Mentor to Her Eager Younger Student

He was drained when finally he pulled back but I followed him and maintained the suction as I felt his head slip out into my mouth. I placed my hands tight around the base of his dick and began sliding them forward tightly to milk every last drop remaining in his shaft. It was thick and creamy but it was good and I felt not just relief at pleasing and draining him but I felt pride at doing it so well and completely my very first time.

When I'd finished I pulled back and studied his face. It was several minutes before he opened his eyes and I used my fingers the entire time to massage his tight little ass.

"Did you enjoy that?" I finally asked and he nodded his head before saying that it was "Great!" and then he nervously asked if he'd hurt me.

I laughed and said the only hurt I'd felt was a good hurt and it was a pleasure to finally demonstrate to him a tiny fraction of what Human sexuality is all about.

He then told me he'd heard of things like this but never actually thought he'd experience them. He added that he'd once had a girlfriend for a short time and she'd tried but had never really done very well.

I smiled as I started to stand and he pulled me up. I asked "Would you like to learn more?"

"Yes please." he answered shyly.

I asked if he had to do anything that night or the next day and he told me he didn't. I asked how he got home and he told me he usually took a bus but the last bus ran at eight that night and it was now eight-thirty. He told me he'd walk home and I smiled then described where my car was located in the faculty parking lot, described the car and gave him its license number and then told him to go there and wait. I escorted him to my door then glanced out to see if anyone was around. The place looked deserted and so I let him go out and watched as he left. I'd told him I'd be about ten minutes then after he was gone I straightened my office and packed papers in my case.

I deliberately left him waiting for fifteen minutes and even though I was afraid he might not have waited. When I got to my car I didn't see him anywhere. I called his name and then a wave of relief swept through me when I saw him standing up. He'd been sitting on the curb in front of my car as he waited.

I unlocked the doors and told him to get in.

"Would you like your next lesson now or sometime later?" I asked and he said if it was okay that he'd like it now. I asked him if he wanted it sitting there in the car or if he'd like to find a place much more comfortable.

I suppose it was the way I worded it that persuaded him but after a moment he quietly responded "Someplace comfortable?"

I reached over and patted his dick through the pants and he was still hard as I started my car with a smile.

There is a small Motel set back from the highway that I'd passed every day on the way to work. The place was always well maintained from the road and office and I guessed it would be that way in the rooms too. It also advertised King-sized beds next to the "Vacancy" sign and I pulled in.

I'd held his dick all the time we'd been on the road.

I was certain a student wouldn't have money to spend so I handed him enough money to pay for a room and told him to ask for a room far back from the highway and register us as husband and wife. I told him my car's license plate number and told him to use his own address then make certain the room had the king-sized bed they'd advertised. I watched as he was talking to the guy behind a counter and a few minutes passed before he came out with a key. I asked if he'd had any trouble registering and he said "No." as he handed me the change from the cost of the room. I smiled and slipped it into my purse as I asked him the room number and where it was.

He directed me along the driveway and in a few moments I was parked outside the room's door. I locked the car as he unlocked and opened the door to the room. In a minute we were inside.

"Do you know how to undress a woman?" I asked and he nodded his head then added "I did it once."

It took him a few moments of study before he began but then things ran smoothly until he got to my bra. He was looking behind me for catches and I had to show him how it was fastened in front.

When I was naked I asked "Well? Am I too fat?" I'd asked teasingly although I was afraid he might answer yes and yet, I was a woman and the experience was new to him and I knew he was already into it. There was an awkward moment of surprise and then he answered.

"No. No. Your body is everything and... I like it." he stuttered.

"Well" I said thinking this should still be a learning experience for him. "You know these are breasts and should probably be referred to as breasts in any formal writing you do. But in intimate situations they are frequently referred to as Tits or Boobs. Do you like my tits?" I asked as I cupped them for his approval.

"I know those words and yours are really nice. Should I touch them? Are they sensitive?" he asked hesitantly.

