Fooling Around 101 - Version Alpha

by Lubrican

Chapters : 1 | 2 | 3 | 4 | 5 | 6 | 7

Chapter Three

Once I had agreed to give her "lessons", then we had to figure out when to do that. It wasn't like we needed a regular night to fool around. I figured I could pretty well show her the whole ball of wax in one twenty minute session. It was just a matter of getting those twenty minutes in circumstances where her squealing, which I was dedicated on producing, wouldn't get me thrown in jail.

The opportunity came without warning. Jill was baking cookies one night, and ran out of brown sugar. She asked me to go get some. The store was on the opposite side of town, which meant it was going to be a thirty minute trip, if not more. But I had an unopened package of brown sugar in my pantry, which was only five minutes away. That violated my rule about getting Cindy alone at my house, but in a flash of brilliance, it occurred to me that what she wanted to learn how to do was usually done in a car anyway, right?

"Hey," I said to Cindy. "You want to go with me? I hear they have a special on beauty products, and you could sure use some."

"Bob!" barked Jill. "That was a horrible thing to say!"

"He's a horrible old man," said Cindy, who wasn't stupid at all. She knew I was up to something. "So I'll punish him by talking girl talk with him aaaaall the way there and aaaaall the way back home!" She grinned maniacally.

Dennis groaned. "A fate worse than death," he intoned.

"See how you affect the children?" Jill complained.

When we got in the car, Cindy listened while I laid out my plan.

"Are you hard?" she asked, reaching over to feel around in my lap.

"Not yet, you hussy!" I laughed.

Things started going off plan as soon as we got to my house. It was January, and the car hadn't warmed up from the short trip. Plus we both froze our tails off as we ran from the car to my house. While I got the brown sugar, Cindy decided the car would be too cold, and took off her coat. And her shirt. And her bra.

It turned out she wanted to know what it was like to have her breasts played with.

And she didn't want the crash course, either.


She didn't squeal. She moaned a lot, and sighed like crazy, but there were no squeals.

Once I caved about doing it at the house, and realized we only had fifteen minutes left, I went to work on her breasts. I say "went to work" because that's how I was trying to think about it. As I touched her, I told her what I was doing, talking about nerve endings and areolas and nipples.

Then she said, "Please just shut up and touch me, Uncle Bob. We don't have much time, and I can't concentrate on the feelings if you babble."

So I got her nipples nice and stiff, and pinched them different ways, and flicked them, which took all of five minutes. And I had to taste them. Right? I mean that's part of the experience. Right?

She liked that. She liked that a lot, and her hands did what most women's hands do in that situation, and that's cradle the head to her breast, just like it's an infant. And I happily sucked those nipples until she was twisting and groaning and even though I'd been told to shut up, I informed her that what she was feeling right now required an orgasm to make it go away, which was the problem with letting boys do what I was doing.

"Then give me an orgasm," she panted.

She was wearing jeans. I didn't dare undo them. My feet had already turned into hooves inside my socks and shoes, and there was no doubt fur growing on my arms and legs. I was halfway through the transformation to satyr already.

But, as it turned out, she didn't even need skin to skin contact. Just the unfamiliar touch of a male hand outside her jeans was enough to tip her over the cliff. Of course I knew where and how to rub her, which I'm sure helped. But she didn't squeal. She groaned in what sounded like agony, but then, as soon as her legs let my hand loose, she had her lips on mine, giving me tongue like we were lovers.

"Thank you so much," she panted. "I can't wait to do that again!"

"You're not supposed to be planning on doing things again," I complained. "This is just so you know what things feel like ... remember?"

"All I remember is feeling wonderful," she said, her eyes bright. "Next time I'll concentrate on what's happening. I promise."

Ahhh, callow youth.

"We'd better get going. Don't forget the sugar," she said, hopping up, all perky and beautiful. I suddenly wanted to see her all naked, instead of just topless. And that reminded me of why I had put my house off limits.

It wasn't until we were parking back at her house that I realized my fantasy of knocking out Fooling Around 101 in twenty minutes was a bust.

It was going to take a lot longer than twenty minutes.

Whether I wanted it to or not.

As if to punctuate that thought, Cindy leaned over and put her hand on my erection, which was still there, and still needed attention.

"Maybe next time we'll have time for you to teach me how to help you out down there."


There was a subtle change to our normal relationship after that. That was, primarily, that whenever Cindy and I were alone, even if it was only for twenty seconds, she kissed me. And they were the good kisses, not the uncle kind. Each time she did this, she whispered, "Thanks" when it was over, and grinned and went on about her business.

