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Remembering Mrs. Faulkner

Category: Mature
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I’m going to do what they say people of my age (the thick end of sixty plus) are best at; I’m going reminisce about my youth. For me this was towards the end of the nineteen-fifties, when rock-and-roll ruled over drainpipe trousers and drape jackets and everyone jived to Elvis, Little Richard, Chuck Berry, etc. In England it was the time of the ‘ton-up boy’ who rode motorbikes with British names and who wore leather jackets liberally sprinkled with metal studs.

It was also the time when the hardest drug was nicotine, ‘puff’ was something you ran out of, and ‘speed’ was what you tried to get out of your bike. My God, but they were good times, and I’m so glad that I lived through them.

It’s been said that they were innocent times, and in many ways so they were. Not because we were inherently less adventurous or mischievous than our descendants, but simply because we didn’t know as much, and respect for the older generation was very much a part of everyday living. If someone a generation in front of you told you to do something, you did it, regardless of who they were, and you did it without even thinking about it. You’d been told by one of your elders and that was that.

Of course, sex was something that we liked then just as much as younger folk do now (in fact, be honest, if we hadn’t, then there wouldn’t be any younger folk), but we started later and knew less. Formal sex education had much to do with rabbits and little to do with people. We were told what happened and what equipment we’d got, but not how to make best use of it. That we found out by gossip, hushed conversations behind the bike sheds and fumbled experimentation. Half the things that we now do in bed as a matter of course were thought of then as sexual deviations, if we thought about them at all. Needless to say I grew up knowing a lot less about the female orgasm than I did about the compression ratio of a Triumph Bonneville.

The story I’m going to tell you is about my surprising discovery that women actually enjoyed and needed sex as much as men, and didn’t just put up with it for the sake of their partner. It is, in effect, the early story of my own personal sex education and how it came from an unexpected source.

I had known Mike for as long as I can remember, we had grown up together, gone to school together (though he was a year in front of me), rode bikes together, first with pedals and then with engines, and we’d started dating together. We were, as they say, mates. This story starts when I was eighteen and he was nineteen and we’d both joined the darts team at the local pub. It was a cheap night out with a few beers and the ‘away legs’ got us to pubs we wouldn’t otherwise have visited, and it was one night a week when we could get drunk without worrying about driving home. Yes, we did think about it – not because drink driving got the same bad press as it rightly does today, but because our bikes then had narrow wheels and crude suspension and were hard enough to keep upright even when we were sober. Ending up in a ditch or wrapped around a lamppost could be both painful and expensive.

One particular night we’d been playing a home match and were on our way back from the pub, not drunk but just a little bit merry. We’d had a good night, our team had won the match and Mike had won a shaving mirror in the raffle. It was a warm summers night and we stood outside my place smoking, chatting and laughing before I went in and Mike went on to his own home a few hundred yards further on. That was when the taxi drew up and Mrs Faulkner, a neighbour from just up the street, climbed out. Actually, when I say climbed out I really should say fell out, because she was well and truly pissed.

Mrs Faulkner was a woman in her late forties who must have been quite a looker in her day and who still had a reasonable figure then, but who had taken to the gin when her husband, Jim Faulkner, had been sent on holiday to one of Her Majesty’s hotels for seven years after being found guilty of taking part in a big horse racing swindle. Jim was a nice guy really, but he owed more to brawn than brain and his ready fists and dubious connections with the local underworld had got him into trouble with the law on too many occasions, and now his wife was taking his absence badly. Mike and I stopped gossiping to watch her stumble across the road and then trip over her own feet, falling flat on her face just outside her own gate.

“C’mon.” Mike said, nodding in her direction. “We’d better give her a hand or she’ll do herself a mischief, silly cow.”

I took one arm and Mike took the other, and between us we hoisted her to her feet and sort of frogmarched her down her own path.

“Thanks, lads,” She said thickly when she reached her door. “I guess I’ve had a drop too much tonight, but I’ll be alright now.”

We let go, standing attentively to one side, not yet convinced that she’d make it inside. We were right, she fumbled in her bag for her keys, swaying like a tree in a storm, and then when she finally found them, she dropped them on the step.

“You watch her.” Mike said. “And I’ll get the door open.”

He crouched down searching for the dropped keys while I stood with my hands ready to catch Mrs Faulkner the minute she looked like falling on him. She swayed forward, and I moved in reaching out to catch her by the arms from behind to steady her. But then, with the random agility that only drunks possess, she managed to put a foot out to stop herself from stumbling, overcompensated, and fell backwards into against me. Naturally, my hands missed there intended target and somehow managed to encircle her, landing one each on both of her breasts. I was mortified, but I couldn’t let go or she would have collapsed onto the concrete path.

“Oh, you naughty boy, you did that on purpose.” She giggled and clapped her own hands over mine. I’m not sure if she intended pulling me away or what, but all she succeeded in doing was pressing them more firmly against her boobs.

