When I was a teenager I read a lot about sex. I was
very curious about boys and wanted to know everything
about them; the way they thought, about their bodies
and what got them turned on.

One thing I have learned growing up is that books don’t
really tell you all that much about “how” to do things.
Life experience is what really counts, and that’s what
brings me to my story…

The person who taught me the most about sex was a very
close friend who lived in my apartment building. Her
name was Donna. She and her husband Andy were real,
true-life swingers before I met them.

It wasn’t long after they moved into my building before
Donna sought me out as a kindred soul. Being highly
sexed myself, I was aroused by the stories Donna told
about their experiences in the big city.

My first erotic adventure started out with just Donna
and myself, but turned into something that changed the
way I regarded sex all together. Until then I’d only
had sex with three people, and they’d all been male.

My first time was with a boy in high school. I was a
junior and he was a senior, and at the time I thought
he was a god. It’s funny how innocent one can be.

The second time I had sex was with a freshman, when I
was a senior. He was beautiful and he easily seduced
me. We were screwing within a week of meeting in South
American Policy Club. He was from Chile and a real
Latin lover type, but unfortunately he also brought
that macho South American thing with him. We broke up
when I began finding it hard to breathe with him always
looking over my shoulder.

The last lover I had was Alan, my current boyfriend.
He’s seven years older than me and a hunk of a guy,
very much an outdoorsman, with muscles that are so
smooth and hard I can’t keep my hands off them. I just
love to feel up his body and it’s great fun wrestling
around in bed with him.

That brings me back to the reason for writing this
story. Even though Alan and I had great sex all the
time – and I define great sex as “rip-roaring forget
everything except each other’s bodies” – I had a
problem; I wasn’t very good at giving head. I didn’t
even realize it till I met Donna and Andy; I guess I
thought men couldn’t “get off” on oral sex because none
of mine ever had.

***

Well, about two months after Donna and Andy moved into
my apartment building I had my first real experience
with “out of the ordinary” sex, when Donna seduced me.
This may sound perverted and shocking to most people,
but looking back I have no regrets. Donna was a
beautiful woman – I’d say in her mid-30s, I was 20
years old then – and she was obviously much more
knowledgeable than me about everything pertaining to
sex.

We were in my apartment, browsing the swinger sites on
the Internet; we’d got used to doing this because Donna
liked to check out her old haunts and I liked to watch,
when one thing led to another, and she had her hands on
my thighs. Then the next thing I knew we were on my bed
with her face between my legs.

To say I was surprised by this turn of events is
putting it mildly. Though Donna sometimes had aroused
me with her stories, I’d always directed my fantasies
toward the men she’d had sex with. When she talked
about her female partners I was always a little
embarrassed. But my boyfriend had been away for almost
a week by then and for some reason I hadn’t masturbated
during all that time, so when Donna started feeling me
up I just went with it.

That’s not to say I wasn’t of two minds about it, but
at the same time I was so aroused there was no way I
was going to stop her, I needed to see what she had in
store for me. It was wonderfully sexy to have another
woman seduce me like that. She was so urgent about her
need for me and she gave me feelings that up until then
I’d only gotten from my boyfriends.

Donna knew all the right buttons to push and exactly
how long to push them. She quickly drove me into a
sexual frenzy like nothing I’d experienced before, not
even with Alan.

I think I almost blacked out during that first time,
the sensations that Donna caused me to feel were so
intense that my whole body jerked uncontrollably as
wave after wave of pure ecstasy jolted through every
nerve ending I possessed.

Afterwards, as I lay in her arms, breathing heavily,
recovering from the best orgasm of my life, that’s when
the subject came up. She was cradling me from behind,
spooning me with her body and idly fingering one of my
nipples, while we quietly talked about what we’d just
done.

Donna was describing the techniques that she’d used on
me when the subject of blowjobs crept into the
conversation. She asked if I liked giving Alan
blowjobs, and if doing it made me horny.

Normally I’d have been embarrassed to talk to another
woman about oral sex with my boyfriend, but after what
we’d just shared I felt comfortable talking to her
about virtually anything.

I said I liked the way Alan responded to my oral
efforts; that I loved to see him writhing around under
me; that I always felt so in control; and that we
always had great sex afterwards. Then Donna asked me if
I liked the taste of his cum.

Without giving the question much thought, I replied
that he’d never actually cum in my mouth. Donna seemed
surprised and as we talked some more about it she made
it plain that a good blowjob “always” ended with the
man cumming. She went on to insist that if he didn’t
cum, then it wasn’t a good blowjob.

I was totally blown away by this. I believed Donna knew
what she was talking about and I was suddenly worried
about what Alan might really think of my oral talents.

Then and there I confided my worry to Donna. I love my
man and want to be the best I can be for him. Until
then I had thought I was, but I’d obviously been
deluding myself, at least about my oral sex capability.

