Visiting Karen in Maine

A day in Maine with Karen

Morning

"Wow, you look great!" I told Karen when she came out of the restaurant to meet me after serving breakfast. I had driven up to see her at her summer waitressing jobs near Saco a few months before we both were heading off to college.

"I bet you're noticing my work uniform" and I definitely was. Short green skirt and a clingy, low-cut T-shirt with the restaurant logo in gold. "It's supposed to be noticed" she continued. "My boss Kim picked out the design a few years ago just after she started here. Kim said it immediately increased tips when we changed over to it."

"I bet the guys love it" I said.

"Well yes, if you call them guys. The customers here are mainly older couples. The old men struggle to check us out without being too obvious sitting there with their wives. Kim said if possible we shouldn't wear bras, and most of us can get away with it. The clingy fabric does the rest. Better than the uniforms at that damn all-girl boarding school which were designed to hide any sign of growing up. And the uniforms definitely work; the tips are good!"

We had met toward the end of our senior years. Karen and I sang in our schools' respective choruses, and we were bused together for a combined rehearsal, then a performance and dance in the gym. We had clicked meeting after the rehearsal, and I was anticipating dancing with her. I had wrapped my school gym's basketball nets with colored crepe paper and hooked up a lightbulb in each to create a romantic atmosphere. The dim lighting worked as I had hoped, and we made sure to share each slow dance and took every opportunity to cling as close as we could. I'm sure she could tell how excited our closeness made me; we even stole a few kisses when we thought no one was looking.

Then the lights came on; we said our goodbyes and separated to work through our final exams and graduation, then start our summer jobs.

"What would be fun to do, and when do you have to be back?" I said.

"I need to be here at quarter to twelve, and we could go for a swim. I hope you brought a swimsuit."

The restaurant was on one of the flat, sandy beaches south of Portland. It was midweek, still early in the season, so we had the town changing rooms to ourselves.

Karen came out wearing a simple one-piece bathing suit that complemented her slim, athletic figure. We walked hand-in-hand into the water and waded out almost to shoulder depth. Only a few people were in the water, and none were nearby. We immediately went into a clinch, kissing this time with no one watching. How nice to be together and able to touch her bare arms and back. Interrupted only by a quick pause to adjust my growing hard-on, we kept at this for a while.

Having roamed my hands over her back down to her buttocks, I located the zipper in the middle of the back, and slowly started zipping it down. "What are you doing?" Karen asked.

"Oh, I just wanted to touch more of your back," and continued until the zipper was all the way down. I wasn't lying; it was nice to feel her bare skin all the way down her back. I reached down with both hands and cupping her cheeks pressed her crotch against my stiff cock. She didn't object to me holding her firm bare bottom.

"Oh, I can tell you really want me!" she said, holding her arms against her sides to keep the front of the suit from falling down.

"Wouldn't you like to show me those boobies you've been flaunting at the old men?" I replied.

She thought for a few seconds, then moved her arms out to float on the water. I slowly peeled the front of her suit down below her waist, then pulled her to me and we kissed some more, this time both bare to the waist. Her body felt wonderful. She pressed against my erection without any help from me.

I said that I wanted to see her breasts and put my hands on her ribcage and gently lifted her to expose her breasts. Small but perfectly shaped boobs with small dark nipples against milky white skin. "Oh, I love your boobies!" I said and lifted her a bit higher so I could give each nipple a long kiss. I let her slide back down, catching her crotch on my cock on the way. She noticed and grinned.

"You certainly get me excited, as I'm sure you've felt. Would you like to check it out?" I asked, and before she could answer, I took her right hand and slipped it inside my swim trunks I wrapped her fingers around my penis and suggested that she see what she could find.

"Oh my God it's so thick! I thought it would be thinner to - you know - fit easily. Nice, but a little scary."

She explored enthusiastically, finding my testicles. "Hah! I got you by the balls! Give me a million dollars to get them back!" Looking at my face, she squeezed them until I winced.

"That feels good, but only up to a point," I said.

Meanwhile I was squeezing and stroking her breasts and marveling at how firm they were and how stiff the nipples were. I pulled her closer so just the nipples were touching my chest and moved her a little side-to-side to trace them against me.