Thankfully, Mike had managed to find the keys by then and pushed open the door so that, between us we could manoeuvre her through the hall and into her living room, my hands back safely on her arms. I just hoped that she wouldn’t call the cops for attempted rape or something; you never can tell with drunks, can you. I must admit though, her breasts felt nice and my cock had responded appropriately. What a bummer, turned on by a drunken middle-aged neighbour.

We deposited her safely on her sofa and then looked at each other with ‘now what’ expressions.

“I suppose we ought to make her some black coffee.” I suggested, eventually, and we made our way into the kitchen.

I think that really we just wanted to get away, but duty stated that we should at least make a token effort to help her. We put the kettle on and spooned instant coffee into a mug.

“Should we call your mum in to help put her to bed?” Asked Mike, while we waited for the kettle to boil.

“Not bloody likely.” I told him. “What if she says I tried to feel her up?”

Mike grinned. “Well at least you got a quick feel of her tits for your trouble, and that’s more than I got.”

We lapsed into silence. I was thinking about the sensation of having my hands on Mrs Faulkner’s breasts and how nice they felt, and I think Mike was just feeling jealous.

“Right.” He announced decisively after a minute or two of stirring the coffee mug. “Here’s what we’ll do. We’ll take this through to her and stay to check that she drinks it, I’ve put some cold water in so it’s not too hot. Then we’ll hang around for another ten minutes just to make sure she doesn’t sick it back and choke her stupid self, then we’ll leave her to it.”

That sounded like a reasonable action plan so I agreed. “Okay. The sooner we’re out of here the better.”

I was still worried about having touched her breasts. And before you tell me how infantile that sounds for an eighteen year old, remember we’re talking about a time when you just didn’t feel a woman’s boobs, even by accident, without there being consequences.

We took the coffee through to the living room. Mrs Faulkner was sprawled in the middle of the sofa with her eyes closed, half on and half off the seat and with her dress having ridden up to show her stocking tops (and surprisingly shapely legs). We looked at each other, looked at her legs, and then went one to each side of her and pulled her up into a normal sitting position, returning her dress to its proper position on the process.

“C’mon, luv. Drink this.” Mike held the mug to her lips.

She stirred, opened her very bleary eyes and looked straight at me. “Oh. Hello Dave. Was it you who copped a feel of my tits?”

I’d hoped that she’d forgotten.

“It was by accident Mrs Faulkner.” I told her, hoping she’d believe me.

“You’d have fallen down otherwise.” Mike told her.

“I don’t care.” She giggled and looked round at Mike. “Did you get a feel too?”

“No. Mrs Faulkner.”

“Have a feel now then.” She told him in drunken seriousness, grabbing hold if his hand and plonking it across her bosom.

She’s pulled him a little off balance and, because he still had the coffee mug in his other hand he could only lean on the hand pressed tightly against her breasts.

“There! That’s nice isn’t it?” She asked him, completely missing his frantic signals to me to take the mug.

Neither of us was completely sober, and it briefly crossed my mind not to take the coffee from him just to see what he did, but in the end I reached over and took it from him. He extricated himself and sat back, red faced with embarrassment.

“What’s the matter, don’t you like them?” She asked him, clearly miffed.

“Yes, Mrs Faulkner, but you’re a married lady.”

“Married yes, but where the hell is he when I want some?” She sat back looking maudlin, so I passed her the coffee. She took it without a word and drained it, her drunkenness held at bay by sadness. We weren’t quite sure what she was talking about, but she soon made it clear.

“You’ll learn as you get older, both of you, that even women need a bit of the old physical now and again.” She sat in the middle looking blearily from one to the other of us.

Suddenly she lurched to her feet, with both of us leaning forward in case she fell, the stepped unsteadily to the middle of the room.

“Okay. Well if you won’t play with my tits I’ll have to show you what you’re missing.” She announced to us, reaching behind and pulling down her zip.

Her dress was on the floor before we had time to react, immediately followed by her bra, leaving her standing in a pair of bikini briefs (very daring for those days), a suspender belt and stockings. Her breasts were full, with hardly any sag, and tipped with large brown nipples that stared back at our astonished gaze.

“I would take the rest off, but you don’t ruddy well deserve it.” She told us haughtily.

Mike and I both plonked ourselves on the sofa in an effort to at least seem to be keeping out of the way. “No please don’t.” I pleaded as I sat down.

“I won’t. If you won’t touch my tits then you aren’t going to get the chance to touch my cunny.”

Both Mike and I were appalled, very excited and completely turned on, but still appalled. We didn’t know what to do. How do you deal with that sort of situation? If we left there’s a good chance she’d follow us into the street and then all hell would let loose. If we stayed she might get it into her boozy brain that we were interested.

I suppose in a way we were interested, we’d both got giant erections at least. After all it’s not every day an attractive older woman invites you to feel her up, and I think the only thing that stopped us was the fear of consequences. In the end we did nothing, we just sat in front of her staring at her semi-naked body.

