Date: Wed, 6 Aug 2003 19:07:47 -0700 (PDT)
From: Phoenixboy <phoenixboy000@yahoo.com>
Subject: Jared and His Mother

Seventh grade was a troubled time for me, as I'm sure it must be for a lot
of boys, though I detected nothing of the sorts from Jared.  He was the
most self-confidant twelve-year old I had ever known.  I originally met
Jared in fifth grade, but he was in another class.  We shared P.E., as did
all the fifth graders.  In sixth grade, he and I were on different teams,
so we never saw each other.  But in seventh, we found ourselves in four
classes together and soon bonded.

I was mature for my age in all ways except for physically.  In that
department, I was about a year behind.  While I became a teenager two
months before the end of school, people still often confused me for an
elementary school student.  I was small and had the cuteness of little
boy--freckles, button nose, blond-brown hair, blue eyes.  I even had a
little squeaky voice that made adults give me that annoying look,
non-verbally saying, "Isn't he precious?"  More often than I'd like to
think about, people would actually let out an "awww" when I'd say
something, particularly if it was half-way intelligent.  I suppose they
didn't expect little Opie Cunningham to have a brain.

Jared would get on my case all the time about being too serious.  Once he
told me, "You gotta lighten up, Dano, or you're gonna have a stroke before
you get pubes."  He usually called me Dano, which was fine.  At least it
wasn't Danny, which I hated beyond belief.  I preferred Daniel, or at least
Dan.

I'm actually surprised Jared knew the meaning of the word "serious," as he
was anything but that.  If a disruption happened in class, particularly of
the rude noise variety, you could bet that Jared was responsible.  He was
the king of the come-back, driving teachers to send him out of the
classroom on more occasions than I can remember.  He was crude, vulgar, and
socially unacceptable.  And yet he was my friend.

Why?  I have no idea.  I guess I needed someone like that, who was a direct
opposite of me, to fill something that lacked inside me.  Mr. Jenkins, my
social studies teacher, warned me that I would come to a bad end if I
continued to hang out with Jared.  I guess he had no faith that some of me
might rub off on Jared.  Of course, that never occurred to me, either.

I just never figured out why he would want to hang out with me.  Maybe he
needed someone he could shock, which he did quite often.  Out of the blue,
he would tell me things such as, "You know that a girl's cunt smells like
fish."  Or, "Last night I took the best dump of my life."  Or, "I heard
Mr. Carlson's dick is eleven inches long."  Mr. Carlson, the band director,
was about 6'5" tall, and there was a constant large bulge in his crotch.  I
couldn't imagine one that big, as mine was only barely three inches hard.

One time, Jared and I were in the boys' bathroom together.  I always felt
uncomfortable peeing next to another boy at the row of urinals, but Jared
made fun of me if I went into a stall.  "Gonna sit down to take a piss?" he
would ask.  I learned to just grit my teeth and stand next to him and hope
that my plumbing would not be shy.  So this one day, I was scrunched up
against the urinal as far as I could, when I notice out of my peripheral
vision that Jared took several steps backward.  I turned to see what he was
doing, and there he was, standing in the middle of the bathroom with his
penis in his hand, shooting his yellow stream into the urinal.

"What are you doing?" I said, not knowing whether to laugh or scold him.

"Seeing how far I can piss," he answered.

I found I could not tear my eyes away.  I was finished with my own
business, but just stood there with my own penis hanging out staring at his
at work.  Not only was his fly open, but the top of his jeans was
unbuttoned as well, exposing the top of his boxers.  His unit was sticking
through the opening of them, and looked to be much bigger than mine.  He
finished, then shook his penis to get the last drops off before tucking it
away.

"You're crazy," I told him.  He just grinned.  "What if a teacher walked
in?" I asked.

He just shrugged and said, "Not like they haven't seen dicks before."
Personally, I didn't like the idea of anyone seeing my dick, though the
sight of Jared's mesmerized me.  That was the first time I had seen another
boy's dick, and the memory of it would not leave my mind.

Jared was taller and more muscular than I was, as were most of the boys in
the seventh--and come to think of it sixth-grade.  I shouldn't have been
shocked that his penis was bigger than mine was as well.  But that got me
thinking about the other boys in school.  It became a habit of looking at
the crotches of the boys in my class to determine how much they were
packing.  I became even more depressed because I thought I would never
grow.  The irony about Jared was the fact that I was six month older than
he was and yet he towered over me by about four or five inches.

Summer vacation was quickly approaching and we were all getting antsy.
Jared was in rare form, especially with Ms. Henricks, our Science teacher.
It seemed to give him great pleasure to see her face go red out of
frustration and anger.  I was surprised when he asked me to stay at his
house that Friday night, as I assumed he was probably grounded until he
turned 21.  "Naw, my mom doesn't care," he explained.  "She likes it when I
express my personality."

From what I knew of his mother, I could believe her saying that.  I had met
her only once prior, when I went to Jared's house to work on a project with
him.  In other words, I did the project while Jared played Grand Theft
Auto.  His mom seemed a bit odd, but was a very nice woman.  Extremely
pretty, too.  The thing I liked about her was that she was constantly
smiling or laughing.  My mom always looked as if she had a migraine.

I cleared it through my folks with no problem.  They were worried about me
because I rarely went over to friends' houses other than a couple kids who
lived down the street, and that was very infrequently.  I just preferred
the comforts of my own home to those of other people.  My parents were
probably glad to be rid of me for one night.  One less kid to worry about
that evening.

I brought a change of clothes to school with me that day and just rode the
bus home with Jared.  No one was home when we got there, as his household
consisted of just him and his mother, and she was still at work.  I don't
know what she did for a living, but she provided a good home for Jared.
They lived in a two-story house with a large back yard.  He had his own
computer, television, stereo, and several video game systems all in his
bedroom.  I was very envious.  My parents both had decent jobs, but I was
one of four kids, and it seemed there was never enough money to splurge on
"unnecessary luxuries," as my dad put it.

We played PS2 for a good portion of an hour, then Jared suggested we go for
a swim.  There was a community pool three blocks down the road with a
lifeguard on duty, so his mom didn't mind if he went down there while she
wasn't home.  A pool sounded great to me.  I unzipped my backpack to dig
out my bathing suit, and when I turned back around I was shocked to see
Jared stepping out of his pants, leaving him standing in nothing but his
boxers.  Even his shirt had been removed.  He had his bathing suit in his
hand, and latched his thumbs inside the waistband of his underwear.

"Uh..." I said.  "Where's your bathroom?"

He gave me an incredulous look.  "Come on, you fucking pussy.  You mean
you're too chickenshit to change in here?"

"I just..." I stared, but found I had nothing to say.  Yes, I was
chickenshit, but I didn't want to let him know that.

He dismissed my uncertainty.  "Get dressed."  With that, he shoved down his
boxers.  He now stood in front of me completely naked.  His circumcised
penis bobbed above his hairless scrotum.  A dark patch of curly hair
skirted the base of his penis.

My mouth gaped open and went dry.  My heart pounded in my chest.  I felt a
little dizzy.

Hell with it, I thought, then proceeded to undress.  I got down to my
jockey shorts while he was still nude.  I didn't dare look him in the eye,
though I got the distinct impression that he was watching me.  My body
trembled.  It was now or never.  I turned my back to Jared, then pulled my
underwear down to the floor.

"Nice view," he said, and I realized that I was mooning him.  I stood up
quickly, blood rushing to my face.  He laughed and pulled up his bathing
suit.  I quickly got into mine.

We raced to the pool and were very winded by the time we got there.
Several other people were swimming and sunning themselves, a couple old
people, a mother with two little kids with floaties on their arms, and
three girls who looked to be around nine or ten.  A teenaged lifeguard sat
on his big chair, looking bored.

Jared and I splashed around, and of course Jared took things too far.  The
lifeguard blew his whistle several times, giving Jared stern warnings after
each time.  "You're gonna get us thrown out," I hissed at him.

"Naw, that dude's a pussy.  He yells at me all the time but never has the
balls to do anything."  As if to prove it, Jared gave the lifeguard the
finger.  The lifeguard in return simply scowled at him.

At one point, Jared disappeared under water.  I felt his hands at the waist
of my bathing suit, then he abruptly yanked them down.  I kicked at him and
scrambled to pull my suit back up.  He surfaced, howling with laughter.  I
was not as amused.

"You dickhead!" I said.  "What if someone saw?"

"Who cares?  No one saw."

