Chapter 3

"I'm going to get up and take the rest of my clothes off," Paula said. "Would you like to see me all naked?"

The bewildered youth, who had just come blissfully in the grasp of her gliding hand, didn't argue. Paula imagined that he was curious to see her tits-and what she looked like between her legs.

Her forbidden exhilaration increased. So, too, did her sense of guilt. But the first was so much more powerful than the other that her conscience was locked in a losing battle.

She dared to look directly at the adorable young boy as she popped the hooks on her brassiere. She took the flimsy garment away and watched his eyes widen. Her rosy nipples rose higher and stiffer now that they were exposed to the air. Her breasts were thrillingly full and forward-thrusting.

Ernie stared at her luscious tits in speechless wonder.

Feeling warm and wicked, Paula hooked her thumbs around the top elastic of her panties and peeled the white nylon undies down. When the dark hair on her mons gushed into view, Ernie's expression became more startled.

Paula stepped from her panties and lay them aside. She turned, feeling wanton and loving it.

"Do you like me?" she asked, knowing that the boy was looking at her breasts ... her ass ... and her wide, tapering thighs.

"Gosh!" was all Ernie said.

Paula laughed warmly. She knelt on the bed, her breasts swooping in creamy fullness, her rosy nipples extended. She bent and kissed Ernie tenderly on his lips.

She lay on the bed and cuddled up to him. "I'll bet you've never seen a naked lady before, hmmm?"

"Golly ... no!" Ernie gulped. New heat flooded into his cock, and it twitched.

"Why don't you ... kind of ... explore me?" Paula suggested.

"Wh-what do you mean?"

"Ooooh, get up on your knees and ... look at me closely. Touch me if you want to. You can even kiss me, Ernie ... anywhere."

The lad hesitantly rose to a kneeling position, and Paula looked at his sweet dick which was showing signs of getting ready to lift. Obviously fascinated by her lush body, he extended a tentative hand, then wrapped his slender, boyish fingers around one of her full, warm breasts.

An excited tremor coursed through Paula, shaking her titty in his hand.

"Wow...!" the thirteen-year-old breathed as he experimentally squeezed her breast, which felt something like a toy balloon with warm water in it. Not water, really, but thicker-more like pudding.

He stared at her nipple which stood rosy and tall. It also was thick, and it had a hairline crease at its tip. Around the base of the nipple was a pebbly disk, which was tense and red as the stem.

"Would you like to ... suck it?" Paula asked.

"Can I?"

"Yes, dear...." she purred warmly, and threaded her tapering fingers into his rust-colored hair, drawing his head down.

She stretched her head back when she felt his moist lips seize the nozzle of her tit. Delicious throbs radiated from her sucked breast as Ernie nursed at it hungrily, his wet tongue working in concert with his lips.

He DOES need a mother! she thought. Oh, dear ... yes!

Paula writhed gently, hobbling her warm titty against the boy's mouth.

"The other one..." she breathed. "Suck them both!"

Ernie moved to her other breast and drew at its stiffy rosy nipple while his hand pawed the damp tit his mouth had just left. Paula blindly felt for his dick and found it was thrillingly up-thrust. Her fingers fluttered up and down his boyish rod, as if she were playing a piccolo.

"I like your tits!" Ernie said as he raised his tousled head and looked shyly at her.

Paula felt warm all over. She smiled. "My tits love you!" she said, speaking as she never had before.

"My rod-likes your hand around it." Ernie was losing his shyness with her.

She giggled softly. "It's a beautiful rod, Ernie!" She watched herself finger it. "It's so stiff ... and yet it seems gentle. Not like a man's big, old hairy cock!"

Paula was shocking herself with her language. But she felt so free with the young lad that it seemed as if she could say anything.

"You mean, my cock isn't big?" Ernie asked, and seemed to draw away.

"Ooooh, it's just right!" Paula said, gripping his erection harder. "It's beautiful!"

She kept staring at his exposed pink knob, wondering if she had the nerve to take it into her mouth.

That might shock Ernie too much, she decided.

Her hand glided down his prick and cupped his delicate testicles. "Your balls are nice, too," she said.

"Gosh, do you think so?"

"Ooooh, yes-they're like velvet."

"You've sure got a beautiful body," the youth said, his eyes sweeping along her curved form. She still wore her garter belt and stockings.

"You can touch ... any part of me," she said, her excitement rising.

The lad placed his hand on her tummy where it was very soft and smooth, just above the rim of her garter belt. He tickled her belly button, and she giggled.

His hand glided down across her garter belt and onto the thick bunch of hair on her mons. "I didn't know ladies had this," he said, rubbing her fur.

"What did you think they had?" Paula asked, her eyes sparkling.

"I didn't really know ... but the guys said they have a hole."