“Oh sod it, you might as well get the full works.” She told us finally and hooked her thumbs into her briefs to pull them down. “Nobody else seems to want a look.”

Of course, she was already having trouble staying on her feet, so trying to take off her knickers only ended with her falling over the minute she lifted one foot from the floor. She finished up sprawled across myself and Mike with her knickers around her knees. I got the lower half, with her naked bottom curling across my chest, and her thighs, complete with half removed knickers, over the arm of the sofa. Now I had a girlfriend then named Jean, who I shagged fairly regularly, but she’d never let me see her cunt, and now here I was with the bare behind of a married woman nearly shoved into my face and the lips of her hairy mary in full view. I was too damn shocked to react.

Fortunately, or unfortunately depending on your point of view, Mike did react, pushing her so hard that she rolled off and landed with a thump on the floor. I found out later that she’d had her face in his crotch and was promptly trying to undo his fly.

“If you wanted me lying down you only had to ask.” She giggled drunkenly, waving her legs in the air to finally take off her reluctant underwear.

“Mrs Faulkner.” Mike began, firmly. “You really shouldn’t be doing this.”

“It’s Doreen, and why not?” She asked him, as if everything was normal. “I felt your cock and you’ve got a great big boner, so why not make use of it?”

She lay back and opened her stockinged legs, showing her wet cunt to the world. “Come on lads, both of you can stick it in me. But just not both at the same time.” She gave way to another fit of girlish giggling at that thought.

I was tempted, my God I was tempted. You have to remember, I was then blessed with the libido of an eighteen year old, and the confidence to go with it. I looked at Mike and he looked at me, then we both shrugged simultaneously.

“Why the fuck not?” He asked me.

“Yes, why the fuck not, if that’s what she wants.”

“First there gets first go.” He said suddenly and started ripping his clothes off.

I followed, shrugging myself out of my things in double quick time, but he’d got a head start and he threw himself between her legs while I was still trying to get my pants off. He fucked her like a rabbit and it didn’t take him long before he was grunting and gasping and I knew he was filling her cunt with his spunk.

“I liked that.” She told him as he rolled off and climbed shakily to his feet. “Shame you couldn’t last a bit longer. I could have done with more than a squeeze and a squirt, but better a little bit than nothing at all.”

Mike flamed with embarrassment at her criticism.

I had the advantage of having ‘sloppy seconds’ (my first!) to slow me down and of knowing I had to take my time, so I thrust into her at a steady but regular pace, determined not to shoot too soon.

“That’s better.” She said, her breathing quickening and her fingers digging into my shoulders. Sex seemed to be sobering her up a bit.

I don’t know what I was expecting, maybe something different, but it seemed much the same as when I shagged Jean. I suppose I thought that I’d feel her passage full of wrinkles or something, it being so much older, but it wasn’t, it was lovely and soft and smooth and warm, and I was thoroughly enjoying it. I held out a lot longer than Mike, but it was good enough that very soon I felt myself getting close to cumming.

“I’m going to cum soon.” I told her, expecting a complaint.

“Good, so am I.”

I hadn’t expected that answer. I didn’t even know that women did cum. If Jean ever did, then I hadn’t noticed and she hadn’t said. This unexpected news knocked me out of my stride and my impending climax temporarily disappeared again as I tried to come to terms with the idea of a woman cumming.

But I kept on shagging her, and even put on a bit of a spurt trying to get my climax back. She began to moan sexily in my ear, each noise a little bit louder than the last. Now I knew she really was going to cum (though I didn’t know quite what that entailed) and that put me back on track, my balls began to tighten and I got ready to shoot.

Just as I got to the point of no return, just as I pulled back for that last all important stroke, she called out, yelling that she was cumming and her pelvis started to buck underneath me. I plunged into her, my spunk pouring from my cock as I came, and her fingernails bit into my shoulders leaving great long furrows in my skin as she reached her own climax. It hurt like hell, but for some reason I didn’t care, in fact it made things even better and I came harder than I’d ever done before.

I remember looking at her cunt after I’d pulled out, wondering if she came some kind of spunk like I did, and if so where was it? Did women really cum? And if they did sometimes shoot a load, then how would I know the difference between my cum and a woman’s? It was many years later that I found that some women actually can ejaculate and what exactly it was all about.

“If that ever happens again, I don’t care who it’s with, I’m going to go second.” Mike told me afterwards. “That looked like the best shag ever, and I tell you what, your legs were more wobbly than hers afterwards.” He was probably right about that.

Doreen fell asleep on the carpet after I’d climbed off, and so Mike and I got ourselves dressed and quietly left, making a vow that we would never tell anyone what had happened and that we wouldn’t even mention it between ourselves. We didn’t think that Doreen would say anything, even if she could remember it, just in case her husband found out, and as nobody else knew so you would think that would be that, wouldn’t you? You’d be wrong.