I looked around and realized that he was right.  None of the other people
there were paying us any attention.  I really wanted to get him back, but I
was too scared that I would be caught.  With my luck, I would be the one to
get us in trouble.

After about an hour of swimming, we went back to Jared's house.  Our
bathing suits had dried a little by the time we reached his house, but not
by much.  We immediately went up to his room.  Jared didn't even bother
closing the door before stripping out of his wet clothes.

"Jesus, what if your mom comes home?" I asked.  In my house, we respected
privacy above all else.  No one saw each other naked.  I couldn't remember
the last time one of my parents saw me nude.

"So?  My mom sees me naked all the time."

"She does?"  I couldn't believe that, especially since he was beginning to
grow pubic hair.  "You don't mind?"

"No."  He was now completely naked again, taking his time drying off.  He
spent a lot of time between his legs.

Taking a deep breath, I decided to join him.  I did not feel comfortable at
all with this, but it was better than taking his ribbing again.  I silently
chastised myself for not having the balls to just stand up to him and say
that I was going to change in the bathroom regardless of what he said.

My bathing suit hit the floor.  I took a peek toward him, and sure enough,
he was watching me unabashed.  I turned away from him to dry off.

SMACK!  My ass stung.

I spun around to see Jared grinning at me wickedly, his rolled-up towel in
his hand.  He still had not dressed.

"What'd you do that for?" I demanded.

"What?" he asked, then snapped the towel at my ass again.

"Ow!  Shithead!"

"Oooh, such language," he said with a smirk.

"Fuck you," I said, then he snapped me again.  "If you do that again..."

"You'll what?"

I was at a loss.

SNAP!

"God damn it!"  I rolled up my towel and attempted to snap him with it.  He
dodged it easily.  His penis bounced up and down, slapping against his
lower belly.  He advanced for an attack and somehow I was able to avoid
getting snapped again.  The towel went back once more, but instead of
snapping it, Jared jumped toward me.  I had no choice but to jump onto the
bed.  The next thing I knew, I had ninety pounds of Jared lying on top of
me, pinning me down.

I also realized that both of us were naked.

"Get offa me, faggot." I said, gasping for breath.

"Oh, what did you call me?"  Before I could answer, he rubbed his knuckles
roughly against the top of my head.  I hated nuggies, and Jared was good at
giving them.  "Faggot, am I?"

"Yes!"

"Okay then," he said.  I had a brief reprieve from the nuggie, but then he
started humping me.  I could feel his dick rubbing into the top of my thigh
and he thrust back and forth, making obscene noises loudly.

"Stop it!"

He giggled shrilly, then rolled off me.  I glared at him, but he just
smiled like an imp.  I couldn't stay mad at him.  We both cracked up
laughing.

"Well, that's quite a sight," said a voice from the doorway.  With horror,
I realized that his mother was standing there grinning at us.  I
immediately covered my genitals with my hands, but Jared didn't seem phased
in the least.

"Hi mom," he said.

"When you boys get some clothes on, help me with the groceries, will you?"
She left without another word.  I was speechless.

"See?" Jared said, indicating the empty doorway.  "She don't care.  She's
cool."

I didn't wait around to have her come back to prove the point again and
dressed as quickly as I could.  Jared joined me and we went downstairs to
help carry the groceries in from his mom's car.  She didn't say a word
about finding the two of us naked on his bed.  If it were my mom, she'd
have freaked and sent Jared home.

"So what do you want for dinner," Jared's mom asked.  "Cheeseburgers or
pizza?"

"Cheeseburgers, Ms. Donnelly," I said politely.

"You don't have to call me Ms. Donnelly," she said with a grin that looked
spookily like Jared's.  "My name is Jeannie.  Everyone calls me that, and
you may, too."

"Okay."  I felt weird about calling an adult by first name, especially the
mother of a friend.  But I supposed that it would be an insult calling her
something she asked me not to call her.  I decided not to call her anything
unless I absolutely had to.

Jeannie made the most delicious cheeseburgers I had ever had in my life.  I
guess she guessed that I liked them after I wolfed down my second one.
"You don't have to eat that fast, you know," she said.  "They're not going
anywhere."

I laughed and spit out a piece of pickle.

After eating, the three of us settled into the living room to watch some
movies.  Jared and I had changed into our nightclothes, which for me
consisted of a T-shirt and pajama bottoms.  Jared wore a "wife beater" tank
top and boxers.  I wondered if he had anything on under those boxers,
though I figured that he probably didn't, knowing him.

The first DVD that was put in was "Black Hawk Down," which I had not seen
before.  I assumed that one was Jared's choice, since he loved action
movies.  Jeannie asked me, "Does your mom let you watch rated R movies?"

"Oh, sure," I lied.  I wasn't going to miss this one, and I certainly
wouldn't tell my mom that I watched it.

The movie was awesome.  There was a lot of intense action and some bloody
scenes, plus a lot of guys saying, "Fuck."  I would never have felt
comfortable watching this with my parents, but I didn't have any problem
with Jeannie in the room.

At some point late in the movie, Jeannie got up and left the room, saying
she was going to change into her nightclothes, too.  I didn't really
notice, since I was entranced by the movie.  When she returned, I glanced
up at her casually, then my heart jumped in my chest.  She was a very
attractive woman in her early thirties, and was now dressed in a slightly
oversized T-shirt and her panties, and nothing else.  She curled up on the
couch, apparently not noticing my bulging eyes.  Jared took no notice of
her.  Apparently, this was her normal evening attire.

Jared and I had stretched out on the floor and watched the TV from a
distance of about two feet.  I kept my eyes firmly on the screen so I
wouldn't accidentally see anything of Jeannie that would embarrass me
further.

When "Black Hawk Down" was over, Jared put in the next movie, which turned
out to be "American Pie."

"Have you ever seen this before?" Jeannie asked me.

"No," I replied.  My parents would never have let me see this one.

"It's really funny," she said.  A grown-up--a mother no less--who thought
"American Pie" was funny.  Wow.

"It's the unrated version," Jared added, like it made a difference to me.

The movie started an immediately showed a young guy jacking off to a porno.
Well, the porno was just static and noise and they didn't actually show his
dick.  However, you could see his boner underneath a sock that he put on
it.  And it was a huge boner, too!  I couldn't believe they actually showed
that.  I also couldn't believe that Jeannie was sitting on the couch
laughing at this.

The movie was approaching the scene that it was famous for, and Jared
shocked me yet again by announcing loud enough for his mom to hear, "This
is where he fucks the pie."

My eyes darted to Jeannie, who either didn't hear him or ignored him.  I
guessed it was the latter, since I didn't think there was any way she could
not have heard.

By the time the scene came where the guys watch the nude girl on the
computer, my dick had grown hard and I was uncomfortable lying on it.  I
sat up and rested against the recliner.  I happened to notice that from
this angle, I could see Jeannie's panties.  She was stretched out with one
leg bent, so I had a perfect view of her crotch.  This did not help my
boner.

Jared was apparently having a similar problem than I was, for I saw him
squirming around on the floor.  He didn't seem bothered by it; in fact, he
appeared to grind his groin into the carpeting.  He finally sat up and
crossed his legs, but I could see a tent in his boxers.  His hand dropped
down into his lap and he blatantly adjusted himself.

On the TV, a little boy was yelling, "Fuck! Fuck! Fuck!"

On the couch, Jeannie laughed so hard tears rolled down her face.

On the floor, Jared played with his boxer-clad cock.

This was all too surreal for me.

Finally, that movie ended, and Jeannie said, "Well, you boys enjoyed that
movie far too much."  My face burned.  Did she see my boner?  "Off to bed
for you two."

Jared stood, his boner pointed out in front of him, and gave his mom a big
hug.  She had to have felt it press against her!  I stood, trying to hide
my own hardness.  Jeannie have me a big hug as well, and I could feel her
bra-less breasts press softly against my chest.  My dick twitched and
became harder, if that was possible.

We said our goodnights to her, then went to Jared's room.  The door swung
shut and Jared tossed his sleeping bag on the floor.  He said, "Shit, that
movie is hot.  I need to jack off."

"What?" I didn't think I had heard him right.

"Don't you jack off?" he asked, as if asking if I didn't brush my teeth.

"Um..."

"Your dick is certainly ready for it," he said, pointing at the stiffness
in my pajamas.  He patted the bed next to him as he sat down.  "Come on."

I joined him on the bed, then the next thing I knew he yanked down his
boxers.  His dick popped up straight and hard.  He grasped it with his
right hand and began pumping up and down on it.  I just gaped at him.