Once I smacked her on the ass after she did that. It was a nice, full contact, perfect slap, and it had to sting, because I didn't hold much back. She was making life tough for me, and I wanted to warn her, you know? And I thought it had worked, because she stopped like she'd been turned into a statue or something, just frozen, with her back to me.

But the look she gave me when she turned around was one that suggested hungry lioness, and I was the rabbit. Or ibis, or whatever lionesses eat. She clearly wasn't unhappy about it. I was reminded of Jeanette, a woman I went out with for a while, who liked to be spanked as a prelude to what she called making up. If I got her butt nice and pink and mottled, she was so wet we needed a towel.

So I resolved never to do that again. After all, that wasn't part of Fooling Around 101. That was part of an upper division class.

Twice, during these little impromptu ambushes - that's what they were, ambushes! - she let her hand drift to the front of my pants and just let me know it was there. Both times, when she stopped kissing me she said "I love you a lot, Uncle Bob."

The next time we had a class was because the boys were in wrestling, and had a meet. I was there for supper and Jill invited me to go to the meet.'

"You want to come with us?" she asked. "The whole family is going."

"I'm not," said Cindy, immediately. "I have no desire to see a bunch of boys, dressed in eighteenth century swim suits, groping each other on what amounts to a bed."

"Wrestling is not gay!" barked Dennis, who was suddenly red in the face.

Cindy laughed. "I know. But it was sure fun to see you get all worked up about it."

"So you're going," said Jill.

"No. Rod French will be there," said Cindy. She darted a look at me, and I remembered that Rod was the stinky finger guy. Apparently she hadn't kicked him in the balls yet.

"Of course he will," said Mark. "He's the star of the team."

"He thinks I'm interested in him," said Cindy. "And I'm not, so I don't want to encourage him."

"He did say he thought you were hot," said Dennis. "Of course I told him he needed to see a doctor and get glasses." He smirked, and his twin brother said "Good one, dude."

"Uncle Bob can stay here to keep an eye on me," she said, carefully, looking at a forkful of green beans.

"Do you need someone to keep an eye on you?" asked her mother, one eyebrow arched.

"You never know. I might invite a boy over while you were gone, or throw a wild party or something."

"She might," said Mark, grinning. "She's gone out with so many guys, and shut them all down, she'd have to throw a beer bash just to get a guy to talk to her any more."

"Well you're not invited!" snapped his sister.

Jill commenced to complain about the way her children treated each other, but the end result was that Cindy decided to stay home, and Jill asked me to stay with her.

So the rest of them got ready and left. Cindy disappeared up to her room, and I settled in on the couch, with the clicker.

This time, when Cindy appeared, all she had on was the Yum panties.


"What are you going to do if one of them forgot something and they come back to get it?" I asked, after I worked up enough saliva to actually speak.

"Run like crazy," she said, not smiling. "Is it normal for me to feel so horny when I think about fooling around?"

"Yes," I said.

"Good, 'cause I feel really horny."

"That's part of the biology I was talking about. Your body is trying to get you laid."

"I don't want to get laid. I just want to fool around."

"I didn't say you wanted to get laid. I said your body wants to get laid. There's a big difference. Do you think that thousands of teenage girls actually want to get pregnant before they get out of high school?

"No," she said, looking a little uncomfortable.

"And yet, somehow, they do," I said. "That's biology, dear one. Your body wants to get laid, and mine wants to lay you."

"Really?" She suddenly exuded sexual interest, as if she'd already forgotten my recent warning. "Do you really want ... that ... or are you just trying to make me feel good?"

I sighed. "Sweetheart, I know tons of women I'm not interested in having sex with. If any of them came to me and asked me to fool around with them, just for fun, I would politely decline. Mr. John Thomas doesn't stand to attention for just any old woman."

"Mr. John Thomas? I thought we were talking about you." She did look confused.

"It's just a name for my ... um ... manhood."

She laughed. "You call him Mr. John Thomas?"

"It's a traditional name," I said, with as much dignity as I could muster.

"I think it's time I got to meet Mr. John Thomas," she said.

It is difficult for me to describe what it was like, sitting there on the couch, having this conversation with a beautiful young woman dressed only in panties that invited me to lick her pussy. You could look at a picture of a girl dressed like that, but it wouldn't communicate what I was feeling. I had cared about this girl her entire life. She owned parts of me, in a sense, as did the others in her family. I loved her. And that was the problem. I loved her the wrong way. And though I was sure she was only experimenting, the way she loved me was off too. It would kill me if I ended up hurting her somehow, and lost her in my existence. And yet, sitting there looking at her, I wanted her more than I'd wanted any woman in my life.

I'm pretty sure it was biology that made me stand up and drop my pants. But I'm also sure I know how a woman feels when she spends a whole lot of time getting all gussied up, and then watches a man see her efforts for the first time. She has a lot invested in whether he likes what he sees or not.

