Her first time with a woman...Me!!

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Anyway, I met Jen through a class I was taking. I noticed
her right away because she reminded me of my first crush
way back when. Long thick hair and beautiful translucent
blue eyes...a mouth and lips that made me catch my breath
the first time she spoke to me. I guessed she was about 45.
She was thoughtful and somewhat shy in class, but very intelligent...a
deadly combination for me. I tried to keep from staring
at her and tried even harder to stop being attracted to her,
but you know how effective that is! After a couple weeks
of class, she began looking back at me...smiling politely
at first as if to say hi and then looking a little
confused. I felt like an ass and forced myself to stop looking
her way. But then I distinctly felt her looking my way several
times...I finally glanced back at her and she smiled a different
kind of smile and turned slightly red.

At the end of the class I pretended to be looking over a paper
so that we wouldn't walk out the door at the same time.
I was both shy and apprehensive about confronting her about
our little eye contact game. After she left, I waited a moment
and then headed down the hall and out into the beautiful
late fall evening. I was just about to my car when I heard
a voice say, Hey... I turned around and there
was Jen walking over to me. I didn't know whether to
freeze or melt. Oh ..hi, ' I said. Aren't
you in the class we just left... I bumbled in an attempt
to sound casual. Jen grinned and said slightly ironically,
Um yeah. I think maybe we've seen each other
before in that class. I had to laugh at that. There
was a semi-awkward pause and then Jen said, Look..
I really wanted to ask you if you'd be interested in
going over some of these notes for the mid-term. I've
been out of school for a long time and could use a study partner.
I felt that odd mix of great relief and huge disappointment.
A study partner?? Is that why she had smiled at me? Jesus.
I have got to get a grip on my imagination. But I said, Sure.
Sounds like a good idea. When were you thinking of starting
studying? Jen looked at her watch and thought for
a second. It was only 7:00. How about tonight? I live
just a block away. We can order a pizza if you're hungry.

So that's how I ended up over at Jen's house. As
we walked together to her neighborhood, we made small talk
and when I made a joke about our professor, she threw her
head back and laughed and grabbed my arm. I felt the rush
of heat that starts in your stomach and flashes to your clit.
I tried in vain to clear my head. I reminded myself that Jen
wanted to review notes, not go out on a date.

Upon entering her house I noticed two things right away;
the sensual low lighting and a picture of an attractive
man in a military uniform on the mantle. I picked up the picture
as she went to the kitchen. This your husband?
I asked when she walked back in. She smiled gently and said,
Yes. He's away on duty for 6 months. I
was at a loss for words, but said something really dorky
like, Well it must get lonely around here.
Jen looked at me for a long moment and said, Yes. Yes
it does...I... Then she seemed confused. I'm
sorry.. I mumbled. Jen sighed and said, You
know what...Why don't we have a glass of wine or two
and screw the studying for tonight. I guess I mostly just
wanted some company. What do you think?

An hour later we were laughing our asses off about a million
different things. The conversation was as much a turn-on
as anything and I couldn't wait to make her laugh again
and again. Finally there was a lull in the chatter and Jen
reached over and put her hand on mine and said how glad she
was that I came over. I smiled, felt the rush of heat, and
said, Me too. I expected her hand to leave
mine at that point, but it didn't. I smiled at her awkwardly.
She smiled back and gently wrapped her fingers around my
hand and squeezed. It was the moment where everything stops.
I couldn't breathe. I stared at our hands and slowly
laced my fingers with hers. Neither of us said a word. I looked
up to her face at the same time she looked up to mine. She looked
into my eyes and just said, I'm..I'm sorry..I...
I moved closer to her and touched her face and whispered,
Don't be.

Jen ran her fingers up my arms as I touched her face and lips.
I was burning hot. Jen closed her eyes and gently flicked
her tongue against my fingertips as they moved across her
lips. The feel of her tongue made me gasp. Slowly, we came
together and I felt her mouth on mine, softly our lips melting
together, sliding and kissing. I heard Jen moan and felt
her breathing quickly as my tongue began to tease hers.
Her hands were in my hair, down my back, touching my face...The
kiss went on and on until both of us were moaning and panting.
Jen stopped for a moment and held me and said, I've
never done this. I know that sounds crazy...I don't
know what to do, though. I...I want to take you to my bed.
I thought I would come right there hearing her say, I
want to take you to my bed. But I just held her and whispered,
Please. take me.

Her bedroom was so dimly lit that I didn't realize she
was taking off her clothes until my eyes adjusted. I was
a little surprised, but thrilled beyond description.
She removed everything quickly and slid under the thin
covers waiting for me. I undressed as quickly, noting that
my panties were so soaked that they clung to me as I pulled
them down. As I moved onto the bed, Jen reached for me and
pulled me to her. As our breasts met I kissed Jen's neck
and she gasped, Oh God! and threw her head back...She leaned
back into the pillows and we kissed slowly at first. I moved
my leg between hers and she instantly slid her soaked pussy
against my thigh as our kissing grew wilder. I slid against
her thigh at the same time and our bodies began to gyrate
together. I ran my hands down her sides and back up to her
face, holding her while I kissed her mouth, neck, ears and
shoulders. Jen was moaning and bucking beneath me...every
buck of her body pushing against my clit...every buck of
mine doing the same to her. She reached behind me and grabbed
my ass, pulling me harder against her...Ohh ...Just
feeling you...Oh God..You're going to make me..Oh..
Jen was gasping and I knew she was about to come because I
was too. But I wanted her first orgasm with another woman
to be even more explosive. I wanted her to wait just a bit
longer.

Slowly I stopped our motion and slid my legs from hers. Jen
groaned..Oh, please...I'm so close..
I whispered I know..
I began kissing my way down her neck while my hands began
to feel her stomach, her hips, the soft and wet skin between
her legs just inches from her pussy. As my mouth closed on
her nipple, Jen moaned and arched her back...I swirled
and sucked and licked, occasionally returning to her mouth.
At the same time, I was barely brushing feathery caresses
to her swollen pussy with my fingers. She lifted her hips
to try and meet my fingers, panting and now begging, going
crazy with my mouth on her breasts. I knew she was right on
the great edge of orgasm as I began to trace my tongue down
her stomach, to her hip bones, to the top of her thighs. Slowly,
I moved between her legs and began licking all around her
pussy in circles, never quite kissing her clit. Jen was
grabbing my head and moving her hips up and down...She was
groaning my name, pleading and panting.

When i finally put my mouth and tongue in a hot, wet blanket
over Jen's clit and held it there motionless for several
moments, I thought I had waited too long. Her body went very
still. But then as My tongue began to quiver and vibrate
against her clit, I realized that she was simply trying
to keep from coming too soon because she wanted to feel me
make love to her as long as she could. I began gently licking
and circling her clit, faster and faster...Jen's
body moved with my tongue...by the time my whole mouth was
clamped to her, sucking and swirling wildy, Jen was literally
thrashing and screaming..right when she shrieked, I'm
going to come!!! I slipped two fingers deep inside
of her and began to pump in and out, stimulating her g-spot
with every thrust. My tongue was insane on her clit at the
same time...
Jen came like I'd never seen anyone come before..She
screamed and cried and nearly broke the bed. I kept licking
and pumping until she came again. I stayed between her legs
until she gently pulled me up to her and kissed me with the
most erotic kiss imaginable and whispered, If you
like this kiss on your mouth, think of how it's going
to feel on your pussy... With that she turned me over
and continued kissing me until I was breathless and moaning.
Then I felt her mouth move down my neck...