I woke at around seven in the morning. It was a Saturday and I had a few thing to do, plus my airbrush lesson with Jennifer at nine this morning. The coffee was nice on the balcony in the warm August morning sun. It was a dull night last night, but today was a new day. I smiled to myself as I sipped the hot wake up. I was thinking of calling Sandra, my fuck buddy of sorts later. Maybe a bit of late afternoon delight may be possible.

 

Jennifer, or Jen as she preferred was a unique girl. She was very thin with what seemed hardly any breasts. She was not anorexic, she was just built that way. She had long brownish blonde hair that fell to her mid back. Her face was pixie like, but yet at 24 she was a woman with a girls touch. She was also very shy.  We had worked together on a few projects at school and here over the last four of five months. I even got to do some semi-nude studies with her.

 

Jen was a fellow artist in one of my figure and gesture classes. I sat it to keep in shape with my free form style. Yeah, I taught, but I used my bennies to improve my skills too. Jen was a loner of sorts, she lived with a chunky girl named Sally and never interacted with many people. Jen may have been 24, but seemed so insecure around men. Sometimes I felt like not only an art prof, but a shrink with her. I guess that happens as you hit your thirties.  But I liked her very much. She was so open around me. I looked forward to our Saturday airbrush lessons.

 

Our relationship was platonic, but I could sense some mutual physical attraction. Jen and I had kissed a few times, but nothing extremely passionate. These were usually short kisses, but tended to linger a bit longer than a normal friends kiss.and were partly open mouthed lately. I had fantasized about making love to her a few times. My only worry was her timid personality. I wondered if she even had a boyfriend because I had never seen her with a guy, just Sally. I know she tended to move a conversation towards sex and then stop short. Maybe she was gay. No big deal.

 

My daydreaming was cut short by the sound of her old VW beetle chirping into the parking lot below.  Jen pulled in and parked . She got out and waved up to me as she grabbed her art kit and portfolio case. I waved back. She looked good today. Normally she would wear loose jeans and a baggy blouse. Today she had on a pair of fairly tight shorts and a ruffled blue tube top. My cock jerked a bit as I looked at her small tight butt. Jen’s legs were very thin, but still had shape that made them sexy.

 

A few minutes later I heard her unlock the door with the key I had given her so she could practice with the airbrush while I was out on a job or away. “Hello!” I heard her cheery voice callout. I walked into the apartment and said “Hey Jen, how are you today? You sure look great!” She smiled a bit and hugged me. “Want some coffee and a sit outside for a bit?” I asked. “Sure.” She said as she set her kit on my drawing board shelf.

 

I poured coffees and gazed at her. I could barely make out her two small breasts pushing against her top. The top was a bit short and I could see her tanned flat stomach and belly button. I imagined what a pleasure it would be to lick her navel and suck her small buds. My cock was beginning to swell in my shorts by now. I changed the direction of my thinking to something else.

 

“I will have it black today. I was up late last night and need to wake up a bit.” She said rolling her eyes and smiling like a kid as she walked over beside me. “Hot date kept you up?” I chided her. Jen jabbed me in the ribs and said, “Give me a break. I wish. Nobody would want this skinny chick.” I turned to her and held her shoulders. “Jen, you are a very pretty girl. I think you are delicately beautiful.” She blushed a bit and I took a chance and kissed her. This time she met my mouth a bit harder and stayed there.

 

Her arms went around my shoulders and head and I felt her mouth open wider and her tongue brush mine. Jen’s body trembled a bit in my hold as she rolled her face lightly to mine as we embraced. I could taste her and the slight taste of mint in her mouth. My cock was hard and pressed into her small stomach as we kissed. Jen pressed to it a bit and after a minute or so pulled back from my lips. She was a bit flushed as she stared into my eyes. Her lips glistened a bit from our wet kiss.

 

“Wow! I may not need the coffee, but let’s sit outside for a while.” She said flushing bright pink. I carried the coffee out walking behind her to the balcony. Jen sat on the patio bench next to me and we both drank some coffee and had a smoke. “Thanks Marty. I have been wanting you to kiss me like that for ages.” She said softly. “But aren’t you and Sandra an item? I know you guys go out and she has stayed here over night and for a few weekends. She was here last Saturday morning when I came over.” Jen said.

 

I laughed a bit and explained that Sandra and I were not boyfriend and girlfriend. Tastefully I explained to Jen that we were mostly sex friends. “I have known Sandra for a long time. We get along pretty well. But really have no big spark to make us want to be a couple. We met at a party a few years ago and ended up in bed. She enjoyed it and so did I. So we just get together for some physical stuff on occasion.” I explained. Jen’s eyes were big as she looked at me. “So you guys just do it and that’s all?” she asked shyly.