"Some women's breasts are sensitive and others are not. Mine happen to be very sensitive and I like to have them touched but only if you want to do it. You already know they are used primarily to provide nourishment to infants and although some women's bodies can't seem to produce milk, known as lactation, some women can even lactate after prolonged stimulation. Most women's bodies require release of hormones to stimulate lactation." I tried to act as a lecturer while standing totally naked and eager before him.

"Can yours produce milk?" he asked.

"I don't know because I've never had a baby but I suppose you could try and see if they'll do it in the long run just from stimulation." I said with a smile to make him feel at ease.

"I want to." he said and after a tentative few moments while he manually explored them he began. I'd missed this sort of attention for so long that it took only moments for me to get into it as I pulled his face tight against my tits then I began the lecture again but more softly and interspersed with moments of pleasure that robbed me of words. "Those are my nipples and in my case... they are the size many women have. Do you like them? You can bite them gently or tease them with your tongue as you suckle if you like." and he liked probably as much as I did.

"Are you sure I'm not too fat? My tits aren't as large as some women have although I guess a size 'C' isn't actually small. Most women my size have them far larger." I whispered.

He seemed to have trouble concentrating and speaking but his interest told me he had no problem with them. Actually I'd always been proud of them because they didn't sag or at least hadn't begun to sag much at my age. He was doing a fine job at trying to stimulate them and if it worked I was certain it wouldn't be many weeks before my breasts began to swell and fill with milk if he wanted to continue our efforts in future.

When he'd finished I didn't help but watched with wicked interest after I told him to undress too. He wasn't a football star quarterback but he was in good physical shape and I completely admired his body and of course that personal area I'd already sampled. He was shy and I had to tell him twice not to turn away from me as he removed his things.

My mouth watered and I licked my lips several times as I studied him. I'd lost all concern by then of being caught this way with a student.

I reached out and in a moment I was latched onto that delicious penis all over again. I remember wondering at the time if I could get him to a climax just using my mouth and not my throat. I liked it down my throat but I really wanted to know if I could do it with only my mouth and then taste my sweet reward throughout his climax. He'd climaxed so long and hard earlier that I was hoping and interested in learning if I could take it all and swallow fast enough. I would find out during several later meetings that I had that ability too and I'd frequently enjoy the fruit of my effort without him losing any interest at all in what I could do.

I paused before he emptied into me again and explained that most mammals begin their joining by smell and taste before the act is consummated. I asked if he'd ever tasted a woman and when he shook his head I slipped my fingers into the complete wetness I'd already been experiencing for so long. I debated washing myself first but then it might not have been a test. I wanted to know if I offended him or if he could enjoy it all.

I smeared my wetness across his lips and when he used his tongue to sample the wetness I swiped my fingers across his tongue too then asked if it bothered him. He shook his head and then took my hand and washed the wetness from it.

"I like it." he said matter-of-factly and then I climbed onto the bed, raised my knees and spread them before offering my hand to him.

He was more anxious now and I could tell by the size of his erection that he was ready for anything I might allow.

He leaned over and softly kissed my bare tummy and then I wrapped my fingers behind his head and pulled him down tightly. He understood immediately and in seconds I was feeling his mouth and tongue working.

"Is this okay?" he asked and all I could do was nod my head and pull him even closer.

Somehow I managed to say "This is how a woman climaxes." and my body was instantly seized with incredible need and then release as I closed my knees and gripped his face with my thighs refusing to let him pull back until I'd experienced the longest and, until then, the most intense climax of my own life. I wanted to go on even then but I also had a gnawing feeling deep within me that needed filling first.

When I pushed him way I said "I think we should start in what is known as the 'Missionary position' until we both are comfortable and know we can enjoy it. It is the simplest and only requires you to slip up here on top of me and let me get you into position."

He was eager and his erection seemed to grow with the even more severe need as I took it in hand, worked it a moment or two and then guided it into position.