We kept kissing, both rather short of breath, and I moved one hand inside the front of her suit. Karen obligingly moved her feet apart to give me more room, and I explored the warm, slippery folds. We kissed for a long time, savoring each other's touch. "You'll have to show me what feels good," I said.

"You must show me what to do also," she replied. "Let's go in and change; perhaps there's time to make out in the car before lunch."

We showered and changed back into our dry clothes and drove the car to a shady spot away from others.

After a moment of kissing, Karen slipped her hand down to my lap. "Wow it's hard again; I want to learn how to work it -- whatever you do for yourself."

I unzipped my shorts and pulled them down for Karen's first look at what she had been holding when we were shoulder-deep in the water. Sitting in the passenger seat she leaned over to inspect this object that had been battering against her pubic bone and that she had held and fondled underwater. She pulled it around to inspect it all over and squeezed the shaft hard to see the tip redden from blood. I slid the seat back to give us as much room as possible.

"Okay, I know how to squeeze rhythmically and how to manipulate your balls; what else should I do?"

I explained that she should move her hand up and down the shaft so that it felt to me like it was inside her. "And spread some of this on it so it glides smoothly," I said, squirting some suntan lotion into her cupped hand.

Karen spread it over my cock and gripped my shaft again. I showed her how to stroke up and down, closing her hand over the sensitive head. "I get it!" she exclaimed. "I'm going to jerk you off. I've always wondered how that worked."

She went to the task immediately. As she stroked me I ran my hands over her breasts and ass under her loose clothes. I asked her to kiss me as she pumped my cock, which she did briefly, then said that she wanted to see my cock cum. She went back to watching. I warned her that she was about to see the fruits of her work. Then I came and came, spurting semen into the air, landing mostly in my lap but with a couple of gobs hitting her face. She flinched but held onto my cock until the eruption was finished and my cock started to soften.

I caught my breath and thanked her for an excellent and productive first hand job. I wiped the cum off her face with a Kleenex.

"Thanks; I don't think my customers would appreciate looking at gobs of your semen while they're figuring out their lunch menu."

I suggested, "Think about using your mouth next time; much less messy. And yikes! It's time for you to go; I'll be waiting for you when lunch is over."

Afternoon.

Just before two, Karen came out to the car, looking somewhat distraught. "Oh, I was so distracted, I forgot an order and had to go back, plus I dropped a tray. At least it was just had plates and silverware, not food."

I hugged her and asked what was so distracting. "It was a lot of things; let's walk along the boardwalk and I'll tell you."

"I guess it started thinking about what you said about using my mouth. Back at school we talked about sex a lot in my dorm, including about blowjobs. None of us had ever done that but I had thought about it a lot. Now remember, all the time I'm thinking this, I'm waiting on tables and trying to do my job, but this is what's running in my head. Luckily there weren't too many customers but still it distracted my attention.

Karen continued, "Okay, next I need to tell you about Kim and Claude. He's the chef in charge of the kitchen - perhaps 40, nicest guy you'll ever meet -- and Kim runs the dining hall; she's probably about 25. We all live in apartments near each other in the next town, about a ten-minute drive away. I usually take a bus or get a ride with Kim.

"About a week ago after dinner, I was waiting to catch a ride home with Kim and she told me she had to meet with Claude and the restaurant manager for a while; why didn't I sack out in the back of her car? And Claude's wife has his car so he'll ride home also after the meeting.

"I woke to hear them come out to the car and start toward home. I drifted off again, then woke up to find the car stopped, motor still running, and only Claude visible over the back of the seat. He seemed to be breathing hard; I sat up just in time to see him cumming in Kim's mouth; she had been sucking him off. She sat up and drove about a block to Claude's house; he thanked her for the ride and went in.

"Kim drove the short way to my apartment and asked me to come sit up front for a few minutes. I was bewildered. 'What was that about? Isn't Claude married and don't they have a little kid? What are you doing sucking his cock?'

"Kim said, 'Yes, I've known Claude and Maria for years; I've babysat for little Eve. But I have to tell you a story from four years ago.'