 

“Yes. It is a mutual thing and better than just picking up someone and taking them home.” I answered. I continued and said I did care for Sandra quite a bit and she for me. “I really am not into just having sex with a stranger to satisfy myself. We started that way, but luckily built a friendship out of it.” I finished. Jen stirred a bit and said. “So she would not get upset if you were to date or be with another girl?” I said “No, she wouldn’t at all. She has a boyfriend that is cool with us messing around.” Jen smiled slightly and looked away a bit.

 

“Marty, I think you know I have a bit of a crush on you.” She gushed out. I squeezed her around the shoulder and told her I felt she did and told her I found her quite attractive to me. She blushed a bit and said. “Why? I have only had a few dates in my whole life. I have no chest and I am so skinny. The guys have called Sally and I Laurel and Hardy all our lives since junior high.” She said sadly. She went on to tell me she had never had sex and just one guy in high school had fingered her.

 

I suddenly realized she was a 24 year old virgin. It excited me a bit, but also scared me. In my mind I imagined how it would be to make love to her. Jen had a very pretty face and trim body, even if it lacked the curves that larger breasted women have. She was still a very pretty woman. I pulled her to me a bit and she held me as she rested her head on my chest. “Marty, can we skip the lesson today and just sit here together?” she asked softly as she rubbed my leg above the knee absent mindedly and put her head in my lap and stretched out next to me.

 

“If that is what you want, sure.” I said as I hugged her a bit. My cock was like a steel pipe in my shorts and bulged on my leg just below her head. I sensed she knew it. I leaned over a bit and lightly kissed her left ear. Jen jerked a bit and rolled her head. I ran my tongue over her earlobe and side of her neck. “Oh, that is wonderful.” She said blindly gripping my lower thigh. I could hear her breathing harder as I traced light paths over her neck with my mouth. I had my hand on her left hip and felt the sharp ridge of her hip bone in my palm.

 

Jen put her hand on mine and stroked my fingers as I cradled her head and sucked lightly on her earlobe. My mind was spinning a bit thinking I may be her first lover. If I was, I hoped I would do it right and not ruin the special moment. I was wondering if she desired the same, to make love with me. Jen rolled over and faced me and laid on her back below me. She pulled my head down to her and kissed me deeply. As out mouths and tongues played together she pulled my hand over her body and pushed it between her legs.

 

I could feel she was damp and aroused with my fingers over her pronounced pubic bone. As we kissed her, I lightly rubbed her cupped pussy through her shorts. I could feel her breathing grow heavy as she sucked on my mouth and rubbed the back of my head. Boldly taking a chance I reached up from her crotch and started to unbutton her shorts. Jen showed no resistance. I slowly unzipped her pants. Our mouths had not separated yet and we both gasped to breathe as we embraced.

 

My fingers gently trailed over her flat stomach. Jen groaned softly in my mouth and pushed my hand down towards her crotch. She pushed her hips up a bit and broke our kiss. Jen’s head fell back with her eyes closed as she urged my hand lower. I looked down her body and could see her white panties stretched tight between her jutting hip bones. The gap between her hip bones and her stomach was over an inch and I could make out a hint of light brown pubic hair showing.   

 

Jen pushed my hand harder and I felt her soft down under my fingers as I reached lower. She jerked as I touched the small mound covering her clit. Jen was wet as I traced a finger over her puffy lips. Once my finger was covered in her juices I gently rubbed her clit. She gasped and sucked air as I stroked her bud softly. Jen had a death grip on my arm holding me to her as she gulped her breath and rolled her hips.

 

Her legs were shaking as I caressed her love bud. Awkwardly I bend over and kissed Jen’s mouth. She roughly kissed me back gasping in my mouth. I cupped her pussy with my full hand and moved a finger between her outer lips. Jen jumped a bit as she felt the tip move into her body. Slowly I pressed my finger deeper into her as she groaned in my mouth. Jen’s hips were humping under my hand as I felt the tightness of her pussy grip my finger.

 

I reminisced a bit. I had only been with one other virgin before, and that was long ago when I was one too. We were young teenagers that decided to see what fucking was all about. At that time in my life when she said she wanted to do it, I just went for it and really did not notice much about the girl, I just wanted to get my cock in her and so did she. It was a joke overall, I came on my first stroke and we got a laugh out of the whole thing. Later fucking with her was better and lasted longer, but the first time I had sex was a disaster. I wanted Jen’s first time not to be a joke.