"It's a pussy," Paula replied, getting a sharp little thrill.

"Under here?" Ernie asked, his fingertips pointing down between her thighs.

Paula lay her legs open, drawing her knees back but keeping them next to the bed so that they wouldn't be in Ernie's way. He looked at her unfurling cunt, which was rosy and moist in its nest of dark hair.

"Gosh!" he exclaimed.

"What's the matter?" Paula asked dreamily, stroking his head. Her body was perking heatedly, but everything was in suspense at the moment.

"It's ... kind of scary!" the lad said.

"What is?"

"Your cunt."

"I don't like that word," Paula replied. "I told you-it's a pussy."

"Your pussy, then," the boy said. Paula thrilled. "Touch it."

The lad rubbed his hand between her legs, and she almost came. He was amazed by how soft and warm and wet her cunt lips were. The tip of his middle finger twisted between them and he found the hole he had heard about.

"Ooooh!" Paula exclaimed.

"That's it, huh?" Ernie asked, sticking his finger into her hole. "Where a cock goes?"

"Yessssss." Paula flopped her head from side to side. Her eyes were shut, her dark lashes lying against her fair skin. Her hair brushed silkily against her cheeks.

Ernie stroked his finger in and out of her cunt, thrilling her intensely.

"Ooooh, STOP it!" she finally yelled. "Get on top of me! USE YOUR DICK!"

The youth scrambled onto her. He knelt between her thighs, which had stockings halfway up them, clipped to those funny straps that were attached to the belt around her tummy. He grasped his super-hard prick and pushed it down, nuzzling the end into Mrs. Merrill's soft, wet flesh. He found her hole with the tip of his cock and drove forward, gasping as he felt her slippery warmth surround him.

Paula squealed, and slammed her hips upward. Her ravenous pussy gulped at the lad's inserted rod, wrenching it. He groaned and tossed his head back, staying up on his arms. He'd never had such a feeling. It was wonderful!

"FUCK meeee!" she husked. "Move your dick up and down! DRIVE ITTTT! Ooh shit, SCREWWW MEEEE!"

Ernie went wild, doing just the right thing because it was what his hard cock wanted: To stroke up and down, as fast as possible, in Mrs. Merrill's wet, warm pussy.

"UUUUH!" she gasped. "OOOOH! YESSS! OOOH ... ERNEEEE! SCREWME ... SCREW-ME!"

She knew she sounded like a terrible wanton, and she was ashamed of herself for shocking the sweet boy with her dirty words. But she couldn't help herself. Her body was on fire. It was a raging conflagration.

Paula beat her hips up at Ernie as he diddled his young dick swiftly in her lathered, grasping channel. His eyes rolled back. The last thing he saw were Mrs. Merrill's titties leaping up and down as she writhed beneath him.

She clawed at his lean, young body, pulling him hard against her, and she wrapped him in a bear-hug with her arms and legs. She drove her hot cunt wildly around his pronging dick, and she began to come.

Her climax heightened and heightened. She took one mind-blowing release after another, which shook her and made her squeal with delight. She had never come like that with her husband.

If it weren't that Ernie had ejaculated just a short time before, he wouldn't have been able to last as long as he did while he desperately struggled for the climax he needed.

He gasped, then came, his dick twitching and spitting in Paula's heaving twat. She moaned loudly, her nails ripping his back.

"Oooooooh ... baby-beeee," she purred, when she finally released him. The sigh came from the tips of her toes. "You were ... just great!"

"Was I really?" Ernie blinked down at her.

"Yesssss!" She laughed wanly. "Your dick feels so small and little now."

Ernie pulled back, drawing his penis from her wet cunt lips. He flopped onto his back and stared at the ceiling.

"Was it all right, what we did?" he asked, turning his head to look at her.

Paula was staring straight up, he; hair mussed. Her brain was still blissfully spinning.

"Well...." she began, and was unable to think.

"You said I wasn't supposed to tell anyone."

"That's right!" she said quickly, and looked at him, "Ernie, that's very important! No one must know-not your father, not the boys at school-nobody!"

"Then what we did wasn't right, I guess."

"Yes, it was!" Paula clutched the lad. "Can we ... do it again?" he asked at her ear. "Oooh, yessss! Every afternoon, if you want to!"

"Gosh!"

"I have to go." Paula pushed away from the boy and stood up. He watched her titties bounce.

"Mrs. Merrill, I think you're super!" he said.

She smiled warmly. "Now you rest. My goodness, doing all that after you had that accident at school must have made you weak."

"I do feel kind of bushed," he admitted.

Paula drew the covers up over him, her tits hanging and quivering. He reached and grasped one.

"Ooooh!" she said, shutting her eyes and remaining bent forward, letting him squeeze her full titty.