"What's the matter?  You don't know how?"

"Um..."

"Just do what I'm doing.  Want me to help?"

"No...I can do it myself."

He paused in his ministrations and watched me.  I had no choice but to push
my pajama bottoms down to my knees.  My little boner stood up straight and
proud.  It was visibly smaller than Jared's was.  I took hold of my hard
penis and followed Jared's lead.  He leaned back on the bed, and I did so
as well.

The two of us lay there masturbating.  It was awesome.  I knew he was
watching me, so I found the nerve to watch him as well.  His hand pumped up
and down the shaft, and his balls bounced up and down in rhythm.

My own dick felt like it was on fire.  Suddenly, my balls drew up and my
genitals exploded.  I went blind for a moment--whoever said masturbation
caused you to go blind was correct, at least temporarily.  I felt
incredibly tired.  I felt my lower belly, hoping to find some wetness, but
alas this was a dry orgasm.  Again.

Next to me, Jared was panting loudly.  The speed of his jacking increased,
as did the noise coming from his mouth.  I was afraid his mom would hear,
though who knows how she's react to this.  Finally, he let out one last
loud moan, and a stream of watery cum shot out of his dick.  It was the
most amazing thing I had ever seen.

"Holy shit, you can cum!"

"Yeah," Jared said, breathing heavily.  "I just started about a month ago."

I said the first thing that came to mind without thinking.  "Does your mom
know?"

He looked at me oddly for a moment before answering.  "Yeah, I told her."

"Fuck." I said.  "You got balls."

"Yeah, and they're right here," Jared said, lifting up his testicles for my
inspection.

Both of our penises had deflated to their normal sizes and we eventually
caught our breaths.  However, I was ready to fall asleep, so I suggested we
go to bed.  Jared didn't argue.  I climbed into my sleeping bad and quickly
fell asleep.

I woke up early the next morning and found Jared still sleeping.  I had to
pee, so I found the bathroom down the hall and did my business.  I wasn't
entirely sure if the events of the previous night had really happened, or
if it all was a figment of my tired brain.

As I left the bathroom, Jeannie's tired voice called out, "Jared?"  Her
bedroom door was ajar, so I pushed it open a little further and poked my
head in.  "No, it's just me, Ms. Don...I mean Jeannie."

"Oh, hi Danny."  Ugh, that dreaded word.  However, coming from her, it
wasn't so bad.  She was under a sheet, her bare shoulders poking out.  I
realized that she was probably naked underneath.

My penis stirred.

Jeannie yawned and stretched her arms above her.  I could see the outline
of her breasts against the sheet, which confirmed my theory.

My penis awoke.

"How did you sleep?" Jeannie asked.

"Fine," I answered lamely.

"I don't bite, y'know.  You don't have to stand in the doorway."  She waved
me over to her and patted the bed next to her.  In that moment, she looked
a lot like her son from the night before.

"I'm really glad you were able to stay over last night."

"Really?"

"Yeah.  You may not believe this, but Jared doesn't have many friends.  I
think he kinda scares them all away."

Now that I thought of it, he really didn't hang out with many people other
than me.  He's always the center of attention, but rarely was he actually
with friends.

"You're a good influence on him," she said.  I snorted.  "You don't believe
that?"

"Not really."

"Just because he gets you to do things like jack off with him?"

I gasped.

"Don't worry about it.  All boys do that.  I should know, I grew up with
four brothers."  She patted my knee as a reassurance.  I thought that her
hand was far too close to my growing cock, which I'm sure she could see
through the thin material of my pajamas.

"Y-you don't mind?" I squeaked.  This conversation was terrifying for me.

"Of course not.  It's natural.  Anyway, you don't see the effect you have
on Jared.  When he spends time with you, he's happy.  And I think he's a
little calmer, too."

I couldn't imagine him any more wild.

Jeannie slid her hand up to my arm and gently stroked it.  "You're a good
boy."  The sheet slipped a little, exposing a good portion of her breast.
She was definitely naked under that sheet.

My penis throbbed.

"So what do you boys have planned for today?" she asked.  She continued to
run her finger over my arm in little circles.  "Or is it better that I
don't know?"

"I don't know what we're gonna do.  Maybe go swimming or play video games."

"What time do you need to be home?"

"I don't know.  I guess some time in the afternoon."

"Jared has to go to his orthodontist at four to get fitted for a new
retainer.  He'll ride up on his bike, so if you're still around, you can
either go with him or stay and keep me company for an hour."

"Okay."

I wanted so badly to pull on my dick or to readjust it, but I didn't want
to draw any attention to it.  I was fairly certain that she had noticed
that it was hard, since not much got by her, but I thought that as long as
I ignored it, then she would, too.

She removed her hand from my arm, then brushed the hair back from my
forehead with her index finger.  "You're a very handsome young man," she
said, gazing into my eyes.

For once, the phrase "young man" didn't annoy me.  Usually it was followed
by an order, such as "Young man, sit back down," or "Young man, you are old
enough to know better."  In this case, it made me feel older somehow.  And
did she really say that I was handsome?

"Thanks," I muttered.  It sounded flat and hollow to my ears.  What was
wrong with me?

"You know that you can come over any time you want."

"Thanks," I repeated.

"Jared would like that."  She continued to run her finger through the hair
that fell over my forehead.  Her forefinger gently moved down my face next
to my left eye.  "You have the most beautiful blue eyes."

I gulped.

"Y-you have nice eyes, too," I said.  In fact, I couldn't break my gaze
with her.  It was like a very strong magnet held me.

My hand operated on its own and dropped down to my crotch.  I pulled at the
front of my pajamas to allow my boner to fall into a more comfortable
position.  Jeannie's eyes never left my own, but her smile grew slightly
broader.  I felt the urge to kiss her, but restrained myself.

As if she read my mind, Jeannie asked, "Danny, do you have a girlfriend?"

"No, why?"

"Just curious.  I wasn't sure if you were interested in girls yet."

"Yeah, I'm interested."

She glanced down at my crotch.  "Yeah, I guess you are."

Oh my God!

Jeannie must've seen the expression on my face and laughed not unkindly.
"Don't worry about it.  Like I said, it happens to all boys.  Jared walks
around all day with his hard-on leading the way."

Did she just say hard-on?  Was she really talking about her son's hard
dick?  "And now that he can squirt, he can't keep his hands off himself.
You'd think he discovered the orgasm."

I laughed, more out of shock than the humor of what she said.  In fact, my
head was spinning.  I simply could not believe that she was saying these
things to me.

"I guess you haven't reached that stage yet, huh?" she asked.

"Nuh-uh."

"I didn't think so.  Don't worry, it'll happen soon."

"You think so?"

"Oh sure, probably within the next year.  Usually that happens after you
get some pubic hair.  When you notice some fuzz coming in, then hair will
follow within the next few months.  You can kinda gauge your progress from
there."

"Okay, thanks."  I really appreciated her telling me this, which is
something I could never talk to either my mom or my dad about.  "I don't
even have any fuzz yet."

"Give it time.  Don't be in too much of a hurry to grow up."  Then she did
something that totally amazed me.  She reached down and ran one fingernail
up the length of my boner.  A zap of electricity ran from my cock and all
the way up my body.  "Plus, you seem to be a decent size for a boy your
age."

"Y-you think so?" I asked.  "I'm not as big as Jared."

"He's a little further along in puberty than you are.  Boys grow at
different rates.  Trust me, you have nothing to complain about."

My dick was the center of my universe at that moment.  She could've said
that I had twelve noses and I would've believed her.

"Well, bud," Jeannie said, patting my thigh, "you might want to go get a
shower before Jared gets up and hogs all the hot water.  Otherwise you
might have to take a shower with him to get some."

"Yeah," I agreed, and stood up.  As I walked out of the room, I glanced
back and caught Jeannie adjusting the sheet over her.  She pulled it out
and for a brief moment, I saw one nipple flash at me.  I hurried down the
hall to the bathroom.

The bathroom door shut behind me, and I felt relief sweep through me.  That
was an incredibly intense experience, and I didn't understand exactly what
had happened.  Was Jeannie coming on to me?  Was it normal for a grown
woman--a mother of a buddy--to discuss the things she had with me?  I was
confused, yet very horny.

I stripped off my clothes and turned on the water in the shower.  My dick
felt incredibly heavy.  If it felt like this and it was that tiny, what
would it be like when it started to grow?  I looked at myself in the mirror
and was impressed by my erection.  Jeannie was right, I was very handsome.