 

My finger slowly moved in and out of her body as she sucked my mouth hard. “Jen, let’s go inside and get more comfortable if you want.” I said softly. She smiled and nodded. I slowly pulled my finger out of her pussy. She gasped a bit as she felt it leave her. My fingers were shining in her moistness as I looked at my hand slowly as she relaxed a bit.  I put them to my lips and tasted her. She stared at me as I did. After I sucked her juices off I boldly put mye fingers in front of her lips. She sucked each lightly as she kept her eyes locked on mine.

 

Gently I stroked her brow noting a light coating of perspiration. Jen gathered her breath and sat up. She kissed me and we went inside. “Do you want a drink or something?” I asked. “Yeah, I can use one.” She said laughing and sat on the couch her shorts still open. I grabbed a pair of beers and sat beside her. She smiled taking hers and squeezed my leg. “Are we done?” she asked quietly with a bit of a disappointed tone. “Not unless you want to be. I just thought maybe a bit of a break so you could decide if what we are doing is what you really want.” I said.

 

Jen smiled at me and kissed me softly. “I want you to keep going and do what a man does with a woman. I just hope my skinny body doesn’t turn you off.” She trailed off. “Jen, it won’t. I actually do want you very bad, and not just for sex.” I said stroking her hair. I took her hand and placed it on my hard cock under my shorts. Her eyes widened a bit as she tentatively touched me and lightly squeezed my cock under my shorts. “Can we go to your bedroom?” she asked me softly. I took her hand and lead her from the couch.

 

Once we were in the room I kissed her deeply as I pushed her shorts down. Jen stood stiff as I knelt and pulled them off her legs. I stood up and grasped the bottom edge of her tube top. Jen got a concerned look. “You know I don’t have any tits. I hope I don’t disappoint you.” She said plaintively. I smiled and kissed her forehead as I lifted the top up and pulled it over her head. Jen had tiny breasts, about all that leapt from her chest were her swollen and puffy pink areoles and nipples. I leaned and sucked gently on one. Jen grabbed my head and held me to her chest.

 

Gently I pushed her back and sat her on the bed. I got on my knees and leaned back. Jen had a flush over her chest and neck. Her eyes were wide, but full of passion and caring. I pushed her back and stretched her out on the bed. Laying next to her, I kissed her deeply as I gently twirled her small nipples. Jen jumped a bit and held me tight as we kept our mouths locked. My cock was harder then hell. I wanted to make love, but first I wanted to make her cum.

 

I moved back from her and down below her bent up legs. Jen kept staring at me as I moved. Our eyes still joined I reached and my fingers grasped the edge of her panties. She lifted her hips a bit as I pulled them down over her legs. I looked at her now naked body and marveled. She was very thin, but her body was a treat. Her tiny breasts surged from her chest. I enjoyed the way her stomach fell from her rib cage and was so flat and tight. Jen’s pubic mound was pronounced and jutted upwards from her lower belly. I could not wait to eat her pussy.

 

Gently I spread her legs and moved over her still clothed. I held Jen and kissed her as I pressed my covered hard cock against her pussy. I could feel her rolling her hips against mine as we toyed with our tongues. Breaking our kiss, I slowly moved down her body, I kissed her neck and breasts lightly. I was working my way to her pussy. I was more than certain she had never been eaten and I wanted to do it. I love eating pussy and wanted her to enjoy hers.

 

Finally I was over her mound and looked at Jen. She was still staring tenderly, but with a puzzled look of sorts. I gently sucked and bit her belly. Jen jerked and rolled her head back a bit. She lightly stroked my hair as I moved lower. I knew she was aware of what was coming next. My hands pressed her legs wide as I gazed at her small patch of light brown hair and her prominent pubic mound. Gently I used my thumbs to part her lips open exposing her small inner lips and pink entrance. Jen’s clit protruded a bit and I could see the shine of moisture on her sex.

 

Slowly I moved to her and licked her clit. Jen jerked hard as I gently sucked the bud into my mouth. Even though I know she had showered earlier, her pussy was rich in the smell of her sex. I continued licking and sucking her clit as I gently pushed a finger back into her. Jen tensed as I did and gasped. One hand gripped my hair and the other the bed covers. I watched her sunken flat stomach jump as I worked her body with my mouth and finger. I watched as she gasped in pleasure and pulled her belly tight making her ribcage project.

