The Mentor Ch. 02

"No sweetie, another time. Maybe this weekend? I have a couple of friends who come over sometimes when Roger goes golfing, we have a spa day. We drink some wine, soak in the jacuzzi, do our nails, facials, and any grooming we need to do. One of the girls, Rati, is a beautician and masseuse who runs a spa, so she's always up on the latest trends for relaxation. And we just basically spoil ourselves, and each other, all day. You'll love it! It's all very girly, and lots of fun!"

Carli looked at Roger, as if for confirmation that he was okay with the spa day ritual. He was still sitting back on the couch, his arms stretched out across the top of it. But, had his cock grown more? He was still gazing at her body. Was it her who was causing it? Or the idea of the women in his house pampering each other, with her included, helping to get him hard again?

Carli had been envisioning Ruth between her legs, grooming her. She felt that she was ready for that. But another woman? Someone she hadn't even met yet? She was certainly not ready for that! Plus Ruth had said that a couple of friends came over for spa day, not just one. Would there be other women in the room? Would they all be watching? "Oh, no, I don't think I would like that." Carli whispered.

"Nonsense, you're going to love it." Ruth reassured her friend. But Ruth correctly read the timid girls misgivings and she wanted to give her time to think about it. She could certainly coax her into it in the coming week. Right then she had other things in mind.

"But we can discuss it more later." Ruth continued. "Right now I have other things to show you." Ruth ran her hands gently up Carli's thighs, and past the unruly bush, over her loins, "Other things that are guaranteed to bring a man back to life!" She said with a husky tone.

She brought her hands up along side Carli's full breasts, pushing them together briefly, before bringing them across her upper chest. Then ever so slowly she brought her hands down, over the beautiful C cup tits. She paused when she had her hands directly over them and squeezed, as if checking melons for ripeness.

Carli moaned and her heart begin to race faster. The discomfort over spa day forgotten as she enjoyed Ruth's attention. Ruth spent a few moments fondling and squeezing, running her thumbs over Carli's nipples. Ruth was enthralled with the chocolate colored nipples and puffy areola capping the caramel flesh of Carli's beautiful, perfect tits.

Ruth finally captured the thickening nipples between her thumbs and forefingers and she pinched, softly at first. She instinctively increased the pressure as Carli's whimpering and moaning directed.

Carli stood and endured the pleasurable feeling of Ruth's attention, her legs quivering. She bit her lips and gazed through lidded eyes at the woman who was her mentor and friend. The woman who she admired and respected. That woman was now looking at her body with such lust and hunger it gave Carli a chill.

Ruth again correctly interpreted the other woman's emotions and leaned forward to place a soft kiss between her tits. She relished the feeling of the firm flesh on both of her cheeks. She felt Carli's hands on her shoulders, tentatively encouraging her to continue.

Carli continued to watch Ruth. Her bright blue eyes, ruby red lipstick, and pale white face, save for the occasional freckle, all framed by her fiery red hair, so different from her own darker complexion. It was a very erotic sight.

Ruth released the nipples and again pushed the heavy tits together, moving her mouth to begin planting soft kisses all around them. When she heard Carli sigh she ran her flattened tongue over first one nipple, then the other.

The difference in their height, with Carli being petite and Ruth being taller, meant Ruth merely had to tilt her head up to lavish her attention on the girls hanging tits. And she wanted to give her the attention she had been missing out on. The attention she needed.

After lapping at her nipples Ruth pointed her tongue and began to swirl it around Carli's swollen areola, circling the thick nubs. Carli gasped at the sensation as Ruth went from swirling her tongue around the nipple to flicking it with her tongue.

When Carli brought her hands to Ruth's head and ran her fingers through the lustrous red mane, Ruth took it as a sign to progress further and sucked a stiff nipple into her mouth.

She sucked gently at first, but harder as Carli moaned and her head rolled over onto her shoulder. The stronger suction brought another gasp of pleasure and encouraged Ruth to suck harder still and start caressing Carli's hips, ass, legs, just letting her fingers wander over the sexy woman's body.

Going back and forth randomly between the two sweet tits and running her fingers all over her, Ruth was doing her best to get her friend as excited as possible. Eventually she brought a hand up the inside of Carli's thigh. She stopped just short of the hairy pussy that she was sure was soaking wet by now. She was sure because she could smell the aroma wafting up from it. That aroma fueled her hunger.