The water hit the right temperature, so I stepped in and lathered up my
hair.  With the extra shampoo in my hand, I soaped up my cock and jacked
off.  It took all of about thirty seconds for my dry orgasm to hit,
knocking me against the shower wall.  I thought I was going to pass out, so
I turned on the cold water.  That was shocking enough to wake me up.

Upon finishing my shower, I grabbed a towel and stepped out of the tub to
dry off.  Then I realized that in my haste to get into the bathroom, I had
neglected to bring with me a change of clothes.

I wrapped a towel around my slim waist and walked out of the bathroom.
Thankfully, Jeannie was no longer in her bed when I passed the open door to
her bedroom.  I entered Jared's room and found him sitting up in bed with
his hair sticking in every direction.  He had apparently just woken up.
"Good morning, beautiful," I said.

He responded with a raised middle finger.

I laughed.  For some reason, I was in an extremely happy mood.

"If you don't stop laughing, I'm going to give you a nuggie," he said.

That made me laugh more.  He launched himself off the bed and tackled me.
I rolled onto the sleeping bag on the floor with Jared on top of me.  I
struggled back, but he easily overpowered me.  In the struggle, the towel I
was wearing came off and once again, I was wrestling with Jared while
naked.

Jared was still in his boxers, but he must've had his morning erection,
because I felt a hard shaft poke me in the abdomen as he pinned me down.  I
was laughing too hard to effectively fight back, so he had my hands locked
down against the floor, my arms spread out.  He rolled back so he was now
sitting right on my crotch.  Even though I had just jacked off, the
physical contact with Jared, especially my naked penis rubbing against his
butt, caused me to start to get hard again.  I guess he felt that, because
he started to grind against me.

An odd look drew over Jared's face, one of pleasure yet uncertainty.  He
lifted his rear a little, so my boner could pop up and lay flat against me,
pointing up.  Then he lowered himself back down again so my dick fit into
the groove of his ass.  He slid forward and back slowly.  The feeling on my
cock was incredible.  He didn't even need to hold me down any more.

Jared leaned down so that he was lying on top of me, and adjusted himself
so that our dicks lined up.  He continued to slide up and down, humping me
for the second time in two days.  Except this time, I was a willing
participant and began to hump back.  After a few minutes, Jared paused and
I was afraid he was stopping.  However, he pulled off his boxers then
returned to his position on me.

I could feel his naked flesh on mine.  His dick pressed into my own, and I
could feel the size difference.  It felt so much bigger than mine did.
What was the oddest feeling was his pubic hair brushing against my hairless
flesh.

I heard moaning in my ears and realized that it was coming from both Jared
and myself.  We both sped up our humping.  All at once, Jared froze, a
grimace plastered on his face.  I felt wetness spread across my tummy and
looked down to see his cum splattered over me.  That set me off, and my
dick spasmed with its second dry orgasm in the last few minutes.

Jared dropped across me limply, his head next to mine.  We lay there
breathing heavily.  Finally, Jared said, "Wow, that was cool."

"Fuck yeah," I said.

Jared laughed.  "When did you start using language like that?"

"Only since I've been hanging around you," I said, laughing along with him.

"Fuck you," he said jovially.

"I think you just did."

"Naw, that was just humping.  If you want to fuck, we'd have to do a little
more."

I wasn't sure if he was joking or serious, so I just played along with him.
"Like what?"

"For one thing, we'd need some Vaseline.  Two boys fucking means one of us
would stick his cock up the other guy's asshole.  The Vaseline will grease
us up so the cock will fit easier."

"Will it hurt?"

"Maybe, I don't know."

"Then I'll go first and put my cock up your asshole," I said.

"Okay."  Once again, I honestly didn't know if he was serious.  "But we'll
have to do that later.  I don't think either of us could get hard again
right now."

"Plus, I just took a shower," I added.

"Yeah, I'd better go get one, too."  He stood up, and I realized again that
we both were naked.  I rather enjoyed that.

"Though you might want to clean yourself up again," Jared said, indicating
the semen on my stomach.  Having never seen the stuff up close, I put my
finger in it and tested its consistency.  It wasn't as gross as it first
seemed, and I found it fascinating.  "While you're playing with that, I'll
go get my shower," he said, then left the room, still naked.

I was so absorbed in playing with Jared's cum, that I neglected to notice
that he left the door open and that I was still laying on the floor in the
nude with his cum splattered on me.  I smelled the substance, then put a
little bit on the tip of my tongue.  I had not really had a chance to
analyze the taste when a shadow fell across me.

Looking up, I saw Jeannie standing in the doorway, much like she did when
she caught Jared and I the day before.  She was clad in a white terrycloth
robe.  This time I wasn't so quick to cover up.

"Looks like you two already started having fun this morning," she said.

I grinned at her.  "Yep."

"Here, let me help you clean up."  She bent down and picked up the towel I
had worn from the bathroom and proceeded to wipe off my stomach.  "Stand
up," she said.  It was not an order, but a gentle suggestion.  I stood up,
and she continued to clean me up.  I felt her hand behind the towel go down
my stomach and across my genitals.  She ran the towel under my scrotum and
between my legs.  "Okay, get dressed."  She slapped my bare butt and left
the room.

I put on my clothes and hung out for a while, looking through Jared's CD's
and video games.  His mom was right, he took forever in the shower.
Eventually, he returned with his own towel wrapped around his mid-section.

"Took long enough," I chided.

"When you have a cock as big as mine," he said as he dropped his towel,
showing me the unit in question, "it takes a long time to wash."

"You wish," I said.  Yes, I was the king of the comebacks.

"Bigger than yours."

"Good things come in small packages," I said, actually proud of that one.

"My good thing cums," Jared said and broke into a peal of laughter.  His
good thing was growing before my eyes.  If we didn't be careful, he'd be
cumming again real soon.  I guess he realized the same thing, because he
turned to his dresser and found a clean pair of boxers.

After Jared dressed, we went downstairs to the kitchen, where Jeannie was
finishing making breakfast.  The smell was intoxicating.  She set plates
before us as soon as we sat down at the table and we quickly devoured the
bacon, eggs, and toast.  I took a couple of surreptitious peeks at her, and
once noticed her adjusting her robe.  It fell open briefly, and I was
certain I caught a glimpse of one of her nipples.  I couldn't be sure,
since it happened so fast, and I looked away as soon as I thought I saw it.

Jared and I decided that we wanted to start off the morning with a swim, so
Jared and I ran upstairs to fetch our bathing suits, which we rolled into
our towels before heading down to the community pool by foot.  A number of
people had already arrived, even though it was still fairly early in the
morning.  That didn't bother us.

With no hesitation, we headed to the changing room.  After all I had seen
and done this past day, I did not care if Jared saw me naked when we
changed.  My only worry was if someone else came in.  I was still shy about
my body around strangers.  However, Jared did not care, and promptly
stripped naked.  I followed suit.

Sure enough, my underwear no sooner hit the floor when some dude walked in.
I'm guessing he was college aged, maybe a few years older.  His head
snapped at us a second time after first glancing in our direction.  I don't
know if he was surprised to find someone else in there, or that we were a
couple of nude kids.  I started to put my bathing suit on, but Jared just
stood there.

"Think the water's cold today?" he asked, as if it were the most natural
thing to be having a conversation stark naked.  He absently reached down
and scratched his balls.

"I dunno," I muttered.  I saw an impish grin flick at the corners of
Jared's mouth, and knew he was up to something.  With my peripheral vision,
I saw the newcomer find a bench, but was still watching us, as if amazed.

"The last time I came out here, the water was so cold my dick shriveled up.
I hate when that happens."  As if to illustrate it, Jared grabbed his dick
and pointed the head upward so he could examine it.

The man coughed.  We both looked at him and saw that he had gone red in the
face and was making a show at not paying attention to us.

"Yeah, me too," I added.  I wanted to contribute something, but I wasn't
sure what.  This naughty game Jared was playing was very exciting, but was
also scary.

The man was slowly removing his clothes.

"It makes me look like I got no dick," Jared went on, showing no
inclination to putting on his bathing suit.  "I mean, how am I ever going
to get any pussy if the chicks think I got no dick?"

"Yeah, really."  Boy, I was on a streak with my interjections.