 

Jen’s small thighs pressed against my head as she rolled under my mouth gasping. I moved my hand a bit so my finger could touch the upper inside of her vagina. I hit her G spot and she tensed and jerked. “Oh!” she gushed loudly and pressed her pussy to my face. “This is so good, don’t stop.” She said breathlessly. I continued sucking and licking her clit as my finger messaged her inner walls. Her pussy was gripping my finger tight as I pleasured her. Jen’s chest heaved as she gasped in pleasure.

 

After about 5 minutes, I felt her body begin to tremble. Jen grabbed the covers in her hands and clenched hard. I felt her hips pushing up and heard her straining a groan. “Marty, I think I am going to cum!. Oh yes, oh yes.” She blurted. Then Jen went stiff and arched her back. A long “Oh” came from her lips as she bucked furiously in front of me and came. Her body was soaked in sweat and shaking almost violently as she rode her orgasm out. I kept sucking her clit lightly and moving my finger inside her.

 

Then she went limp and started pushing me away. “Marty, stop for a bit. It is too intense. I need to rest.” She managed to gasp to me. I leaned away and pulled my finger from her body. I saw my whole hand was drenched in her juices. Smiling to myself I licked my fingers off and moved beside Jen. She rolled over and held me tight resting her head on my chest. “I played with myself before, but it was never like that.” She said quietly. “Let’s rest a bit. Then I want you to make love to me.”

 

I smiled and felt my cock jump. I could feel precum dripping and soaking my shorts. “Can I have a drink? Not a beer, but something else. I know it is early, but…” She asked. “Sure, maybe a screwdriver?” I answered. “Yeah.” Jen said still catching her breath. I pulled from her and sat up. She looked so tiny on the bed, but so soft and delicate. I wanted to have her now bad, but worried I may hurt her. I got up to get some drinks and gazed at her still breathing hard as she lay spread naked on my bed.

 

Returning Jen was laying on her side with one hand between her legs. She jumped and pulled it back. “Sorry, It just felt so good. You made me so wet. ” she said a bit embarrassed. I sat on the bed next to her and we sipped our drinks. “This is unfair, you are still dressed and I am her naked as the day I was born.” She teased sitting up. I had never known Jen be so aggressive in her comments. She pulled my shirt off and began to take my shorts off. Her eyes were glued to my crotch as she pulled them off making me just as nude as her.

 

“Oh God. That looks so big. Are they all this big?” she asked looking at my hard cock as it sprang free. “No and yes. Some are bigger. I am average.” I said. Unconsciously she touched her pussy as she stared at my cock. “I hope I can adjust to that inside me.” She muttered blankly as she touched my dick lightly. “I have only seen pictures of one and my little brothers. It kind of excites me to see a real mans…uh…cock.” she stammered. Jen gripped my cock and precum leaked out the tip. I jumped at her touch.

 

“Did I hurt you?” she said pulling her hand back. “No, it just felt good.” I said now wanting to be inside her bad. “I want to make love to you if you want me too.” I said softly stroking her face and shoulder. “I want that too, but can we have a cigarette and finish our drinks first. I am a bit scared Marty.” She said in a small voice. “Sure.” I said as I hugged her. She still stared towards my cock as we savored a smoke and I could feel her tension.

 

We set our drinks down after we finished our smokes. Jen moved to me and I kissed her deep. She had resigned herself now I knew, to take the last step. I felt myself tremble with her in anticipation. I laid her back and moved on top of her body still kissing her. She held me tight and wrapped her naked legs around me. My hard cock lay on her soaked pussy lips. She was so wet, I knew I didn’t need any lube. I was actually a bit scared about being the first man to be inside her.

 

Jen pushed me up a bit and grabbed my cock. She aimed at her entrance. I reached and held it with her. I rubbed the head over he lips and between them. My cock was oozing precum by now. She looked at me deep and said. “Be part of me. I am ready.” She said with a soft smile. Then she looked at the clock and back. Letting my cock go she raised her legs wide and gripped my sides saying, “Marty, I want you inside me.”

 

I looked down at my cock between her outer lips. Her stomach was heaving in anticipation of my entry. Jen kissed my forehead and pulled me to her. I watched as the head slowly began to enter her body. Jen tensed and I looked to her eyes. I could see fear and yet passion in them as I pressed more to her. She bit her lip as I moved a bit further into her slowly. She was so damned tight on my cock. I hoped I would not blow a nut fast. I moved more and she tensed hard clamping her thighs to me as she slammed her eyes shut.