Carli was breathing heavily, practically panting, mentally urging Ruth's hand higher. She held Ruth to her heaving breasts as the woman sucked her nipples, occasionally even gnawing on them with her teeth! Carli never would have thought that would feel good, but it was driving her crazy. If Ruth would just bring her hand up a little more, she knew she would cum.

Ruth tickled the soft flesh of Carli's inner thigh and looked up at her face. Carli opened her eyes and looked back at Ruth. Her eyes reflected her torment, her need. She was feeling so much emotion and she would need release soon, Ruth just knew it.

Ruth pushed back against Carli's hand to release the hard nipple from her mouth with a pop, and Carli whimpered. "We should take this upstairs where we can get more comfortable sweetie." Ruth suggested, her voice husky with passion.

Carli trembled, trying to wrap her mind around the words. She was in a daze from the earlier alcohol and the current passion. All the pleasure she had been experiencing, all the anticipation of Ruth bringing her hand to her pussy, was suddenly gone, leaving her bewildered!

Ruth was now standing before her, rubbing her arms. She looked into Carli's eyes and kissed her tenderly. "Do you want to go upstairs baby?" The older woman asked. "You know you don't have to. We can stop if you want."

"No!" Carli exclaimed. "No, I want to! I was, I was so.... You just surprised me. That's all." She was completely flustered, and while she wanted to go upstairs with Ruth, she would go anywhere with her at that point, she didn't want to sound too eager. She was ashamed of seeming so wanton, so desperate.

Ruth kissed her again and asked "You were really getting into it, weren't you baby?" Embarrassed, Carli bit her lip and just nodded her head, looking back at Ruth with puppy dog eyes.

Ruth kissed her again and told her, "Me too baby, and I would definitely love to continue. But I think it would be better if we could stretch out on a nice big bed."

"Yes." Carli agreed. "I think that would be better." She tried to smile, to seem confident and casual. But Ruth knew she was feeling afraid. She tried to put her at ease with a joke, "Good, because I hate rug burns! They hurt like hell and draw everyone's attention from the rest of my body!"

Ruth slipped her arm around Carli's waist and started to guide her to the stairs. She glanced over her shoulder at Roger and asked "Coming dear?" "I guess. If it's okay with you both?" He replied, looking up at Carli.

Ruth looked at her friend and said, "I guess he means you sweetie, he knows it's okay with me." Carli was caught off guard yet again. She didn't like having to stop and make decisions. She was doing alright with Ruth leading her along. "I guess, I mean, it's your house! Who am I to say?"

Ruth took her in her arms and said gently, "He's just being a gentleman sweetie. He was just making sure we didn't want some privacy for awhile." She looked Carli deep in the eye and said softly, "We are pretty sure this is your first time with another woman. And some girls would rather not have an audience the first time. That's all."

"Oh, I, I just assumed that the three of us were, you know." She lowered her eyes and muttered, "I mean, yes it is my first time, but, I thought we were trying to get him, you know, ready again. Plus, like I said, it's his house."

"Oh honey," Ruth smiled. "If you want it to be the three of us, it definitely can be. He will be 'ready' again, and soon. Take a look, he's getting there already."

Carli looked over at Roger, his cock was indeed coming back to life. It no longer laid limp like a dead piece of meat. It was now starting to rise up, not to it's full majesty, but it was coming alive. Carli was fascinated, and aroused by the sight of it.

"To be honest, I am certainly willing to share my husband with you dear. And yes, our playing would help him to get hard again, quickly." Ruth continued. Again she cupped Carli's face and brought it to her own. "But I would be lying if I didn't admit that I was looking forward to having you to myself for awhile first."

Carli's eyes grew in shock. She had been enamored with this woman for so long. She knew Ruth was trying to help her to spread her wings, to open her mind to new experiences. But to hear Ruth say that she actually wanted to be with her, alone, sexually, was such a surprise, such a thrill, Carli's heart soared. She felt that she would do anything Ruth wanted. Anything.

Carli was breathing heavily, and she wanted more of the way she felt when Ruth had touched her. She knew she was so wet down below. When Ruth stepped back and offered her hand, Carli took it gladly.

"Dear, would you please bring us some wine in a few minutes?" Ruth asked her husband with a wink. "Gladly." Roger answered with a smile. Ruth proceeded to escort her younger friend to the stairs that lead to the bedroom, and unknown pleasure.