"Kim went on, 'I was going out with an appealing guy, Dave, who asked me to marry him. He was a good prospect, if not perfect. I was not much older than you are now and I didn't know what to do. I talked with Claude - who was newly married -- about it on the drive home one night.'

"Kim continued, 'Claude asked what was keeping me from saying yes to Dave. I mentioned a couple of things that bugged me about him. Claude asked if I thought Dave would change. I replied that I didn't think so. Claude simply pointed out that marrying Dave would mean living with the things that bugged me for the rest of my life, or at least the duration of the marriage.'

"Kim then quoted Claude's explanation: 'When I married to Maria I knew she had a thing about oral sex. I had dated a lot and loved getting sucked off. I knew that when we married there would be no more oral. But you know Maria and me; she's worth the sacrifice. Nevertheless I sure miss those blowjobs. So think about Dave and realize that what you see now is going to be the story for ever and ever.'

"Kim continued, 'I did think about it and concluded that I wasn't ready to make compromises to get married and broke up with Dave. I thanked Claude for his advice. I figured I was still young and had no trouble attracting appealing men without any commitment.'

"Shortly afterward I realized that I found Claude appealing and figured out how to suggest a deal with him to suck him off every now and then, just as friends. He loved it and although Maria still doesn't have a clue, Claude reports that after each of my blowjobs, he makes love with Maria and can keep it going for a half hour or more, which apparently, she loves.

"Still sitting in the car, I asked Kim about blowjobs. 'Oh, I really like sucking cocks. I'm good at it and guys are often surprised by how quickly I can make them cum. And they love it. No man I've ever met has turned down a blowjob, even when he was hoping to get laid. I might be out with a fun guy, but not someone I want fucking me, and he'll be satisfied with the best sucking he'll ever receive. Sometimes I will even pick out some sad-sack or nerd and surprise him with his first experience of free oral sex with an attractive woman. And fairly often a guy I suck off will offer to eat me out, which I accept. They may need some coaching, but nothing gets me off quite like someone going down on me.'

Karen continued, "That's what made me drop that tray; I was distracted thinking about a guy putting his mouth down between my thighs and sucking and licking me until I came. And not just some guy, but I was wondering if you would be willing to do that?"

We had turned around on our walk and were almost back at the car. I didn't have to think long before replying, "I've never done that before, but I'll try my best if you let me know what makes you feel good."

We got into the car and Karen sat sideways facing me on the seat. She smiled and slowly opened her legs and slipped her skirt up. "Oh, you good guy! I was hoping you would say yes so I saved you some work by taking off my panties when my shift was over."

And sure enough, her skirt was now high enough to reveal a neat brunette bush atop pink lips that were starting to glisten with moisture. I marveled at Karen's smooth thighs and how their suntan merged into the ivory white of the secret area never exposed to the sun.

I lay down on the seat as best I could and hooked my arms under her thighs as I moved my face close to her pussy. "Does it smell okay?" Karen asked.

"I can't smell anything," I mumbled, then shortly after, updated my observation, "no taste either; just slippery juices".

I set to work licking up and down between the inner lips. Karen put her hands on my head and held me steady in a couple of places, pointing out a really sensitive spot and areas that I should also lick and suck. Pretty soon I noticed that her hips were rocking gently, and she was letting out little moans and gasps.

Before long she started moving her hips more vigorously and pressed my face closer to her crotch. She started panting and moaning as an orgasm washed over her. I just held my lips and tongue still as she was providing all the motion of her hips and pressure on my head. It was strangely and wonderfully exciting to feel the results of my first experience of giving oral sex.

Soon we were sitting up again, reflecting on the experience. Karen looked in the mirror and pushed her hair back into shape. My face was plastered with sex juices, which I wiped off with a couple of paper towels.

"Wow, that was the best orgasm I've ever had; thank you!", Karen exclaimed and gave me a long thank you kiss on my mouth. She put her hand in my lap, "I can't believe it; you're hard as a rock!".

I explained how exciting it was to feel her getting aroused and cumming. She replied, "well I want to return the favor, are you ready to try my first blowjob?"

And yes, I was. We got my shorts and underpants down in record time. My hard-on glistened with pre-cum from the excitement of the past half-hour. Karen held my cock in one hand and cradled my balls with the other. I showed her about milking pre-cum with her fingers and she produced a few gleaming drops.