Nothing happened for about a week, but then on the following Wednesday, as Mike and I left my place for a night on the town we were waylaid by Doreen Faulkner. She was stone cold sober this time and looking grim faced.

“Come in lads.” She pointed to her open door. “I think we’ve got something to talk about.”

‘This’ I thought to myself, ‘is when brown stuff and fan get acquainted’.

She indicated that we should sit on the sofa and then perched herself on the chair nearest the door, whether to stop us escaping or so that she could get out herself I’m not sure. This time she was neatly dressed in a soberly cut skirt and blouse, with nothing to show what was underneath.

“Right you two. You took advantage of me the last week, didn’t you? Now I want to know — who have you told?”

“Nobody, Mrs Faulkner.” I tried to sound sincere instead of just plain scared.

“Are you sure?”

“Yes, Mrs Faulkner.”

There was no way we were going to let that get around. To youths of our age a woman in her forties was ancient and we’d never live it down if our mates found out. She didn’t need to ask, that was one secret that was absolutely safe.

“You can imagine what would happen if Jim found out, can’t you? She asked us.

We could well imagine. He might have been locked up, but a lot of his hard-case friends were still walking free, and most of them carried knuckledusters and razors as a matter of course. We both nodded our reply.

“Good, so let’s keep it between ourselves, eh?”

We nodded again, relieved that she wasn’t about to tell him herself.

“But I’m still very pissed off with the pair of you about what happened. Didn’t you think to use a rubber? How do you know you haven’t made me pregnant? And how do I know you didn’t give me a dose of clap?”

We stared at her blankly, we used condoms with our girlfriends (mostly), but we’d never even thought about using one with her, and now it was coming back to haunt us. We must have begun to look worried, because she spoke to reassure us.

“Well, don’t worry, rubbers aren’t needed, I never have been able to have kids and I don’t expect either of you has anything nasty, have you?”

We shook our heads dumbly.

“Now, what I want to know is, what are you going to do to make amends for shagging me without permission when I was pissed?”

Suddenly I didn’t like the sound of it; things were going in a wholly unexpected direction. Sex without permission was rape, wasn’t it? And what amends had she got in mind? Did she want the garden dug over, the hall painted, or what?

“But we didn’t!” Exclaimed Mike. “You wanted us to.”

“Jim wouldn’t believe that. He’d believe you had me by force if that’s what I told him.”

Oh shit. He would too. He doted on her. I was getting scared and wishing that we’d never seen her get out of that fucking taxi in the first place.

“So you owe me, don’t you?” She pressed us.

“Yes, Mrs Faulkner.” We said together. Anything to keep Jim out of it.

“Good, well now that we’ve got that out of the way, you can call me Doreen, in fact I insist that you do.”

“Yes Doreen.” We must have sounded like a couple of school kids answering the teacher.

“Right. Now, what will you do to make it up to me for what happened?”

“What do you want us to do, Mrs Fa… Doreen?”

“I want you to do it again.”

It took both Mike and me a few seconds to grasp what she meant, but as realisation came we looked at each other in horror.

“We can’t do that!” We both said it together.

“I think you can.” She told us. “While Jim’s away you’re going to see to my needs in the bedroom department, and if you don’t… Well, if you don’t then I’ll see to it that he gets to hear about what you did to me. Understand?”

We understood only too well. We’d been trapped by our own immature libidos into servicing a middle-aged woman until her husband became available again. We understood, but it can’t be said that we liked the idea.

“Tell him then!” Mike reared up at her. “See if we care. If you tell him we’ll say that you started it, and then it’s you that’s in bother.”

“And who exactly do you expect him to believe?” She asked him quietly. “His wife of twenty-odd years, who’s stood by him every time he’s ended up inside, or a couple of good for nothing hooligans who spend their time tearing around on motorbikes?”

The answer was pretty clear, even to Mike.

“Now, just to set the record straight.” She went on. “I’m fed up with going without a sex life each time he’s away. But I’m not going to get myself laid by one of our friends who’ll want to take over permanently, and I’m not going to go with a stranger who might be Jack the Ripper in disguise, so you two will do very nicely. Anyway, it’ll be nice to enjoy a bit of young meat for a change.”

We couldn’t complain she wasn’t being straight with us, could we?

“But you’ll have to do it my way. I’m not just going to lie with my legs open and let you fuck me. I like a bit of variety, and I expect you’ll learn a few things that your girlfriends will be glad about, so it’ll come out fair in the end.”

I wasn’t sure if that sounded good or bad at the time, but it certainly proved to be true.

“Okay.” She said brightly. “Get your kit off and let’s see if my memory of last week is real or not.”

We sat there unmoving, too scared to undress and too scared not too.

“I said, get your kit off. Unless you’d like me to yell rape to Jim?”