"Oh my God, last week there was this chick out here with huge tits.  I
thought she was going to bust out of her top.  I got so hard looking at
her.  I got out of the pool right in front of her and I saw her look at my
boner.  You know how your bathing suit sticks to you when you're wet?"

A gave a nod.  I couldn't help but grin.  I also felt my penis give a
little stir, as if it were raising its head.  Nearby, that guy had taken
off his shirt and seemed to be fumbling with his shorts.

"That's what mine was doing, so you could see my dick head and everything.
It was that white bathing suit I got that looks see-through when it gets
wet.  I kinda stood there for a minute, letting her check me out.  Dude, it
was so hot."

I just giggled.  I was out of those clever words.

He went on, acting as if he were oblivious to our changing room companion,
who was obviously listing to our "private" conversation.  "I wonder if I'll
see her again.  If I do, let's both get hard to see what she does."

"Yeah," I agreed.  I was pointing straight out by now, fairly close to
being hard already.  I found that I didn't care if that guy saw.  In fact,
I was hoping he was watching, as this was an incredible turn-on.  I had
never known the excitement of showing off my body to anyone else.  I would
have to try exhibitionism again in the future.

Jared gathered up his bathing suit, which was my cue to do the same.  At
first I had the horrifying thought that he was going to walk outside in the
nude, but then he began to put the suit on.  Of course, he was doing it
very slowly.  In any other circumstance, he would have it on it roughly two
seconds.  But he was giving that guy a show, and wanted to make it last.

I put my own bathing suit on one foot at a time, half-watching Jared and
half watching that other dude.  In doing so, my feet got tangled and I
almost fell over.  Fortunately, Jared caught me and prevented me from going
headfirst backwards over the bench.  He had his bathing suit still around
his knees, so there we were, two twelve year olds with our shorts around
our legs in a half-assed embrace with a twenty-something gawking at us.  I
straightened up, which gave me an excuse to look directly at that guy.  He
looked away quickly, then dropped his underwear.  His dick flopped out,
bouncing up and down in a manner that only happens to me when I am
semi-hard.  It seemed that our little conversation had quite an effect on
him.

We finished dressing and headed out to the pool.  We dropped our stuff at
the closest empty beach chair, then cannon balled into the water.  Upon
surfacing, Jared laughed and said, "Did you see that dude?  I thought he
was going to cream his shorts."

"Yeah, that was pretty funny."

"I didn't think you'd have the balls to go through with it.  Good job!"  He
punched me in the shoulder, then swam away.  I went after him, and we only
stopped the horseplay when the whistle was blown at us.

A lot more people arrived as the day went on, and the pool ended up being
packed.  We ended up floating in a corner in the deep end, which was rather
out of the way because the pool was shaped like a big L with the deep end
veering off in one direction.  We competed seeing how long we could hold
our breath under water or if we could sit on the bottom of the pool, which
at that point was 12 feet deep.  My ears hurt if I tried to go down there
for very long.

Jared surfaced and had that grin plastered on his face.  "What?" I asked,
knowing that he was up to something.  He lifted his hand a little out of
the water, clutching his bathing suit.  "Shit!" I said.

"Shhh," he said, dropping his hand beneath the surface again.

"What if someone sees?"

"No one's going to see.  Can you tell I'm not wearing it?"

I looked down, and the refraction of the water distorted him so much that
it was hard to tell if he was wearing anything around his waist.  "Not
really."

He just shrugged.  "See, no one is paying us any attention.  You try it."

"No way."

"Pussy."

"Hey, showing my dick to some guy in the changing room is one thing," I
said, getting defensive.  "It's another to go skinny dipping in a pool with
a hundred people."

"Ah, there can't be more than fifty people here," he said, as if that made
a difference.

"Whatever.  I'm still not going to do it."

"What if I jumped out of the pool right now?"

"Go ahead."

"I'll do it."

"Do it."

He placed his hands on the edge of the pool, as if he were going to pull
himself out.  His bathing suit was still in one hand.  His body tensed.  I
could see his bare ass right under the surface of the water.

"No, wait!" I said, mortified at the thought that he was actually going to
go through with it.

Jared slid back to safety.  "Well, you do it then."  He was vicious.

My hands trembled a little as I slid my fingers into the waistband and
pushed down.  I was certain some old lady would see me and start a panic.
However, Jared was right and no one even noticed us.  I held firmly to my
suit with one hand while the other gripped the edge of the pool.  I felt
this odd, free sensation, especially around my dick and balls.  I quite
enjoyed it.

"Like it, huh?" asked Jared, as if reading my mind.

"Yeah."

"The next time you sleep over, we'll sneak out here at night and go skinny
dipping."

"Your mom will kill us."

"Naw, she won't even notice us gone.  She leaves me alone."  Then, as an
after thought, "I've done it before."

"What if you get caught?"

"By who?  No one's out here late at night."

We floated nude for a little while, then I put my bathing suit back on.
It's not as easy as it seems to do that while swimming.  Jared must have
thought it was time to end that foolishness, too, because he did the same
thing.

Changing back into our dry clothes provided us with no more excitement, and
we returned back to Jared's house for lunch.  Jeannie was now dressed in
shorts and a halter top, both of which revealed much skin.  I don't know
how Jared dealt with living with her every day.  It would seem he would be
hard all the time.  Of course, with her being his mother, I suppose he
didn't notice her like I did.  It occurred to me that he was probably the
way he was largely because of the way she was.  That seemed like a very
deep epiphany that I had, and somehow that made me feel much older than
twelve.

After lunch, Jared broke out the PS2 and we played a variety of games:
Mortal Kombat, Grand Theft Auto, James Bond.  He was really into killing.

"Jared, it's time for your appointment," Jeannie said, interrupting one
intense killing spree.

"Shit," he responded.

"You can continue playing when you get back," she said.  If I had cursed
like that after my mother told me something, I would be dead.  Not simply
wounded, but dead.  Murdered on the spot.

Jared saved the game and said, "If you want to play another game, go ahead.
I'll be back in like an hour."

"Sure."  I had already called home and told my mom that I was invited to
stay here for dinner.  She didn't care, as it was one less plate she would
have to worry about fixing.

I was left alone as Jared took off for his appointment.  I began to dig
through his stack of games when Jeannie re-entered the room.  "So how was
swimming?" she asked casually as she lounged back in the recliner.

"Good," I replied.

"Jared stay out of trouble?"

I just laughed.

"I take that as a no."

"Well, he didn't get into trouble, if that's what you're asking," I said,
trying to avoid the subject.  I was a terrible liar, and I didn't want to
get Jared in trouble by ratting on him to his mom.

"I suppose I would've heard from the pool by now if he'd gotten himself
banned or something," she said.

"He's lucky he didn't."  Oops.

"How so?"

"Um."

"It's okay, you don't have to tell me," she assured me in a very relaxing
voice.  "I'm not trying to spy on my kid.  I was just curious."

"Oh.  Okay."

"I know my son's no saint.  Half the time, I don't know whether to laugh or
clobber him one.  Any more, he's thinking with his little head than with
his big one."

I laughed at that unexpected statement.  You just don't hear many mothers
talking about their son's penises like that.

"I better watch it, or he might be getting some girl pregnant.  Unless he's
gay."

"What?"

"If he's gay, I wouldn't have to worry about him getting a girl pregnant,"
she explained in a very reasonable tone of voice.

"Y-you think he's gay?"

"Oh, I don't know.  It's his business."

"You wouldn't be mad if he was gay?"

"Why would I?  It's not hurting me at all.  Everyone has the right to have
sex with whomever they choose, as long as the other person is willing."

I was flabbergasted.  I just automatically assumed that parents wanted
their children to turn out straight and would be devastated if they ended
up being gay.  I don't know exactly how my mom feels, but I've heard my dad
make disparaging remarks against homosexuals enough in my lifetime to know
how he stood on the issue.

"Look, nobody's perfect," Jeannie went on.  "All I can expect is that he
make rational decisions on matters that really matter.  If he's mooning
people at the pool or playing with his dick, who cares?"

Oh my God, she said "dick."

"He wasn't exactly mooning people," I said.  "He went skinny dipping."

"Oh really?"  She laughed at that.  "Brave little bastard."

"We both did."

Jeannie arched an eyebrow at me.  "He convinced you to do that?"

"Well, sorta."  I didn't want to seem like a pushover to her.  What was
worse, to be talked into doing something that crazy or to do it on your
own?

"Good for you.  Just be careful you don't get caught.  Though if you ask
me, I think all children should have the right to swim in the buff if they
choose.  It's not like you got much to offend me."