Yes, of course I know I didn't have anything but my age invested in Mr. John Thomas. But I was still worried that she might laugh, or run screaming from the room, or whatever.

What she did was look at him, standing there, leaning drunkenly and bobbing in time with my heartbeat, and say just one word.

"Hmmm. Interesting."


She had spent a good three or four minutes just looking at my penis, moving around and examining it from different angles. Then she touched it with one fingertip, moving it sideways and then removing her finger. She giggled when it wobbled back to where it had been.

"It looks broken or something," she said.

"It's not broken," I muttered.

"And that thing there," she pointed to the collar around the head, "that's the foreskin ... right?"

"Yes." I skinned it back for her, exposing the head underneath.

"Wow." She looked at it doubtfully. "It looks too big to ... you know."

"Well, since we're not going to ... you know ... then that doesn't really matter, does it."

She finally reached to squeeze it gently, and then let go. She looked at her hand for some reason. I immediately thought of my Aunt Dorothy, who had caught me beating off one time when I was thirteen. She'd told me that made hair grow on my palms, and I'd believed her. I hadn't touched myself for almost a month, and then I snuck one of my mother's rubber gloves to use because I was going crazy.

"Can you ... um ... suck my nipples ... while I play with it?"

"It's not a toy, Cindy."

"I know that. Would you feel better if I asked you to suck my nipples while I manipulate your manhood?"

"It's sensitive," I said, ignoring the fact that she had a good point. It did sound pretty stupid to talk about manipulating it, as opposed to playing with it. "You need to learn how to touch it properly, so you won't hurt it."

"I thought when you masturbated you jerked on it. Isn't that why they call it jerking off?" She was completely serious.

"It looks violent," I said, but it really isn't. Your hand only moves two or three inches. Any farther than that and it hurts. But you move those two or three inches fast and it looks violent." I demonstrated, and she watched, fascinated.

"And that doesn't hurt?"

"Not at all. Just make sure you don't go too far when you try it yourself."

Now I know this doesn't sound all that romantic, and it wasn't. It wasn't supposed to be romantic.

And in the beginning, it wasn't. Nothing was coordinated. She pushed her chest towards my face, and gripped my penis. Her hand started sliding, but I couldn't keep sucking because she was doing it wrong and I needed to tell her how to do it right. So it was kind of stop and go, and uncoordinated. Plus, from her perspective, she expected the thing she was playing with to spit - whatever that meant - and when it didn't, she was confused, and couldn't enjoy what she had asked me to do.

So finally she stopped and sat back on her haunches. I had lain down on the couch, and she was on her knees beside it.

"I don't get it," she said. "This isn't really all that much fun."

"Good sex takes some practice, and it helps if you have a close, personal relationship with your partner."

"I do have a close, personal relationship with you," she complained.

"I meant that you need to be in love with the person you're intimate with, to have the best sex. That's why all us stuffy old adults keep telling you kids not to fool around until you get married."

"I do love you," she said, pouting. "It's just hard to concentrate on doing things right, and still enjoy the rest of it."

"When you find the right guy, it will all click," I said. That was bull, and I knew it, but it sounded good.

"So why couldn't I masturbate you right?"

"Oh, don't feel bad about that, sweetheart," I said. "A man's penis is a difficult thing to understand. Half ... maybe more than half of an orgasm is in the mind. What happens physically is important, but you need to be really turned on to get there easily."

"And I don't turn you on." She made it sound like I was the last man on earth, and didn't want her.

"Don't be silly. It's hard, isn't it? That's because you turn him on something fierce. But he needs to be stroked just so, to cough and puke." I said it without thinking about how insensitive it might sound to tender ears.

"Ewwww," she said, alerting me to how insensitive I'd been.

"Look," I said. "Remember last time, when you got your nipples sucked for the first time?"

She nodded. "I loved that. That's why I wanted you to do it again."

"Well remember that I rubbed you. And you were so excited ... in your mind ... that it didn't take very much rubbing at all for you to have an orgasm. Remember?"

She nodded, and I saw pink suffuse her upper chest. She didn't look embarrassed, though. Her nipples, which had gone soft when she was unhappy, perked back up, and I knew she was remembering that orgasm.

"I only touched you a little bit. But you have to touch yourself much longer than that to get off by yourself ... right?"

Her eyes opened wide. "How did you know that? Sometimes it takes me half an hour!"

"You were ready, mentally, to have that orgasm. You wanted it. You were already close. And all I did was touch you just enough and at just the right time for it to be what you needed."

"And you weren't ready to have an orgasm just now?" she guessed.