I'd wanted it but my only real experience for so many years was my own hand and the toys I'd purchased. Now it was the real thing and it was far different and its warmth and life astonished me but only enhanced my interest now. I was in complete control for a few minutes as I explained but then as he understood he took over without additional thought and soon he was pounding away into me. He'd started gently as I'd asked but when he assumed command things changed and his interest never became a question. I wanted all he could give me as I gripped his shoulders and eventually moved my hands to his tight buttocks and dug my nails in then worked to counter his every move. It was incredible and nothing at all like I'd remembered from my two previous encounters. He was younger than me but he was everything I'd ever needed. Fucking him was every pleasure I'd ever hoped it to be and although I'd already discovered a pleasure of him this was the pinnacle.

He lasted long with tremendous stamina and a strong desire to please me while I watched, shivered and then closed my eyes with each climax he gave me. Suddenly I became aware of my failure to make him fill me and I began concentrating on this while I told him how good he was and what a good job he was doing. I suppose my praise and interest helped because within the next five minutes he did it all and then collapsed pulling me onto my side while still deeply embedded.

He caressed my body it seemed everywhere he could reach and as soon as he was free I rolled over and joined him just as eagerly. My fingers traced his cock and found his balls and once more I was in awe of it. He seemed perfect in every way as the throbbing in my hands began to grow in intensity. He loved it when I ran my nails gently over it but he seemed to enjoy it most when I moved lower and concentrated on the mixture of our tastes on my tongue as I cleaned and prepared him again.

Eventually I asked him if he thought he could do it all again or would be interested and he smiled with an impish gleam in his eye as he asked if he'd done 'okay'. I laughed and told him it wouldn't be very long at all before he was an expert lover in every way. It pleased him and then he told me he'd like to do it endlessly and yes he knew he could do it again right away if that's what I wanted.

I smiled back and told him it wasn't just what I wanted it was what he wanted too.

He laughed and said "Let's do it again then."

I told him we could do it another way if he wanted and he was eager to try. He was also as hard and ready as the first time I'd seen it naked. I described what we might try and assured him it would be a lot like most mammals have sex. The thought worked on him then he became eager to begin.

I explained what we had to do and tried to explain what we'd experience even though I'd never done it before. I didn't tell him I would be new to it also.

I rose to my knees and hands then watched still fascinated as he assumed a position behind me. I turned my head and smiled as I said "Here goes!" and reached back between my legs to find and guide him. I rocked back and forth a few times until he was wet from and moaning again to me and then I located it and pivoted on my knees until it was in and deepening.

He asked if it was okay now and when I nodded yes he joined me. I'd thought his penetration was deep before but now I learned what true depth was. It seemed he would continue entering forever and I wanted it that way yet when he was fully seated I was more than happy.

I had him grab my waist and he began slamming into me. This time there was little tenderness but strictly raw sex.

I'd taken a few moments as I explained what we would be doing and while I was at it I mentioned that sometimes a man will slap or spank a woman's ass at moments of peak pleasure. He asked if that was what I wanted and quickly added that he didn't want to hurt me.

I told him I didn't think I'd be hurt but that since I'd never experienced it personally that it should be his decision if the time came.

Now, suddenly I felt that large sharp hand slap my ass hard and it stung but it also seemed to demand his control now and my ass cooled and it felt good. It wasn't the spankings my mother sometimes gave me as a child. This was completely different and added a thrill to what we were doing and my appreciation for his being there with me as we experienced each other once more. Each quick slap seemed also to power our joining more intensely.

Three times more he slapped and three times more my body reacted with intense need as I hollered "Yes!"

Several more minutes of pure bliss, lust and extreme ecstasy filled me before he leaned forward over me and put his hands to work. I felt my nipple being pinched and twisted hard then felt the destination of his other hand as his fingers and thumb found my clitoris again.