Roger grasped his hardening cock as he watched the two beauties walk up the stairs together. His wife's pale white ass, still firm for her age was always fun to look at, not to mention her great legs in her stockings and heels. But he had to watch Carli, her curvy hips swaying, her full, firm ass switching, her strong looking legs flexing, 'Fuck she's Hot!' Roger thought to himself. He knew he would have a hard time delaying his wine delivery. But he had to let Ruth have some alone time with Carli. He knew he would definitely be rewarded for his patience.

Carli was nervous, and as turned on as she could ever remember being. She was not sure what to expect. She had an idea of course, but with an experienced woman like Ruth, she was sure she would learn more than she could imagine.

As they ascended the stairs Carli glanced over her shoulder and caught Roger staring at her ass, he now had a hand wrapped around his dick, and it was certainly coming back to life. That gave her another terrifying thrill, but it quickly faded away when they reached the top of the stairs and Ruth spoke again, softly. "We can just take our time dear. There is absolutely no pressure on you to do anything you aren't comfortable with. But if you allow yourself to be open to things, you can discover a whole new world that you have never known. A world of pleasure."

They had reached the door at the end of the hall, and Carli knew that once inside she would indeed learn new things. Exciting things. And she would not come back out the same woman who was going in. Ruth pushed the door open slowly with one hand and guided Carli in with the other, gently, on the small of her back. She closed the door quietly behind them.

Carli's heart was pounding as she entered the room. She took in the smell of lavender and the crimson accent wall behind the bed, the mauve pillows and duvet. The subtle lighting giving the room a sensual feel. There was no doubt what this room was for. It was not just a room for sleeping. It was both elegant and sensual.

She hadn't realized she had stopped in her tracks until she felt Ruth's hands on her hips, and her breasts against her back. "Are you okay sweetie? Do you want to do this? We don't have to." Ruth spoke gently in her ear, her breath giving Carli a chill.

"No! No, it's fine. It's just, your room is... so beautiful. It has a.....I don't know, it gives you a feeling when you come in." Ruth came around to Carli's side, being sure to drag her hard nipples across her arm. "Why thank you. I was going for a sensual feel. Is that what you mean?"

"Yes, that's it. Very...sensual." Carli replied quietly. Ruth smiled at her and asked, "So does that mean you like it? It's not too much, is it?" As she spoke she lightly caressed the younger woman's back, from the nape of her neck to her tailbone. Just into the very top of her ass crack, and back up again. She felt Carli shiver again.

Ruth took in Carli's nipples, hard and standing straight out, her chest rising and falling with her heavy breathing. Ruth fought the urge to simply attack her. She was so attracted to her, her smoking hot body and beautiful face, combined with her shy innocence, was just so arousing. She knew she would make Carli a confidant, sexual woman, if she took her time and introduced her to things slowly.

"Honey?" When Carli looked at her she continued, "You've already had a more exciting evening than you probably ever had before." Carli nodded her head in agreement. "Come sit on the bed with me, we can talk a moment." Ruth took both of Carli's hands and led her to the bed.

The two women sat on the edge of the bed, half turned to face each other, knees touching. "Did you have fun helping me with Roger? Did his big cock turn you on?" Ruth asked, still holding the girls hands.

"Oh my yes!" Carli gushed. "He is so much bigger than my ex! But nowhere near as pushy. And what we did? I never knew I would like it, but I did, I liked it a lot! When he, you know, shot off like that, it scared me at first. But it was very exciting."

"I'm glad you enjoyed it. There is so much more to learn about sex with a man. Wait until you have a man like that inside you. A man who appreciates you. It's soo fucking good." Ruth told her enthusiastically.

"Oh God, I don't think there's any way I could get that inside me! He's too big!" Carli said, obviously worried. Her ex had hurt her and he was much smaller.

Ruth understood her concern. "Don't worry sweetie, my man is much more caring than your ex. He pays close attention to his partner, and what she needs. I think you just had a selfish asshole, and he didn't care about you. Roger can be very gentle, when he needs to be." Ruth explained.

Carli mulled over her friend's words. She wondered about when Roger wouldn't need to be gentle. Were there times when he was rough? Aggressive? The thought scared, yet titillated her.