Thanks.

"So you swim around, or just stay put in a corner somewhere?" she asked,
apparently amused by this.

"Stayed put."

"Ah."

"There were a lot of people there."

"Mmmm hmmm."

For some reason, I felt the need to seem like less of a pussy to Jeannie
than I did to Jared.  "I would've swam if there were less people."

"I believe you."  Her tone of voice somehow told me otherwise.

"Well, I showed off my dick to some dude in the changing room."  Oops, I
said "dick" to her.

"Did you really?"  She didn't even blink at my word usage.

"Yeah.  Well, both of us did."  I went on to tell her about our encounter
with that guy.  By the end of the story, she was laughing very hard.

"He must've thought you guys were nuts.  Probably wanted your nuts."

I laughed along with her at that.  "Yeah, he was looking at them."

"Was he hard?"

"A little, I think."

"Should've waited around a little longer.  Maybe he would've offered to
give you a blow job."

Once again, surreality washed over me.  Was this a grown woman talking to
me about blowjobs?  The mother of a friend of mine?  To be honest, I didn't
exactly know what a blowjob was, except that it had to do with sex and your
dick.

I guess a puzzled look crossed my face, because Jeannie asked, "Don't you
know what a blow job is?"

"Well..."

"I figured Jared would've explained that to you by now.  Or shown you."

What the hell did that mean?

"It's when someone sucks your dick," she said bluntly.

"You think that dude wanted to s-suck my d-dick?"

"Maybe.  Who knows.  Probably just got turned on by the situation and was
too much of a pussy to tell you guys to knock it off."

"Yeah."  The though of that guy sucking my dick made my head swirl.  This
whole conversation was having another effect on me, as I had yet another
boner pressing against the fabric of my shorts.

"Though you do have a cute little dick," she added with the impish grin her
son inherited from her.  "And by the looks of it, it's standing at
attention."

My face felt suddenly hot.  Jeannie laughed that infectious laugh of hers,
which made me feel better somehow.  It wasn't as if she was laughing at me.

"Jared won't be back for awhile yet, so he can't help you out with it.  I
guess you'll just have to play with it by yourself."

If my expression was anything like the horror that I felt, I must've been a
sight.  Jeannie laughed even harder.

"Oh, stop worrying.  Didn't I tell you this morning that I know what boys
do?"

"Yeah."

"All boys experiment.  Sometimes with each other, sometimes...with others."

"Do girls experiment, too?" I asked.

"Yeah, but not as much as boys.  Boys are born horny, I think.  Girls are
more into romance and relationships when they're young.  They only get
horny as they grown older.  Of course, they get more experienced as well.
I think every boy should have an experienced woman show them the ropes,
then sex wouldn't be so clumsy for them."

My dick was raging.  How I wanted an older woman to show me the ropes.  Not
just any older woman, either!  And I didn't care what ropes.  They could be
for a hangman's noose for all I cared.

"Guys get their sex drive early--around your age.  Women reach their peak a
little later in life.  And when there's no one around to satisfy that
urge..."

It occurred to me that I didn't really know much about Jared's father.  I
knew his parents divorced when he was very young, and that he didn't see
much, if any, of his dad.  He never mentioned his mom dating.  But then
again, he didn't talk much of his home life.  I was beginning to understand
why.

"We're either going to have to change the subject or do something about
that," she said, pointing to my crotch.  A visible bulge was prominent,
even though I was sitting down with my legs drawn up.  "Tell you what...I
know something that'll relax you and make you forget all about it.  Hop on
up here."

She stood up and patted the couch.  I climbed up onto it, adjusting my
boner in the process.

"Lay down on your belly."

I did as I was instructed.  My hard-on now pressed against my lower belly
in a very pleasing manner.  How was this supposed to take my mind off it?

Jeannie dimmed the lights.  "Okay, put all thoughts out of your mind.  Just
let yourself float."  I felt her hand lightly trace a pattern across my
back.  Both hands found my shoulders, and she gently kneaded them.  Her
hands caressed my back with a feather's touch.  It was heavenly.  I felt
myself drifting away.

She hummed quietly as she gave me that marvelous massage.  It was one of
the most wonderful things I had ever felt, and her voice was melodious.
The two were the perfect combination.

Her fingers dug ever so sensitively into my flesh.  The fingertips
separated and roamed down my back, sending tendril of tingle throughout my
torso.  They moved to my belt line, then back up again.

Then she began to administer to my legs.  Those pinpricks of pleasure ran
through my thighs and calves.  Next, she went to my head.  Her fingers
lightly touched my scalp.  I didn't think so much enjoyment could be found
with someone simply touching your head.

I moaned with happiness.  She was right, I had forgotten about my dick,
since my entire body was now alive with sensation.  However, I was
completely relaxed.  I never wanted to move.

Jeannie returned to my back, then repeated the process on my legs, first
one leg and then the other.  This time, however, her hands roamed higher
and moved up onto my butt.  I inhaled a sharp intake of air, then let it
out slowly as she pressed her fingers into the fleshiness of my buttocks.
A moment later, those magic hands were on my back once again, but this time
with her entire palms, not just the fingertips.  I felt so small in her
hands, so helpless.  Yet I turned myself completely over to her.

Her palms grazed over my rear end and she massaged my legs again, one at a
time.  "You have very strong leg muscles," she noted as she lifted first
one leg and then the other so her hands wrapped entirely around them.  She
went down to my ankles, then back up again, stopping only when her hands
were wedged up into my crotch.  I felt her brush up against the bottom of
my balls, and again I inhaled sharply.

She let her hands dance over my hips and up my sides to my armpits.  I am
usually very ticklish, but for some reason I felt another sensation, one
similar to tickling but more subtle.  I sighed and enjoyed it.

"In fact," Jeannie continued in a breathy voice, "you are a rather athletic
young man.  Your whole body is well toned."

I never thought of myself as athletic, though I was definitely not fat.  I
saw all these older kids who seemed muscle-bound, whereas I was just a
normal boy.  I didn't contradict her, however.

"Another year or two and all the girls will be drooling over you," she
said.  "Though that might be a little messy with all that drool."

I giggled, and once again found her fingers in my hair.  I think I sighed
again.

"This feels good, doesn't it?"

"Mmmm hmmm."

"Roll over, let me get your chest," she said, and I did as she instructed.
Her hands played all over my chest and side and belly.  I was lost to the
world.  She moved her hands down the front of my hips, just avoiding my
crotch, and worked on the front of my legs.

"I guess you're enjoying this more than I thought," she said.  I didn't
catch her meaning right away, but soon did.  One hand slid up over the
front of my shorts, index finger tracing an invisible path outlining my
hard dick.  "So much for the massage making this go away."

I had actually forgotten about my boner until she drew attention to it.
Then, every bit of my attention was directed at it.  It was like my penis
came alive and screamed out that it was there, attend to it.

"Do you need a little help with it?" Jeannie asked, as if she were asking
if I wanted milk with my cookies.

What was I supposed to say?  "Uh, yeah."

She unfastened my shorts and slowly unzipped them.  "To make you more
comfortable," she explained.  I felt a relief as my cock now had room to
breathe rather than being squished up inside my shorts.  She then slid her
hand under the elastic band of my boxers.

The sensation of when Jeannie grabbed my dick is beyond description.  It
was like an explosion mixed with the most peaceful feeling ever.  Her silky
fingers grasped the few inches of my shaft and massaged it, stroking up and
down.  I could only make incomprehensible half groans that attempted to be
words.

Jeannie leaned down and put her lips a centimeter from my ears and
whispered, "Do you like that?"

"Uh huh," I muttered, lost in sensory overload.

"Would you like me to show you more of what a woman can do?"

I nodded vigorously.

She released my dick, then turned my head gently but firmly so I could look
her in the eyes, where I saw a very intense gleam.  "If I do, this must
remain between the two of us.  No one can know, not even Jared.  Do you
understand?"

"Yes."  There was no way in hell that I would tell a soul, especially
Jared.  Hey, guess what buddy?  Your mom just came on to me!  Yeah, right.

Jeannie regarded me for a moment, evaluating my reaction.  Finally, she
took my hand and said, "Come with me."  She led me upstairs, and it was no
surprise to find myself standing in her bedroom as she closed the door
behind us.

Now that I had time to absorb what was happening, and what was about to
happen, I grew nervous.  My body quavered slightly, and I was very
embarrassed by it.  Why did my body always betray me at the worst times?