"Something like that. You said yourself you weren't having much fun. I suspect that's because we were both trying to do too many things at once. But the point is that, if it's not fun for you, it's not fun for me."

She thought about that for a while.

"So ... maybe if I didn't do anything while you gave me an orgasm ... then I could give you one while you weren't busy thinking about doing stuff to me?"

"Exactly," I said, pleased that I had communicated well.

"Okay!" she said, getting up on her knees. "Let's do that!"

"Um ... wait," I said, trying to figure where I had gone off track. "We're not supposed to be giving each other orgasms. This is just so you know what things feel like ... remember?"

"But it felt so goooood," she moaned. "And I love having you do it. Please? All I want is one little orgasm. And I really do need to be able to jack a guy off successfully. I mean everybody says that's the best way to control a boy."

This, my friends, is what they mean when they talk about venturing onto that slippery slope.

Except it wasn't her slope that was slippery, when we traded places so I could kneel over her to suck her perfect little nipples, while she lay on the couch and spread her long, smooth legs, opening them wide for my hand.


I only meant to rub her on the outside of her panties. Honest! I think it was the sounds she was making, deep in her throat. They were appreciative sounds ... primal sounds. She really did love having those nipples nursed, and they got long and firm and were a blast to suck and chew on too.

So I probably went on auto pilot, which is probably why I slid my hand into the panties ... and found the slippery ... cleft.

And I'm pretty sure it's because that cleft was so slippery, not to mention bare as the last time I had seen it, when she was a toddler, that caused me to just naturally slide a finger over her clit, which was now fully developed, and into the heat of her sexual tunnel. The fact that she arched her hips suddenly and violently with a "Huh!" is probably why my finger bottomed out in her pussy.

And I'm nigh on to positive that it was because she gasped, "Oh fuck that feels good!" that I fingerfucked her like we'd done it a hundred times before.

I got my squeal, by the way. That orgasm was a loud one.

I stopped, whereupon she begged "Don't stop! Please, don't stop!" which of course led me to continue making her feel good. I did slow down in her panties, and just massage things a bit. I was having something akin to buyer's remorse, I think, because I knew I shouldn't have done what I just did. She'd asked to have her nipples sucked because she liked that. It was pretty clear what she'd ask for next time, and I was beginning to feel like I'd gotten in a lot deeper than I intended. Literally, as well as figuratively, if you get my drift.

But then I felt better as her hand came to press the one I had in her panties, and she said "Okay, stop now." She was panting like she'd run a mile in five flat, but she sat up as if she had all the energy in the world and bounced up off the couch. Then she pointed and pushed me until I was on the couch on my back again.

"Take your shirt off!" she ordered. My T shirt had been on the whole time. That should give you some indication of how off normal I was. That shirt was all I had on at that moment. And then it was off, and her hands were running all over my chest and belly, until they got to my penis, which was as hard as it had ever been.

"I want to do this right for you," she husked, and gripped it firmly with her right hand. She started stroking, and I was amazed that she had the right grip with the right pressure, like I had told her was needed. She wasn't at the right speed, but I could work on that. And it felt fantastic, so I just closed my eyes and sighed.

"Am I doing it right?" she asked.

"Oh, yeah," I sighed.

She went on for half a minute. Then she said "Would it help if I did this too?"

Something hot and wet covered the tip of my cock, and I jerked my head up to see her hair, covering my groin.

I believe I said something along the lines of, "Ohhhhh shiiiit."

And then, as if a switch had been thrown, I felt the rush of soothing semen coursing through my shaft and I yelped, but there was no way I could warn her in time. She only got two shots before her head came up, her mouth open and her eyes crazy. Her hands were fluttering in the air beside her head, like she was some demented bird.

She sort of coughed and spit, all at the same time, and I felt spatter on my stomach and chest.

"I'm sorry!" I blurted, not knowing what else to do. About then another shot was launched from the tip of my cock and it made a line down my chest. But that was the last one. It was only dribbles after that.

By now she was wiping her mouth with the back of one hand, while pushing her hair back off her face with the other. Her lips were smacking, though, instead of spitting. And she hadn't puked, which two of my old girlfriends had done. But they'd been expecting it, so maybe that doesn't count.

Anyway, she sat back on her haunches again, her mouth partway open, and strings of my cum making part of a spider web between her teeth. Her hands weren't waving any more. They were just there, beside her head. Until finally she closed her mouth. I saw her tongue move, and heard her swallow.

Her hands dropped.

She swallowed again, and then licked her lips.

"Actually ... it's not so horrible," she said, looking completely surprised. "Betty Simms says she likes the taste, and I always thought she was lying. But it's not so bad, really."

She grinned, suddenly.

"That was awesome!" she squealed.

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