 

I could feel a bit of resistance. “Just do it Marty.” She said boldly. I hesitated a bit. “Do it.” she near commanded. I pressed hard to her and my cock parted her flesh and ran into her body deep, bringing our pubic bones together. Jen cried out as I penetrated her body fully. I could feel her whole being tense and shudder as she worked to accommodate the intruder inside her. She was not a virgin anymore. As I fought not to cum, she said, “Just stay like that for a minute please. It hurt a bit and I need to get used to this.”

 

Slowly I felt her relax under me and she clung to my body kissing me and stroking me as I felt her tremble a bit. Her inner body was gripping me so tight. I had to distract myself to not cum. Jen was so tight and hot inside. I felt her reach down between us. “I can feel you inside me. It is beginning to feel better now.” She said as I felt her press her stomach a bit over my cock in her body. Gently I pulled back a bit and pushed to her again. Jen grunted. “Yes, fuck me.” She said to the room with her eyes closed.

 

My hips started a slow rhythm to her body as I moved slowly in and out of her body. Jen moaned as I hit bottom on the down strokes. Her hips began a slow roll and thrust to me as her body grew accustomed to my cock in her. I kept a slow pace making love to Jen. My lips kissed hers and her neck as she rolled her head back and forth as I stroked her body deeply. I could feel her sharp hip bones dig into my lower stomach as I pressed deep into her body. Jen’s hands wandered my back and fingers dug in at times as we mated.

 

Jen was breathing hard now and making small mewing noises as I made love to her. I was surprised I had not cum yet. I was worried though about cumming inside her. I wanted to, but I did not want to get her pregnant her first time. “Sweetie, I am going to cum soon.” I whispered to her ear. “I want you too and inside me. It’s okay.” She murmured back.  Our bodies made slapping and sucking noises as we coupled. “It will not be complete if you don’t put your sperm in me.” she added quietly. Our bodies continued this love dance for a few more minutes.

 

I was at the edge now. My body was ready to erupt. We were both covered in sweat and sticking together as we humped to each other. I felt that tingle start. “I am going to cum Jen.” I grunted. She held me tighter in her arms and legs. “I want you to do it. I want to feel what it is like.” She said as she rolled her hips and I felt her pussy grip me harder. My pace picked up as I readied to shoot into her.

 

My body tensed a bit as I felt myself ready. Jen sensed it. “Marty, I want it.” She moaned. I jerked hard against her and my balls let lose. I felt the first spurt leave me into her. Jen opened her eyes wide. “I feel it, give me more.” She said blankly. As she kissed me deeply, my cock jumped deep inside her body releasing my sperm to her. She was glued to me and bit my lips as I came. “Oh yes, oh yes. That feels so good.” She moaned as my cum filled her.

 

Still in orgasm, my hips jumped against Jen as I finished unloading my seed into her. Finally spent I fell over her body limp. Jen still spread eagled beneath me stroked my back and sides as she kissed my mouth and face. I could feel her small frame trembling a bit against me as we both fought to catch our breaths. I felt so good and wanted at this point. My cock was still pretty hard inside her body.

 

We lay connected for a long while silent. My cock had begun to soften in her. Jen was brushing my hair gently as I rest on her. It was almost motherly the way she cared for me when I was the one that had just taken her virginity. I needed to piss by now. I did not want to leave her, but I knew I had to. “Jen, I need to use the bathroom, okay?” I said. “Okay, but come back soon please. Can I have a fresh drink too? I think I need it.” She asked. I kissed her and smiled as I leaned up and brushed her face.

 

As I leaned back and my cock slowly left her body with a small sucking noise, I saw a small river of cum run from her pussy. She felt it and cupped her crotch smiling at me. I walked to the bathroom and looked at my cock. It had a bit of cum with some pink on it. After I finished I wiped my cock off and went back to Jen. She was looking at my come on her fingers. “Marty. That was more than I imagined. It hurt like hell at first, but felt better fairly fast. I want to do it again, but not right now.” She said.

 

I smiled and got us a fresh drink. We sat together on the bed holding a bit and smoked a cigarette. “Are you seeing Sandra tonight?” Jen asked cautiously. “No. I was going to, but not now. Why?” I returned. Jen smiled, “Can we spend the day together then?” she asked. I hugged her and said that was fine with me. We hugged each other tighter and I kissed her deeply. I knew we would make love again this day.  It was only a bit after noon this 21^st of August 1982. Boy do I remember that day.

 

© 2005 Da Ole Guy