I sat up abruptly, pulling myself out of Donna’s arms
and asked her intensely if she would teach me how to
give good head. I assured her I had the will to do it
right, and that I’d be eternally grateful if she’d
impart her knowledge to me on the subject.

Donna smiled at me and reached out to fondle my
breasts, bringing back the memory of our recent sex
together. I closed my eyes and enjoyed the touch of her
fingers as they moved over my breasts. Then when they
moved down my stomach I lay back on the bed to accept
whatever she had in mind for me.

As Donna’s hands roamed over me, slowly urging my body
into arousal, she began describing how best to give
oral sex to a man. I listened in an increasingly
agitated state; I shivered in lustful delight every
time she ran her hand between my legs to rub my most
sensitive spot.

Even though I was grooving on Donna’s handjob, I sat up
in shock when she proposed that I watch her give her
husband, head!

At first I was totally grossed out. Though I’ve always
thought of myself as a potential voyeur, I’d never done
anything like that, unless you count watching boys
playing volleyball on the beach in their tiny swim
suits, or sticking around after cheerleading practice
to watch the guys exercise on the field, in their t-
shirts and shorts. And doing a little fantasizing.

But this was a totally different kettle of wax. I
spluttered a bit, and then asked if she was really
serious; did she really mean she wanted me to watch her
and Andy doing it?

Donna just smiled and then said, “Yes, I’d like that.”
She went on to say that she was sure Andy would enjoy
it too.

After several minutes she had me convinced that I
needed to watch her do it if I really wanted to learn
how to give Alan good head. But I was still nervous
about it, especially when Donna said I shouldn’t tell
Alan. She said that it would be best if I first learned
how to do it and then surprise him with my new talent.

At last I agreed to do what she suggested, but was
shocked when she immediately reached over to pick up
the bedside phone to call Andy!

He was coming over, right now! I jumped up and
collected my discarded shorts and t-shirt. Donna
watched as I hurriedly dressed, all the while talking
quietly on the phone to Andy. Finally she hung up the
phone and rolled onto her back, still smiling at me.
God, she was beautiful.

I like my body just fine, I’m happy with what I see in
the mirror, but Donna… she was stunning. I’m what you
might call a self-made woman. When I was small, I was a
little overweight, but by the time I hit the summer
after sixth grade I was tired of being pudgy. I started
to run and to workout, I was determined that I was
going to shape my body into something special, and when
I started middle school that Fall I was a different
person.

I just loved that year; all the boys were falling over
themselves to be nice to me. Suddenly I wasn’t just
some pudgy kid in class; I was sought after by both
boys and girls, I was instantly popular. I started
doing all kinds of extra-curricular stuff, joining
clubs and even getting a coveted spot on the Panthers
cheerleading squad! I was actually invited; I didn’t
even have to try out!

***

At 30-something, Donna had the maturity and luscious
lines I still lacked. As she lay on my bed, naked to my
gaze, I realized she was proud to show off her body to
me. And she had a lot to be proud of; she had one of
those Loni Anderson type bodies, the kind most women
dream about, especially if we have to be seen at the
beach in a skimpy bikini.

She looked so well put together, even her pubic hair
was shaved into a neat little triangle. I was suddenly
embarrassed that she’d seen me naked, but I stopped
worrying about that when Donna asked me to sit beside
her. I didn’t hesitate for a moment.

We had a new kind of relationship now. She was sort of
my mentor and I trusted her. At that moment, with my
body still vividly glowing from the pleasure she’d
given it, I was a little in love with her. (Yes, I know
it sounds strange, but you don’t know Donna.)

I only resisted briefly when she reached out an arm and
pulled my face down to hers. As she drew me close I had
an impression of perfect tits jiggling when she flexed
her arm, of wonderfully full lips slightly parted as
she pulled me ever closer.

I still remember the feeling of complete liberation
when our lips met that first time. I love to kiss, but
until then I’d reserved my passion only for guys. I’d
kissed girls before, but only as friends or family, and
had never had any sexual thoughts while doing it.

This was different! These lips had just been at my
pussy. These lips had just given me the most incredible
orgasm of my life. I devoured them; I bit them; I
sucked on them; I probed them with my tongue, pressing
mine against hers, reveling in the heightened arousal
that was flooding through my body.

I lay there, on top of this naked beauty, taking the
aggressive role as I caressed her perfect breasts,
gently kneading them in my passion. My mind was numb,
my rational self abandoned to the moment, to the
sensations and the signals that I received from Donna
in her passive acceptance of my caresses.

Then, to my horror, I heard clapping come from behind
us. My face burning bright red, I jerked away from
Donna and looked up. I was unable to breathe for a
moment as I looked into Andy’s deep brown eyes.

Andy looks like Sam Neil’s twin brother (You know; that
actor from New Zealand). I’d always found him
attractive and though he was almost 40 I still wondered
secretly what he’d be like in bed. At that moment
however, I was totally humiliated, my arousal instantly
gone; the wetness at my groin that moments before had
been a fire flowing from me, had cooled; leaving a
feeling of guilt, not lust.