Jeannie ran her hand over my chest.  "You're trembling.  Scared?"

I nodded, unable to trust my voice to speak.

"That's okay.  Let me help you get undressed."  She proceeded to do just
that.  First she pulled my T-shirt over my head, leaving me bare-chested.
Why did I feel like such a little boy at that moment?

My shorts were still undone, so it was just a matter of slipping them down
my legs.  I stepped out of them, having no shoes or socks on my feet at the
time.  That left just my boxers.

Jeannie stepped back and gazed at me approvingly.  "You are one very
handsome young man.  You should be proud of your body, Danny."  With that,
she wrapped her arms around me and pulled me tightly against her body, my
face pressed into her breast.  My nervousness fell away as I felt like I
was going to melt.

"And now, for the last."  With a soft touch, she lowered my boxers to the
floor.  My boner had subsided somewhat, though my penis was still longer
and harder than its normal state.  It just wasn't pointing up.  I was now
helpless, entirely in her hands.

She stepped back again, then slipped her halter-top over her head.  Her bra
barely contained her tits.  She then unfastened her own shorts and dropped
them, leaving her in pink lacy panties.

This striptease had the desired effect.  My cock throbbed and bounced ever
more upward with every heartbeat until it rested flush against my abdomen,
pointing at the ceiling.

Reaching behind her, Jeannie undid her bra and pulled it off.  There, a
mere three feet away, were the two most amazing things I had ever seen in
my life.  I was frozen.  This could not be happening.  Not to me.

She gave me that infamous grin that she and Jared shared, then removed her
panties.  I had seen some pictures of naked women, as well as seeing some
in movies such as "American Pie," but I had never seen one in real life
before.  My jaw hung open and I wouldn't be surprised to find if I had been
drooling.  I was not aware of my own body, only Jeannie's.

Her pubic bush was black, even though the hair on her head was a light
brown.  It was like an upside-down triangle at the crook of her legs.  The
hair looked like it was wet.

She walked to me, both of us now naked, and touched my chest.  I jumped at
the contact, and she chuckled.  She guided me to her bed and we both
reclined on it.  Her hands were all over me.  She drew me closer, and we
were now embraced, skin on skin.

Our lips met, only briefly.  "That is just to say thanks," Jeannie said.
"I prefer not to kiss.  Not right now."

I would do whatever she wanted.  It did not bother me at all.

She rolled onto her back and maneuvered me to lie on top of her.  I felt my
cock squish into the soft flesh of her stomach.  Our faces were almost
together.  She moved me down lower, so that I was now staring her in the
nipples.

"Kiss them," she whispered.  I gave one breast a peck.  "More.  Suck on
them."  I put my open mouth on the tit and moved it around.  I soon got the
hang of it, and found the nipple in my mouth.  I sucked on it greedily,
like a baby going at its bottle.  She moaned with pleasure and said,
"That's the way, Danny.  Oh, keep doing that."

Her hands clawed at my back, though her fingernails did not dig in deeply.
It was like she was still careful not to damage me.  I was glad she wasn't
too rough; I don't think I could've handled that.

Jeannie wriggled around as I sucked on her tits, moving from one to the
other.  Her nipples were hard and rubbery.  I slid down a little more, and
felt my hairless cock brush against her pubes.  It was a strange sensation,
having never felt any before.  They were a bit wiry, which surprised me as
I expected them to be soft and downy.  I gave a gasp, as my dick rubbed
against a wet slit, and I knew that it was lying on her pussy.

"Reach down and feel it," she said.  I put my hand between us, and for the
first time touched a vagina with my hand.  My index finger slipped between
the lips and I felt a little nub.  When I touched it, she gasped.  At first
I thought I hurt her, then I realized that she was in deep pleasure.  "Oh
yes.  Oh baby."

Her hand found mine and pulled it away.  I was disappointed until she
reached back and grasped my hard dick.  She fondled it, moving it around,
then I realized that she was trying to position it.  I lifted my hips a
little to allow her some room.  I could feel the head move into her pussy,
enclosed by the lips.

"Okay, baby.  Push in."

I thrust my hips forward.  My cock slid right into her.  I yelled out in
ecstasy.  My dick may have only been about four inches long, but at that
moment it felt ten.

I was actually fucking a woman!

"Move your hips, honey," she said.

I pistoned my pelvis back and forth.  My dick popped out of her, and she
slipped it back in with no effort.  We both went at it, moving our hips in
time to each other.  I could feel the warm, wet walls of her cunt grasp my
little cock, the friction building a fire like I would never have dreamed
inside of me.

Then...

The explosion happened.

I literally thought my cock had ruptured.

I screamed.

I found myself panting, out of breath, unable to see straight.

Jeannie moaned loudly, and I felt water gushing between my legs.  Her pussy
constricted onto my now sensitive and softening dick.  She held me in a
death grip, crushing the breath out of my lungs.  Then she released me.  It
was over.

I pulled out of her and rolled onto my back limply.  I don't think I was
even able to lift an arm.  I may have dozed off, but my eyes snapped open
when I heard her voice.

"Are you okay?"

I smiled at her concerned look.  "Yeah.  Never better."

"Did you like it?"

"Fuck yeah."  I figured, since I just did it with her, it wouldn't matter
if I said it.

She laughed, and pulled me close to her in a warm embrace.  "Your first
time."

"Yeah."

"You're a good lover.  You'll be amazing when you get older."

"Thanks."

"Now Dan, this doesn't mean that every time you come over here we'll do
it," she said.

"Okay."  I was a bit disappointed, but what could I expect.  However, I
noticed that she said that we'd never do it again.  Just not every time I
came over.

I had to ask something.  "Did I...did I cum?"

"You tell me."

"It was amazing.  I never felt anything like it."

She leaned over to examine my dick.  It was now deflated and pointing up
from above my wrinkled balls.  She squeezed it before releasing it.

"I think you had a dry orgasm.  I don't think you shot anything, otherwise
there's still be a little left in it."

"Oh."  I was disappointed by the news.  When was I going to produce semen?
If fucking a woman didn't make it happen, what would?

"You know, Jared likes you a lot," she said.

"I know."

"He talks about you all the time."

"Really?"  This was news to me.  I knew he liked to hang around with me,
but I figured he was too cool to ever talk about me at home.

"Yes.  He may have a crush on you."

"Huh?"

She held my hand tenderly.  "It's okay.  Sometimes boys get crushes on
other boys, even though they don't look at it that way.  Jared's always
been a little...well, let's say more open about a lot of things, including
his sexuality."

"He...he told you he has a crush on me?"

"Not in so many words.  It's just the expression on his face when he talks
about you.  And what he says about you."

"Like what?"

"Well, he mentioned once that he saw your dick in the bathroom."

I blushed.  He was checking me out the same time I was checking him out.
How ironic.

"He said you have cute freckles on your nose," she said, then bopped me on
the nose with her index finger.  "You do."

"He said cute?"

"Yeah.  I don't think he realized what he said.  That's Jared.  He speaks
his mind, usually without thinking."

I had a hard time giving voice to this next question, but I had to ask it.
"So you really think he's gay?"

"Oh, I don't know about that.  He might be, he might not be.  Right now,
he's just caught up in discovering and exploring his sexuality, whatever
that might be.  Just like every other boy his age.  He might prefer his
hand to anyone else at this point, who knows."

"Yeah," I said, just to contribute something to the conversation.

"He may go after girls very soon.  To my knowledge, he hasn't yet.  I've
heard him talk about women in general, but no girl specifically.  I would
think that he'd talk about some girl from school."

"He just talks about me," I said.

Jeannie laughed.  "Yep.  I figured he would feel more comfortable trying
out things with you.  Given what I've seen over the last couple of days, I
think I'm right."

"That doesn't bother you?"

"I told you before, boys will experiment with each other.  You need to get
your rocks off.  Might as well do it with friends than hook up with some
stranger over the Internet.  It's not like it's the first time in history
that two boys have fooled around with each other at your age.  I'd just
prefer that you not do it in front of me or make a mess in my living room."

I let this sink in.  She was basically telling me that it was okay to have
sex with her son.  I felt her hand brush over my soft penis and balls.

"I want to let you know that what we did was very special.  I wanted to let
you know that you are a normal boy, even if you ended up doing things with
Jared.  Okay?"

"Okay."

"Obviously, you like girls.  Don't think that you're gay if you and Jared
have a little fun together.  It doesn't mean that Jared's gay, either.  He
may turn out that way.  You may decide you like boys better.  In a few
years, you both will probably look back and laugh at your little exploits
together.  But for now, have fun and don't think that it's bad.  All
right?"