I've said it was new but I don't know how to explain the need and satisfaction I was feeling then but I managed to convey it and thank him as I communicated the feelings and needs he was arousing in me. He fucked me long and hard for an endless time it seemed and this time I didn't have to ask or tell him when he should release. It came and I felt it all as his body suddenly grew taut and his stiffened cock within me seemed to swell even larger then he stopped and I knew he was filling me and I felt each jet.

Although he was now stationary I couldn't let him go through it alone as I began short strokes working him into my depths until he finally relaxed and I sensed he'd found his own ecstasy.

He remained over my back and I supported his weight until his breathing eased and then I thanked him.

He laughed and asked what I was thanking him for, so I told him and he eventually rolled again onto his side away from me. I stretched out next to him and held him as I thought of my day and what I'd learned and been able to teach him.

He was almost asleep when I slipped down again and cleaned him. His taste was sweet in my mouth and I learned the pleasure of sugar and salt joined.

After he began snoring softly I too must have fallen asleep and the next thing I remembered was a soft tingling in my breast. I came slowly awake and realized he was circling my left nipple softly with his finger.

In my sleep I must have turned halfway between lying on my back and my right side and the breast was just below his chin. I smiled at him and asked what he was doing.

He answered that he was fascinated the way my nipple responded so firm under his finger.

I laughed and reached down blindly to find him and closed my hand over it as I spoke "I've been fascinated by the way you also respond so firmly." He was hard when I touched it but now it grew to full and eager attention under my touch and I felt internal warmth knowing somehow he really did like me. I shook it slightly to draw his attention more firmly as I said "I've been watching this through pants for the weeks I've been here. I've seen it grow and respond as I tried to tease you during my lectures."

He laughed then and it was a good laugh as he raised his hand over and across me to spank my bare bottom again "I've been watching this too. You have a cute ass that seemed to attract me as much as your tits."

I noticed he was becoming bolder and far less shy after our time together and I liked it. From then on I decided that I'd be less the lecturer and more the participant.

"So you like both my ass and tits even as big as they are?" I asked teasingly.

"They are perfect and your ass is a lot tighter than I'd guessed it might be. I thought it would be as soft as your tits because it seems to jiggle a little when you walk even though the cheeks seem to flow under your skirts and the few times I've seen them in pants. I like it in my hands." he complimented me.

"Thanks I guess." I said still feeling like a tease.

"If I can judge by what I'm feeling in my hands it seems you're rested and perhaps ready once more?" I asked.

"I haven't worked my back this hard in a long time but I'm ready." he smiled.

"Well then perhaps we should try one of the methods almost unique to the human mammal?" I responded with a silly smile.

"I'd like that." he said without asking for a description and so I made him roll slightly so that his back was flat on the bed as I sat up and then raised my leg and swung over his knees. I used my hands and mouth to prepare him once more and almost stayed to finish it but my body wanted instant action and so I sat up straight and walked on my knees until I was over him and he reached up once more and cupped my breasts in his hands.

"That won't let you get away." I smiled again and he could tell I was only teasing.

Like so many things I'd never done, I had never been on top except a few times when I'd sat on the bed or shower with the dildo under me but this was real and it wasn't merely a dildo I would use.

It seemed new all over again as I lowered myself around him and felt him slipping deeper and deeper. At that moment I felt that I could do this the rest of my life and still not get enough.

I placed my hands on his hips and used my arms to raise myself high and then slowly lower around him again but it was only minutes before I tried dropping onto him and we both felt the newness and intense pleasure of being taken so quickly and completely. He moved his hands to my shoulders and began pulling me down even faster when I released at the top of a stroke. It was incredible and indescribable and I felt something new. If I leaned back as I came down he raked the frontal part of me inside and it took me moments to guess correctly that we'd found my G-Spot.

When finally I was ready to climax I told him I was going to cum but the intensity after was far more than either of us expected. I'd never felt anything as intense and long-lasting when for a moment I almost panicked.