"Oh, gawd, your cock's so thick! But I think I can get most of it into my mouth." She started by kissing the tip and smearing the juices around the bulb with her lips. Then she opened her mouth and lowered it over the shaft, taking in not quite half of its length. What a feeling to be in a warm, wet mouth for the first time ever!

Karen retreated from her first dive and ended with her pursed lips against the top. I suggested that she suck gently so all the inside of her mouth was enclosing the shaft. She descended again and bobbed up and down a little, sucking for maximum contact. "Try licking all around with your tongue when it's in your mouth," I suggested. We continued these exercises with reminders to squeeze my balls and keep up the suction.

Pretty soon I said that I was getting close, and Karen responded by bobbing faster, sucking harder and taking the shaft farther into her mouth. Within seconds my orgasm started; six of seven spasms of ejaculation. Karen stopped her bobbing and just held my cock in her mouth until the eruption ended, with her cheeks puffing out from the mouthful of semen.

She sat up and mumbled, "What do I do with this stuff?" dribbling cum out the corners of her mouth.

I said, "Spit or swallow," and handed her some paper towels. She swallowed about half of the load and wiped her mouth and spat out the remainder into the towel.

"Doesn't taste bad at all; in fact I rather like it! And it's hot when it spurts out of you."

"Wow, that was great!," I exclaimed, and gave her a long kiss.

"Do you think it's weird to kiss me right after I've been sucking your penis and you've cum in my mouth?" she asked.

"No, I don't think it's weird; in fact, it's actually rather sexy. Plus I'm thanking your mouth for all its good work."

"Well, I'll have to practice a lot more to get as good as Kim There's so much to remember, but I'm sure she'll give me useful suggestions when I tell her about today. I wish I could talk with my old roommates again now that I've sucked off a cock - how long it took, how hot the cum was, what it was like to swallow. I would recommend they get a friend to try it with."

It was almost time for dinner, and Karen checked her hairdo once more and remembered to retrieve her panties from her bag and put them on. "Kim suggests we occasionally drop a spoon or something and bend over to pick it up if we think anyone's watching, but I don't want to give those old guys too much to handle!"

I dropped her off at the restaurant after we agreed to go to the drive-in theater after dinner.

Evening

Karen bounded out sooner than I expected. "I told Kim we were going out and she said she would cover for me closing up." We drove to the theater a few miles away and parked away from the families with kids. We walked to the concession and got popcorn and drinks to wait until dark.

The first movie started out to be rather promising. Karen snugged up next to me and we watched the screen and listened to the speaker hanging on the window. I put my arm around her and stroked her neck and shoulder. However, the movie lost its initial promise, and I diverted my attention from the screen to Karen's right breast, inches from my hand and hidden under only the thin t-shirt. I let my fingers droop over it and started circling the nipple with one finger. Feeling her nipple respond and puff up was much more interesting than the movie.

Karen squirmed happily and dropped a hand into my lap. As I teased her breast, she stroked my "semi" through the fabric and brought it to full inflation and in need of adjustment. She laughed as I tried to make my hard-on more comfortable with one hand while continuing to stroke her boob. "Why don't we just take it out instead of having it all caught up in your clothes." She undid my belt and zipper and I finally had to give up on her nipple and help her pull my pants down.

The movie had turned interesting again, so we watched for a while, still snuggled together, my hand now under her shirt and cupping a breast, and her hand just holding my cock and giving it an occasional squeeze.

Out of the blue, Karen asked, "Hey, I have a question: can you tell for sure when you're about to cum?"

I replied that I could, and she said, "Okay, I hope you're right about that because I want to try something. You'll have to swap seats and sit on my side." I wondered what she had in mind, more oral practice? But why change seats?

We executed a lengthy and fun swap with me sliding along the seat and Karen climbing over me. We took our time as the maneuver presented many opportunities for wandering hands, pressing breasts against my face, and "accidentally" steadying herself in an intermediate position with a hand planted on my bare cock. Reaching under her skirt to help her move her kips over me, I discovered that Karen had removed her panties before she left the restaurant.