We looked at each other forlornly and then, very slowly and reluctantly, we began to undress, draping our discarded clothes over the back of the sofa. It was noticeable that Doreen made no attempt to undress herself, even when we were both red-faced and naked, sitting on her sofa with our hands cupped over our flaccid equipment.

“Move your hands.”

After a few seconds hesitation we both took our hands away, revealing our limp cocks to her gaze and feeling very embarrassed at having to do so.

“They’re not a lot of use like that, are they?”

For a moment a vague expectation flared that she’d give up the idea, but the hope was stillborn.

“We’d better do something about it. Lay back, both of you, and spread your legs just a bit.”

We did as we were told, wondering what would happen next and feeling about as sexy as an unwashed jockstrap.

Doreen then began to undress, peeling everything off and folding it neatly before placing it in a stack on the seat of her chair. Clearly she didn’t expect to be sitting back down.

It has to be said that she was remarkably well preserved for her age, her breasts were full but not flabby, her stomach was pretty much flat, age only showing in the wrinkles that appeared when she twisted at the waist, and her legs and bottom were still very well shaped. It’s probably just as well really, because I don’t think either myself or Mike could have ever responded if she’d been both old and out of shape.

When she had undressed she stood before us, hiding nothing and completely unfazed by her nakedness, and looked down as we wriggled with embarrassment under her gaze.

“Look.” She said. “I was given to understand that young people these days were always ready for sex, but you two look as though I was offering a hanging. I want you to enjoy yourselves as well as me, because that’ll be the only way to get the most out of it. So stop looking like you’ve lost a pound and found a penny and at least try to have fun.”

At that moment I couldn’t think of anything less likely to make me happy than the prospect of shagging what to me was an old woman, especially while my best mate looked on.

She stood there for a few moments and then knelt down in front of me, shoving my legs apart and shouldering her way between them. She looked at my shrunken cock, reached out and took it between finger and thumb, and then played with it, rolling it like a bit of loose skin between her fingers. Then, to my total astonishment, she leaned forward and put it into her mouth, closing her lips over it and massaging it with her tongue.

I’d see pictures of women sucking men’s cocks in the sort of magazines lads hid under their mattresses, but it had never occurred to me that a woman might want to do it to me and I certainly hadn’t expected Doreen Faulkner to do it. Judging by the incredulous look on his face, I don’t think Mike had ever believed it would happen either, but let me tell you that nothing either of us expected or didn’t expect stopped it from feeling abso-fucking-lutely fantastic.

For a little while all she did was hold it in her mouth and run her tongue around the head, but as it slowly got longer and harder she began to bob her head over it, taking it deep and then pulling back again. At the same time I noticed that she kept her hand flat on my stomach, presumably to prevent any possibility of me thrusting into her mouth and perhaps chocking her. I wouldn’t have thought of that, and I couldn’t see how anyone else might think of it in advance, as it were.

That proved to me that sucking cocks was something she’d done before, probably quite often, and I started to look at her in a completely new light. She might be the wife of one of the town’s hardest criminals, but I’d always looked on her as the pillar of respectability. Even when she’d more or less blackmailed Mike and me into ‘looking after her needs’ I’d taken that as her trying to avoid promiscuity and staying reasonably faithful to Jim. But Doreen Faulkner accustomed to sucking a man’s cock? That was something else. Most of the guilt I’d been feeling disappeared on the spot.

Mind you, it was to our (mine and Mike’s) benefit that she knew what she was doing, because I for one wouldn’t have had a clue and so I just let her get on with it. And she certainly did know what she was doing, her mouth ran up and down my shaft, lubricated with plenty of her own saliva, while her tongue swirled and worked around the tip and down my shaft behind her lips. It was wonderful, and got me to the point of cumming far too quickly.

“I’m going to cum soon.”

I warned her in plenty of time, but she took no notice whatsoever, if anything her head bobbed up and down even faster and more determinedly.

“Doreen. You’ll have to stop, I’m going to shoot very soon and I can’t stop it.”

Once again she ignored me, although Mike later said that she nodded that she had heard, but I didn’t see it.

“I’m cumming!”

I pushed at her shoulders trying to stop her getting my cum in her mouth, but she shrugged me off and carried on sucking. Perhaps she thought I could hold back a bit longer, but although I tried, I knew I would end up having to shoot into her mouth if she wasn’t careful.

“I’m going to cum right now and I can’t stop myself.”

I gave her that final warning with a voice cracked with tension and panic as I felt my balls tighten and the sensation in my cock heighten ready to shoot. She carried on bobbing up and down on my cock and I surrendered to the inevitable.

Jesus Christ, if anyone had told me how good that first time I shot my load into a woman’s mouth was going to feel, I would never have believed them. My dam burst and my spunk flooded from my cock in great big spurts, and Doreen never flinched. She just kept on sucking and swallowing, gulping a little as my cum blasted the back of her mouth, but never spilling a drop. Now it was obvious that she had always intended for me to cum in her mouth, but I hadn’t realised that until the first torrent had poured into her mouth without her recoiling in disgust. Joy and disbelief were the two main emotions at that moment, rapidly followed by intense happiness that such a thing could happen to me and a large portion of triumph that she’s done it to me instead of to Mike. Mind you, the gloating was very short lived.