"Sure."  She made me feel really good.  Everything she said made a whole
lot of sense.

Jeannie ran a fingernail backwards across my face.  "Well, Danny, let's say
we get cleaned up before your friend gets back home.  I don't think he'd
react too well to find us this way."

I laughed.  "No, I don't think so."

We went into her bathroom and she washed me down with a wet rag, paying
close attention to the drying sticky stuff on my crotch that must've come
from her.

"There.  Get dressed and go back downstairs while I get a shower.
Remember, don't say a word about this."

"I won't."  That was certain.

I returned to the living room and no sooner did I start a game when Jared
walked in.  He stared at me, like he was trying to figure something out.

"What?" I asked.

"You seem rather happy."

"Uhhh..." I said lamely.  "I just beat a game."

"Okay," he said, not sounding convinced.  "Where's mom?"

"I dunno.  Upstairs, I guess."

"Dude, you gotta see this assistant my orthodontist has.  She's got tits
out to here."  He demonstrated by rounding out his fists and holding them a
distance away from his chest.  "What I'd give to suck on them."

I jumped, feeling a wave of guilt wash over me.  Did he say that because he
knew that I had done that very same thing with his mother while he was
gone?  No, that was nonsense.

"What is it with you?"

"Nothing."

"Fuck, go away for an hour and you turn all weird on me.  Did my mom have
that big of an effect on you?"

"What do you mean?"  My voice was a little too sharp, even for my own ears.

"Nothing.  It was a joke.  Jesus."

He joined my game, and I tried to act as natural as possible.  I heard
Jeannie move through the house, but she stayed out of our way.  I was very
glad for that, since if I was acting strangely without her, how would I be
with her right there in the same room?

I thought about what she had told me about Jared.  Did he have a crush on
me?  In the last twenty-four hours, I had seen his cock numerous times and
he had seen mine.  We had wrestled naked and humped our dicks into each
other.  He had even shot his cum onto me.  What if he was gay?  Would that
bother me?  I thought about it and realized that it didn't.  In fact, it
rather turned me on.  My dick got hard again as I thought about the
possibility of Jared wanting to have sex with me.

"You must really be horny today," Jared said.

"What?"

"You keep playing with your cock."

"Oh."  I didn't realize that I had been doing it, but I was pulling at my
boner absently.  "I was just thinking about stuff."

"I bet," he said lewdly.  "About what?"

"Just stuff."

"C'mon.  Share."

I felt a bit impish myself.  "No."

He stood up and loomed over me, grinning his evil little grin.  "Tell me,
or I'll make you suffer."

"Nope."

He hurled himself at me and proceeded with a malicious tickle attack.  I
fought him off, but not very effectively.  The next thing I knew, he
grabbed my boner.

"Tell me, or the little man gets it," he threatened.

I felt bold.  "Suck my dick."

"Suck your dick?  Suck your dick?  How dare you tell me to do that."  He
did not release my dick, but rather squeezed ever so slightly.

"Yeah.  Suck it.  I dare you."

"Getting daring, huh, Dano?  What would you do if I did?"

"I dunno."

"Uh huh," he said.  "You'd suck me back."

"Then we'd both be sucking each other's dicks.  How'd we tell who wins?"

Jared thought about this for a moment, then said, "Whoever cums last."

"Then I'd win," I said proudly.  "I can't cum yet."

"You can have dry cums.  That still counts.

"But I'd still lose, cause you'd cum in my mouth and I wouldn't be able to
do the same to you," I said.

Jared lowered his voice a little.  "I hear cum tastes good.  Maybe you'd
like it."

"Ewww.  Gross."

"Seriously."  He dropped his voice to a whisper and looked around to make
sure his mother wasn't in earshot.  "I've tasted my own."

"Really?"  That was surprising.

"Yeah.  It's kinda watery still, though.  I guess it gets thicker when you
get older."

"What's it taste like?"

"Kinda bitter, a little salty.  Not too bad though, really."

"Would you taste mine if I could shoot?" I asked.

"Sure."

I realized that he was still gripping my cock, which was as hard as ever.
In fact, he wasn't just holding it, but was slowly jacking me through my
shorts.  I reached over and found his crotch.  His cock was likewise hard
and I returned the favor to him.

"Let's go up to my room," he suggested.  He had the same intense look in
his eyes that his mother did when she suggested the same thing not an hour
earlier.

We got up and ran upstairs.  This was not anything romantic; it was two
adolescent boys ready to get their rocks off, as Jeannie had put it.

The door no sooner slammed shut when Jared peeled off his clothes.  I was
right behind him.  I guess I had lost any inhibitions I once had.  After
fooling around with Jared like I had, and then fucking his mom, I suppose I
no longer felt self conscious about being nude.

Jared and I stood looking at each other naked, both of our dicks pointing
straight up.  His partially hid the little crop of pubic hair that he was
sprouting.  A little drop of clear fluid formed at the tip.

"You sure about this?" he asked.

"Yeah."  I was ready for anything.  "Have you ever sucked a dick before?"

"No.  Have you?"

I laughed.  "Yeah, right."

"Yeah, I forgot who I'm talking to."  Jared took the first initiative and
walked up to me.  I felt deja vu as he ran his fingers gingerly over my
chest and made their way down to my cock.  He took hold of it, then lowered
himself to his knees.

Licked his lips.

I was certain he wouldn't go through with it.  That was fine with me.  I
would settle for another round of jacking off.

He placed his lips at the tip of my cock.  That felt wonderful.  Then he
opened his mouth and slowly allowed my penis to enter.  His warm breath
blew over it, then his tongue licked the underside of it.  His lips wrapped
around the base of my cock, which was now completely immersed in his mouth.

"Oh fuck," I whispered.  I wondered what he would say if he found out where
my dick had been just a short time ago.

He let my dick come out of his mouth, then he sucked it back it.  He
repeated this motion numerous times.  I groaned in deep pleasure.

"Okay, my turn," he said, standing up.

This was the moment of truth.  Could I go through with this?  I dropped
down to my shaky knees and took his cock in my hand.  Where his hand
covered my entire dick, the head of his poked out of the end of my fist.

I stuck out my tongue and placed it against the head, just to get a taste.
It wasn't bad, so I licked more.

"Mmmmm...." he moaned.  "That feels soooooo good."

I went for broke and took his dick into my mouth.  This was certainly a day
for firsts.

"Oh shit, oh shit, oh shit," he murmured.

I found this to be extremely pleasing and rather exciting.  Fucking a woman
was incredible.  This was just nice.  Rather than passion and animal frenzy
that fucking was, this was like floating down a river, peaceful and
relaxing.

"Let's go on my bed," he panted.  We relocated there, both of us with our
heads pointing a different direction.  This gave both of us access to each
other's cocks.  We simultaneously went down on each other.  It was so nice
to be doing this together.  I never wanted it to end.

However, that animal frenzy soon took over, and we both were pounding in
and out of each other's mouths.  I almost choked a couple of times, but
soon figured out how to avoid doing that.  I felt my balls well up, that
burning fire that meant that the end was soon near.

I gasped and my dick spasmed with another dry orgasm.  My balls pulled up
inside my body cavity, as if they were ejecting something instead of just
pretending.  I had to let Jared's cock slip out of my mouth as I gasped for
air like a fish out of its bowl.

Suddenly, Jared shot his cum all over my face.  A little got on my mouth
and I licked it.  The taste wasn't that bad, though I didn't really care
for it.  It left a weird after taste even though I had only a little bit of
the stuff.

We rolled onto our backs, breathing heavily, neither of us able to speak.

There was a knock at the door.  Jeannie's voice said, "When you two are
ready, I have food for you."

Jared and I looked at each other and laughed.  He said, "Didn't we just
eat?"  We got dressed when we were able to see straight again and went
downstairs for dinner.

The three of us sat at the table, unusually quiet.  Jared was on my left,
Jeannie on my right.  They both gave me surreptitious glances, then looked
at each other to see if they suspected anything.

My grin felt like it was going to break my face.  I felt wonderful.  I was
flanked by the two people who had given me the most incredible day of my
life.  How could I ever repay them?

"I love you guys," I said, not expecting to.  It just came out.

Jared and his mom smiled back at me.  I knew they loved me, too.

THE END


Copyright Phoenixboy 2003

Please send any comments to phoenixboy000@yahoo.com