Before she could ask those questions, Ruth asked her, "And what about what we did before, to each other?" Ruth ran her fingers softly up Carli's arm, bringing up goosebumps. "Did you like it when we kissed? When we touched each other?"

The two ladies were looking each other in the eye, and Carli couldn't deny her feelings, "Yeah." She whispered. "And what I was doing to you just now, did you like that? Would you like me to continue?" Carli didn't want to seem greedy, but she wanted Ruth to continue in the worst way. "Yes." She whispered hesitantly.

Ruth touched Carli's chin and raised her head until they were looking at each other again. "I'm glad sweetie. I liked it too. I liked it a lot!" Ruth giggled at using Carli's own words before she added, "And I would love to continue. I have so much I want to share with you."

Carli looked at her and understood what she wanted, but had no reply. She simply looked into Ruth's piercing blue eyes and felt herself blush again. She also wanted to continue, but couldn't bring herself to say so.

"Can I kiss you again Carli?" Ruth asked, leaning in a little closer. She brought her hand up over Carli's shoulder and touched her cheek. Her own self control, her restraint from just pouncing on this girl, was acting as a form of foreplay for her, building anticipation.

"Yeah." Carli again replied, just as softly as the last time. She was embarrassed by her desire to kiss Ruth again. She shouldn't feel this way about another woman. She was feeling so many different emotions.

"I don't want to feel like I'm coercing you, or making you do anything you don't want to do Carli." Ruth told her. "So I think that if you want to kiss again, then you should kiss me." Ruth's heart was pounding as hard as Carli's at that moment. She felt like a teenager in the backseat of a car again.

Carli looked at her with her big doe like eyes and said simply, "Okay." Then she leaned in and kissed Ruth, softly, tentatively. Ruth again fought the urge to just jump on her friend and ravish her. Instead she returned the tender kiss.

Carli paused and looked at Ruth, whether she wanted to know if it was alright, or if she should continue, Ruth didn't know. But then Carli kissed her again, with a little more passion than the last time. Ruth heard a groan, and realized it was her own. The groan seemed to encourage Carli, because she put a little more emphasis on the kiss. She soon opened her mouth and slipped her tongue across Ruth's lips, and Ruth gladly opened her own mouth and added her own tongue to the mix.

Ruth was losing her fight to restrain herself. She ran her hand to the back of Carli's head and held her face close as their kiss intensified. Their tongues began to swirl around each other and they gradually began to touch each other.

Ruth was extremely pleased when she felt Carli's hand on her shoulder. And when it slid down over her naked back and over to her hip, she was pleased and encouraged. Carli was exploring her body! She was letting herself go! Ruth leaned closer and pushed her body against Carli's.

Eventually Carli pulled away, she had to catch her breath, and she had a question. "Wait, I thought we were going to do this to get Roger, you know, ready again?"

"Well sweetie, I don't know about you, but I want to do this, simply because I want to do this, with you!" Her eyes blazed as she said it and Carli felt her heart skip a beat. "But yes, this will get Roger hard again. But he is probably hard already just picturing what we are doing with each other in here! Men like visual stimulation, but that vision can be imagined and they will still get a hardon!" She said with a giggle and a lewd smile.

"Oh, so he's out there, imagining us together? And that will get him...hard again?" Carli asked, forcing herself to use Ruth's terminology. "And then...he will come in here? And join us?"

"If that's what you want." Ruth told her, before asking, "Do you want to see him hard again? Do you want more of that big cock?" She slipped her hand between Carli's legs and stroked her pussy lips as she asked.

Carli gasped and her legs opened by themselves. "I...I don't know. If we are just doing this for us, then....that's okay, I just didn't want to leave him out I guess. I don't know. I didn't want to be rude." She finally admitted with frustration.

Ruth leaned forward and kissed Carli softly on the neck and told her, "Then let's just take one thing at a time. We'll do this for us, then if you want Roger to join us, he can." Again, Ruth's lips and breath on her neck, and the words she spoke, gave Carli a thrill.

Ruth felt Carli's body quiver, and kissed her neck again. Then she kissed her shoulder. Then she used her fingers to point Carli's chin at the ceiling, and kissed her throat. When Carli gasped out loud, Ruth reached up with her free hand and firmly squeezed Carli's tit, before she whispered urgently, "Let's stretch out sweetie, I want to kiss you all over your body."