He tugged at her nipple, giving her a sharp thrill, and he let the rubbery stem snap back. She could have screwed him again-but she didn't dare. His father would be coming home.

Paula quickly pulled her panties on, snuggling them against her clammy cunt. She wrapped her bra about her middle, fastened it at the front, then turned it the right way and brought the cups up around her breasts, tucking the softly firm masses in. She wiggled the shoulder ribbons up her arms and settled her tits more comfortably in their nylon cradles, all while Ernie watched.

She smiled at him again. "like playing fuck-fuck with me?"

"Oooh, wo www ... yeah!" Paula bent and kissed the tip of his tumed-up nose.

"Maybe tomorrow," she said, "but you mustn't let a word slip to anybody."

"Okay, Mrs. Merrill."

"You can call me Paula when we're like this."

She stepped into her half-slip and snapped the elastic at her waist. She got into her dress and buttoned it. Her hair was a fright, and she got a comb from her purse and tidied up before Ernie's mirror.

She waggled her fingers in a happy good-bye as she walked to the door.

"M-Mrs. Merrill? I mean ... Paula."

"Yes, Ernie?"

"Want me to come to your office tomorrow?"

"No! That's too risky. You come right home, and I'll get here as soon as I can. Your father never comes home early, does he?"

"Nope."

"Then I'll see you tomorrow."

Paula left the youngster's house, feeling better than she had in hears-perhaps ever. There was some guilt, but she fought that down. She was entitled to some happiness, she assured herself.

But where was it leading? She couldn't have a meaningful relationship with a little boy!

Why couldn't she? another part of her mind answered back. Anyway, she didn't want to think about it. Not now, when she felt so warm and good.

What she and Ernie had done was wrong legally, Paula realized. Perhaps more than legally. But she hadn't hurt him-and she certainly hadn't hurt herself.

She could have sung as she drove home.

Approaching Mrs. Cunningham's boarding house, she prepared to pull over to the curb when her eyes widened. Parked in front of the house was a red sports car, with a man seated behind the wheel. Though Paula could see only the back of his head, she recognized him: Steve.

My God, what docs HE want? she wondered.

Then she knew. It concerned what had happened that afternoon in the boys' gym. Steve had come to devil her, to back her into a corner if he could.

She stepped on the gas, and her car sped past his. She felt she couldn't face him.

Looking in her rear view mirror, she saw his car spurt away from the curb and follow hers. She panicked, speeding up. Her heart hammered.

God ... oh, God! she thought.

She was fast leaving the small town behind, with Steve still on her tail. She suddenly realized how foolish she was. She couldn't keep running.

She slowed her car and let Steve catch up. Frowning into her rear-view mirror, she saw him grinning at her. What annoyed her most about him was his blasted cockiness. like all men, he thought the thing that dangled between his legs made him a master over women, and he could make them do anything he wanted.

Hah!

Paula pulled over to the edge of the country road and stopped. Her heart continued to beat fast as she waited for Steve to get out of his car and walk up to hers.

"Where the shit were you going?" he asked, grinning down at her. "More to the point ... where have you been? You took that kid home, huh?"

"Now listen, you!" Paula raged, her cheeks florid. "You just leave me alone! Where I go or what I do is none of your nasty business!"

"Maybe not," he said calmly. "But I'd say it's the school's business when you walk into the boys' dressing room so you can get a look at them with their cocks hanging out."

"I didn't!" Paula blushed more. "I mean, I didn't want to sec their ... their ... them."

"The devil you didn't!" Steve said. "You know, baby, I think I've got you figured out at last."

"Just what does that mean?"

"You're queer for little boys."

"You filthy pig!"

The smile left Steve's face. "You'd better be careful how you talk to me-and how you act, too-because I've got you right by your pretty tits!"

"I don't know what you're talking about," Paula said, hiding her embarrassment.

"Bullshit!" Steve said. "You know that if I walked into the front office at school and told i them what happened at the gym-plus what probably happened later, when you took that Cook kid home-I could get your ass kicked out of the school so fast you wouldn't know what hit you. Not only that, you wouldn't be able to get a job at another school ... .anywhere!"

Paula's lips trembled. Steve was right-he could ruin her.

"I've told the kids in my class not to talk," he said, "and they know I'll bust their heads if they do. That means I'm the only one you've got to worry about." He grinned tightly. "So you'd better be nice to me, baby-like you were to that Cook kid just now."

"I don't know why you keep talking about him!" Paula said, feeling that the accusation concerning Ernie was one which Steve couldn't back up.

"Because I know you screwed him."

"I didn't!" Paula hotly maintained. "Oh, no? We'll see!" Steve's blue eyes glinted, like sunlight off an iceberg. "Get out of the car!"