep on fucking me."

With a satisfied smile, her hips began gyrating faster and faster, driving us both towards an earth-shattering climax. Her hands were now on my chest and her fingers sought out my nipples and she pinched each one. Marilyn then wailed out with the beginnings of her orgasm. That was all it took for me and my hips began to hammer out of control as a massive release started deep in my balls and raced up my shaft, exploding from the head into the hot pussy. Both of us were grunting and groaning with our shared orgasms as we continued to grind against each other's body. Marilyn's wails continued as her orgasm raced through her, causing her whole body to twitch uncontrollably as the spasms raced from head to toe and back again. I drove my hips deep into her pussy as I continued to shoot stream after stream of hot sticky cum deep into my first ever lover.

Finally, Marilyn collapsed on top of me; with our bodies in a sweaty tangle as we both tried to recover from our orgasmic bliss. Her breasts pressed against my chest and my hands cupped her curvy buns. She sat back up as we both recovered, I looked up at the shapely girl, still straddling my hips, with my cock inside her pussy. I don't know how we managed it but we still had our swimwear dangling around our ankles.


"How do you feel?"

"My god, that was the greatest," I gasped as she slipped off of me and nuzzled up beside me.

"Let's rest for a few minutes and then I want you to fuck me in the ass. Would you like to do that? Would you like to fuck me in the ass?"

"I don't know. I never thought of such a thing but if you want to, sure I'll try it."

Marilyn then rolled over next to me and smiled at me. I looked at her ass and I could not resist running my hands over her shapely cheeks. Her ass was so amazing that I felt my loins stir with desire. I had never seen a naked female ass until that day. I got to my knees behind her and kneaded her gorgeous ass cheeks. I felt compelled to kiss her cheeks and run my tongue lightly in the crack of her ass. She wiggled her ass feeling very wicked as I tongued and kissed her cheeks and got dangerously close to her nether hole.

"I love that. Don't worry, I keep my ass very clean."

I lifted her by her hips so that her ass was perched in the air. her head was on the towels and she turned it to one side and let out a gasp as my tongue grazed over her buttocks. She told me to lubricate her bottom with the suntan lotion and my saliva. I took my time preparing her ass. I then coated my entire cock with the lotion and placed the head at the entrance to her anus. I pushed forward and the thick cock head squeezed into her snug opening.

She winched in response as her anus was stretched wide and she gasped, "Go slow let me open up."

I withdrew my cock head and then pushed it back in and went a bit deeper. I pushed until a couple of inches were in her ass. I could feel her sphincter muscle surround the first 2-3 inches of my cock. I slowly slid my dick in and out of her each time going a little deeper. I couldn't believe how good her ass looked with my cock in it. I had never thought about the ass as a target but then I was hooked. It was so difficult to describe how good the shapely female bottom looked with its alluring curves.

Marilyn relaxed a little and then felt more of my cock slide into her ass. She grunted out loud as she felt fuller and then a wave of pleasure passed through her body. I kept feeding more and more of my cock into her ass. She felt a fullness and then pleasure each time I went deeper. She would tense, relax and then enjoy it. This pattern continued until I had every inch buried in her ass. The fit was snug and my cock was held tighter than when I jerked off. It was the most erotic sight and I could not resist caressing her shapely buttocks.

"Oh my God, you feel so good, I feel so full. Uh, uh, uh oh yes, it's so good."

She told me to use my fingers so I reached around and played with her clit as I pounded her ass. Her pussy and ass were on fire as my cock reached the sensitive areas in her anal passage. She was on the brink of another huge orgasm as I methodically fucked her in her tight ass with my rigid cock. I loved watching it slide out of her shapely ass and then plunge back in as my hips slapped against her curvy ass cheeks causing them to jiggle with each thrust. I loved watching her ass impaled on my cock. She looked so submissive and vulnerable on all fours as my cock filled her ass. Her orgasm surged within her as I fucked her ass harder and faster.

She had a string of orgasms and her entire body went into spasm. Her pussy convulsed and clamped around my fingers coating them with her cunt juice. Her anus pulsated as I drove my big cock in and out of it. The sphincter involuntarily squeezed and released my member as I fucked her causing me to finally lose it. I slid my pecker deep into her rectum as my cock swelled and sent a thick stream of hot cum into her channel. I kept fucking her as my cock kept twitching and spurting in her.

There was nowhere for my seed to escape as it was blocked by my swollen cock buried in her ass. I slowed my pace and eventually stopped, allowing my cock to remain buried in her ass. I did not go soft right away and I gently moved my hips pushing semen around in her ass. Some of it oozed out past my shaft and trickled down over her pussy lips.

"Let's rest for a while," she whispered.

I stopped moving and slowly withdrew my cock from her bottom. I marveled in the sight of my cock sliding out of her shapely ass. My seed flowed from her anus and ran like a creek over her pussy and down between her luscious thighs. We stayed in the same position for several minutes and I massaged her beautiful ass as she remained on her knees with her bottom perched in the air. The only sound was that of our heavy breathing.

I pushed down lightly on her back causing her to accentuate her curves even more. I loved looking at it and playing with it as she cooed. It was amazing that my cock had just fucked such a beautiful tight ass. She looked incredibly sexy with her just fucked curvy bottom in the air. I could not resist sticking one of my fingers in her ass and she just wiggled her bum slightly in delight.

"You were fantastic for your first time. You are a very good lover."

"I would say that you are a very good teacher. Not in my wildest dreams would I have thought that I would do all those things the day I lost my virginity."

"I'm glad we made it together. You really have a nice cock. I hope we can do it again."

"That would be great. I love your hot body. I really like your ass."

We pulled up our swimsuits and I was surprised they had stayed on our feet. The rain was letting up and we decided to walk back to the swimming pool. We climbed up to the tracks and began the mile walk back. I put my arm around Marilyn and cupped her breast. She smiled and then shocked me when she dropped the top of her swimsuit. She draped the towel over her shoulders covering her naked breasts. I slipped my hand under the towel, held a bare tit in my hand and fondled it as we walked.

When we got to where we left the railroad tracks, she readjusted her swimsuit and covered her breasts. The community pool was empty as the rain had chased everyone away. I checked the time and I realized we had been gone for nearly four hours. Marilyn and I headed our separate ways to our homes. All the way home I kept thinking about that afternoon of wonderful sex.

That night in bed, I could not get Marilyn's body out of my mind. I kept seeing it over and over, her firm tits, narrow waist and that incredible ass. Not only did I see a beautiful female body naked for the first time but I had my cock in every hole. The blow job was wonderful and fucking my first pussy was unreal but fucking that marvelous ass was the ultimate. My cock got hard as I recalled the afternoon and I stroked it even though I did not expect to cum again.

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bywalterio© 1 comments/ 29068 views/ 13 favorites

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