“Next time, don’t bloody try and put me off.” She complained, swallowing the last trace of my climax.

I did perk my ears up at her use of the phrase ‘next time’, realising with excited disbelief that this wasn’t intended to be the only time. Time would prove that indeed it wasn’t, and in fact every time we met she would either go down on us or wank us off before what she called ‘the real fun’ started. She reckoned it allowed us to keep going that bit longer when we did get to fuck her, and maybe she was right. In any case, we weren’t about to argue, it was all ‘real fun’ as far as we were concerned.

She smiled as she continued. “That should take the edge off of you for a while.”

With that she went and knelt between Mike’s knees and took hold of his erect and purple-headed cock. At least he’s been pre-warned, and so he just opened his knees and slumped further down in his seat to let her get to him. From where I was sitting alongside them I had a better view than when she was going down on me, and no wonder I enjoyed it. She was taking so much of his shaft into her mouth as she nodded up and down that it was shiny with her saliva almost down to its root, and Mike is not tiny by any means. She was sucking so hard that her cheeks were drawn in and she was holding his scrotum in her palm, rolling his balls around with her fingers. She hadn’t done that to me, but then I’d not spread my legs as wide as Mike had. I remembered the next time.

Mike was sprawling back in his seat, his legs parted, his eyes closed and little gasps and moans coming from his throat. He very obviously wasn’t going to be long in cumming. Doreen had the experience, which is just as well, because where I’d overdone the warning of impending climax, Mike didn’t give her any notice at all. He just groaned and let fly, catching her by surprise with a mouthful of his spunk. But I have to give her respect, because she hardly faltered, just pausing once to swallow the first flood before putting her hand around his shaft and milking him into her mouth, taking everything he could give without hesitation. When he was done and was lying limp and shaky in his seat she sat back on her heels and looked at us both with satisfaction written all across her face.

“I love the taste of spunk.” She told us, smiling widely. “But that’s the first time I’ve had two lots one after the other.”

It was the first time any woman had had one lot from either Mike or me, but we didn’t like to say so and we just sat there and smiled back.

“Right.” She said after a minute or so. “That should slow you both down a bit, so shall we go upstairs and start properly?”

Start properly? What the hell did she call what we’d just done? But we weren’t about to say no so we were quickly ensconced in Doreen’s bedroom with her in the middle of the bed and Mike and I on either side of her.

As soon as we were stretched out she turned first to Mike and then to me, kissing us both on the mouth, not tongue fencing but just giving us each a full on open mouthed kiss as if to show that there should be warmth and friendliness in our liaison. I know it might sounds silly, but I appreciated her doing that quite a lot. It is, after all, nice to know that you’re more than just a perambulating penis.

She wriggled up a little on the bed, put her arms around our shoulders and pulled us both towards her, making us roll onto our sides.

“Kiss my nipples.” She told us. “Suck them.”

As I’ve said, she had quite a nice figure for her age, and her breasts were full and still quite perky. But what made them so nice were those nipples, big and brown, they stood proud of her breasts like little drums, and I was only too pleased to suck on one. I leaned over and took the nearest one into my mouth, a warm and hard little rubbery nubbin that fitted between my lips as if it belonged there. Mike must have thought the same because I heard him give a little ‘mmm’ of pleasure next to my ear and when I glanced across at him he winked happily at me with his mouth fastened to Doreen’s other nipple.

I remember that the thought went through my mind that this was a bit like being suckled by my mother because both women were about the same age, but then she had never offered to suck my cock, so perhaps age was the only similarity. Certainly I could never imagine my mother giving my father a blow job either, in fact I couldn’t imagine them having any sort of sex, but my existence is proof enough that they did. Funny what goes through your mind when your mouth is fastened over a lovely hard nipple, isn’t it?

Doreen was making little pleasure noises, tiny groans and ‘mmm’ sounds, while we sucked on her tits and with my hand resting on the top part of her stomach I could tell that her heart was starting to race and she was breathing harder. She was obviously getting turned on and it occurred to me that I could help that by fingering her, so I reached down towards her pussy find that I’d been beaten to it. My searching hand came across Mike’s, already there and with his fingers thrusting regularly into her. Pissed off, I just let my hand rest on her stomach, just where her bush started, and where I could masochistically feel her move against him.

“Play with my clit, Dave.” She told me in little gasps.

My eyes looked up at her enquiringly with my mouth still full of nipple.

“While he’s got his fingers in my hole it would be lovely if you played with my clit.”

I still looked at her blankly, not having the faintest idea what she meant.

“My clitoris.” She repeated. “You know what a clitoris is, don’t you?”

She was gasping and moaning between the words by this time, but that didn’t help me. I hadn’t a clue what a ‘clitoris’ was, or where to find one even if I’d recognise what I’d found. I shook my head, nearly dislodging her nipple from my mouth in the process.

“Fucking shit!” She groaned in frustration. “Never mind, you’ll find out.”

I felt ashamed at my lack of knowledge, but I don’t think Mike knew what it was either, judging by the look in his eyes, and I took some comfort from that. It didn’t seem to matter too much either, because Doreen was getting closer to cumming, the same little signs as last time were appearing, leading up to that shout of ‘I’m cumming’ that had so confused me the last time. Clearly I had a fair bit to learn.

After she had orgasmed Doreen lay for a minute or so just panting and shaking, before she started on our education.

“Do you know what a clitoris is, Mike?” She asked him. “Because Dave doesn’t.”

I felt embarrassed once more and Mike tried to cash in on that by claiming superior knowledge.

“Yes, I reckon so.” He said, with more enthusiasm than conviction.

Doreen pushed herself up the bed, rested her back n the headboard and opened her legs.

“Show me where mine is then.” She commanded.

Mike ‘erred’ and ‘oohhed’ for a minute and then pointed vaguely in the general direction of Doreen’s vagina, his face turning a delightful shade of pink as he did so.

“That’s what I thought.” She told him. Spreading her legs even further and reaching between them with her right index finger.

“This is my clitoris.” She seemed to be pointing at a tiny growth sticking out from under a fold of skin near the top of her slit.

“When you boys want to make yourselves cum you rub your cocks, don’t you?” She asked rhetorically. “Well, when women want to cum they rub their clits, and it really does the job.”

We must have looked a bit doubtful that such a tiny thing could be as nice to play with as a seven inch cock, so she went on.

“Try it on your girlfriends and see what happens. But try to make it look accidental or they might want to know where you found out about that particular female trade secret.”

She looked at me and then at Mike, before turning back to me. “Now touch it, rub my clit for me Dave, let’s see if you can do it.”

Well of course I could do it, now that I knew what I was looking for. I put my hand on her pussy and felt around for the little thing she had called her clitoris. I found it fairly easily because I was looking at her pussy, but I was genuinely surprised to find out that it was actually hard to the touch, a bit like a small pea buried in the flesh of her pussy, or so it seemed at the time.

“Yeesss!” She exclaimed as my fingers settled on it. “Now rub me from side to side.”

I did as I was told, playing with a part of a woman’s pussy that I’d never really explored before because usually I’d gone straight for the way in. It was obviously having a good effect because and her eyes closed, her head went back and she took deep ecstatic breaths.

“Jesus, you’re a natural.” She told me happily.

“Now you have a go.” She told Mike after a few minutes, relegating me to the position of jealous onlooker that Mike had been occupying up until now.

Mike did the same as me, putting the pad of his forefinger on the end of her clit and rubbing vigorously from side to side. Now while this undoubtedly works, there are much more effective techniques that we would learn about in good time and to which Doreen alluded to when she spoke again through teeth clenched from rapidly increasing arousal.

“Christ, but your girlfriends are in for a treat, both of you. Stop now Mike, or you’ll have me cumming again before I’ve been fucked, but remember next time that you can do pretty much anything you like to that part (her clit) and it’ll feel nice whatever you do.”

Mike took his hand away and Doreen lay back, letting out a long sigh of contentment.

“Now I want fucking, but nice and slow and easy.”

Mike must have thought she wanted him to do it, unless he was just trying to get in first regardless of what he’d told me before, because he rolled towards her with every intention of rolling on top until she stopped him halfway with a hand on his chest.

“Wait like that.” She told him and then half rolled towards him so that they both lay on their sides facing each other. Then she slung her leg over his thigh and wrapped her arms around him, holding him close.

“Fuck me Dave.” I could see the surprise written large on Mike’s face when Doreen said that. “Fuck me from behind nice and slow.”

I shuffled up close and found that it was much easier than I expected to enter her in that position so long as I leaned my belly close, but far less easy to go at it like a bloody rabbit. She knew what she was doing did that one.

“Oh yes.” She said, as my cock slid deep inside her.

This was a new position for me. I’d fucked Jean doggy style a good few times, but this was the first time I’d taken a woman from behind in any other way and I found it very unlike anything else I had tried. It wasn’t hard work, but it wasn’t as easy, and it was almost impossible to get a good, hard, deep thrust into my partner, but this was obviously just what she intended. Whether I liked it or not, she was going to get fucked nice and slow as requested.

As it happens, I did like it. The sensations were different, very different. Maybe more concentrated and certainly slower to mature, but when I felt my climax begin to build I could tell that it was going to be a good one. It was too. The position stopped me from just ramming myself into her when I came, and instead I just had to burst inside her and flood her pussy with an almost stationary cock. But don’t let me mislead you. Just because it wasn’t a wham-bam climax didn’t make it less enjoyable. In fact it made it even better than before, because I felt every little spurt blast out of my cock to freedom inside Doreen’s pussy with the most incredible satisfaction.

After I’d finished I lay there for a few minutes gasping for breath until my cock softened and slipped wetly from her body to rest on her thigh. Somehow it didn’t seem quite right to have my limp cock lying against the top of her leg, and so I rolled away onto my back, still panting from my climax.

Doreen must have been getting close to her own orgasm, or at least still urgently needing to feel a cock inside her, because as soon as I moved away she inched herself around so that she was facing me and presenting Mike with her backside.

“Your turn, Mike.” She told him.

I think he had already figured that out, because even as she spoke he was shuffling up to her, his hand holding his cock and pointing it towards its target. Doreen’s pussy was full of my spunk now, and so Mike slid into her with no resistance whatever, his belly banging up against her bum cheek and pushing her forward so that she almost rolled on top of me. He couldn’t get much speed up, but he’d certainly managed some force.

“Take it easy.” She looked over her shoulder at him as he pulled back for another thrust. “I want this nice and slow and easy, not like you’re poking the bloody fire.”

Having put Mike in his place and made me smile inside, she turned back to me and put her arms around me, pulling me onto my side again, but this time face to face with her.

“Hold me.” She said, and I put my arms around her just as I would have done my girlfriend.

It was a strange scenario. There I was, embracing and cuddling a naked woman who was over twice my own age, while my best mate fucked her from behind. If someone had told me I’d be doing anything like that I would have told them not to be so stupid, but do you know what? It felt so damn good.

I held her close, kissing her cheek, nuzzling her ear, all the while feeling her hands stroking my back as her whole body moved alongside me in time with Mike’s now slow and sensuous fucking. She spoke into my ear, telling me how good it felt, though I’m still not sure if she meant just Mike’s cock or the entire experience, and how glad she was that she’d got drunk that night a week or so before. I must admit, I was getting happier about everything too.

After a while of feeling her body rhythmically rubbing on mine, my cock began to respond once more and seemed automatically to seek out her crotch, rising to press against the top of her thigh. I just hoped it wouldn’t become uncomfortable.

Doreen had noticed my returning erection too.

“My God.” She whispered, stating the obvious. “You’re hard again.”

Having my erection pushing against her stomach while Mike was fucking her seemed to get her going even more, because she soon started making those sexy little noises that she’d made before when an orgasm was building, and which I soon discovered she always made.

“I’m gonna cum soon.” She whispered to me. “This is so bloody good.”

With that she clamped her mouth over mine and pushed her tongue into my mouth, pressing herself up tight against me with her arms clutching at my back as hard as she could. Now I heard her ‘I’m cumming’ noises being gasped straight into my mouth, at the same time as Mike’s breathing got noisy and he began grunting that he was getting close.

As both she and Mike got closer to cumming their movements became less coherent and definitely less restrained, until one particularly heavy thrust from Mike made her gasp loudly and jolt back against him. That, it seemed, was all my cock was waiting for, because it slipped neatly between her legs as if seeking entrance to her already occupied pussy. Doreen’s eyes widened as my cock slid along her labia, and Mike stopped dead momentarily as he felt his shaft rub past my intruding penis when he thrust into her.

For a moment I felt mortified. I’d never touched another man’s cock in any circumstances, and definitely not with my own while he was having a shag, and I tried desperately to pull it away. But Doreen wouldn’t let me. She grabbed hold of my hip and heaved me closer to her, at the same time gasping to Mike not to stop. Mike must have been feeling unbelievably horny, because he started plunging into her as hard as he could, his slippery wet shaft sliding past my own trapped cock as he got hotter and hotter. I’m pretty sure I couldn’t have continued if things had been reversed.

It is a weird but highly erotic sensation to hold a woman close as she orgasms from being fucked by a friend, especially when she gasps an appreciative ‘oh’ as his cream floods into her cunt, and even more especially when you can feel his spunk racing in spurts along his shaft and past your own cock on its way in.

I’d never have believed that I would be in that situation, and I certainly wouldn’t have believed that I’d find it enjoyable, but I fucking well did. That day was the first of many sex education lessons that Doreen Faulkner gave us both, together and separately, always more practical than theory, but always telling us how and why we should do things. She was the best teacher anyone could have, and so what if it started as a form of blackmail, frankly my dear, I didn’t give a damn.

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sdfsdf wrote

I’d never have believed that I would be in that situation, and I certainly wouldn’t have believed that I’d find it enjoyable, but I fucking well did. That day was the first of many sex education lessons that Doreen Faulkner gave us both, together and separately, always more practical than theory, but always telling us how and why we should do things. She was the best teacher anyone could have, and so what if it started as a form of blackmail, frankly my dear, I didn’t give a damn.