Donna moaned in disappointment when I pulled my lips
away from hers. She complained that Andy had
interrupted our fun and that all men were such
stumblebums. Then she grumpily sat up to accept her
husband’s greeting.

Andy good-naturedly accepted the verbal abuse from his
wife, admitting that he should have kept quiet. He
pointed out though, that Donna had called him over, not
the other way around.

All this time Andy was looking at me, his eyes locked
onto my lips, which only a moment before had been glued
to his wife’s. God, how embarrassing!

Suddenly embarrassment about kissing Donna was replaced
by shock when Andy pulled his polo shirt off over his
head and began to unbuckle his belt. I wanted to run
out of the room and involuntarily screeched, “Hey wait
a minute!” I stood up ready in my confusion to abandon
my own apartment.

Andy stopped. His hands were about to push his pants
down over his hips. He looked questioningly at me. Then
Donna reminded me why Andy had come over and that it
would be difficult – if not impossible – for her to
perform oral sex on him with his pants on.

I wasn’t sure now that I wanted to watch this, but Andy
seemed to think Donna had resolved everything with her
intervention and pushed his pants and underwear down in
one quick movement.

Andy’s was the fourth penis I’d ever seen… well, the
fourth one I’d seen hard anyway.

Despite myself, I was fascinated. It was different from
the three I’d seen before; they had looked pretty much
alike. Andy’s however, was a good inch longer, and the
mushroom head seemed more pointed and sleeker looking,
it looked like a predatory heat seeking missile.

My face must have turned red again when I realized that
Andy had noticed that I was staring intently at his
male equipment. He smiled at me and then held his arms
out from his sides and turned around slowly for my
benefit and I remember thinking he had an awfully nice
body. I also remember thinking guiltily that I hoped
Alan would look as good when he hit 40.

But the time for reflection was over. Donna reminded
her husband why he was there and Andy’s smile grew
wider as he sat next to his naked wife on my bed and
hugged her close. He said he was looking forward to
this more than usual; that having a “pretty lass” for
an audience made it that much better.

I blushed when he added that his wife was the best
cocksucker a man could wish for. I quickly looked at
Donna for some reaction to such a rude remark, but all
she did was lick her lips, a look of anticipation in
her beautiful eyes.

I held my breath and sat mesmerized, as Donna knelt
between her husband’s open legs. Her movements
fascinated me; she was cupping his balls in one hand
and rolling them between her fingers as she started to
lick his stiff penis, lapping at it like a bitch in
heat. (I’m sorry, but that’s what it reminded me of.)

I was super-nervous at this point. Here I was, watching
something usually done only in the privacy of one’s own
bedroom. I’m no prude, believe me, and I’ve had all the
usual fantasies, but actually to be there and to watch
a husband and wife “doing it” in front of me was really
strange!

Moreover, when I saw Donna start to bob her head over
Andy’s proud boner, I was amazed to see that she
bottomed out, right down to the root, on the very first
thrust! Andy must have been somewhere between seven to
eight inches in length, and I guessed he’d have just
about killed me if I’d done that to him.

To my increasing amazement Donna started moving on and
off his now-slick erection as she actually fucked him
in and out of her throat. I couldn’t believe what I was
seeing; I hadn’t realized people could actually do it
that way.

After a little while Donna pulled herself off her
husband’s stiff cock and sat back on her heels. She
looked up at me with this really sluttish grin on her
lovely face that made me giggle. She giggled in
response and licked her lips to show me how much she
was enjoying herself.

I couldn’t contain myself any longer and asked eagerly
how she managed to do that deep-throat thing. Normally
a naked man sitting there would have intimidated me,
but somehow at that moment I felt that Andy was more of
a prop than a guy. Maybe it was because Donna was
talking about technical aspects of deep-throating and
Andy was just there to let his wife make her points by
touching him here and there.

Donna explained that the woman’s throat has to be
aligned with the man’s cock, and that the best way for
a beginner is to lie on a bed with your head hanging
over the edge as the man steps up and slides it in. She
cautioned me that one had to really trust the guy,
because he could push in too deep and too quickly,
choking a novice.

I made lots of mental notes.

Donna went on to explain that the other “approved”
technique was the way she was doing it, with the man
seated and the woman on her knees. She said that it
required the guy’s weenie to bend a little, but the
woman could control the action better.

Then the bombshell! Would I like to try it?

I was offended at first. What was Donna asking? Sure,
this whole thing was exciting and yes, I guess I’d
already cheated on my man with her – if being with
another woman could be called cheating on a man. But to
suck on her husband’s dick was out of the question.
That really would be cheating!

But all I said was that I just wanted to watch, not
actually do it and that I’d try it later with Alan.

Donna laughed, saying I was acting like a child; that
we were adults and wouldn’t I like to surprise Alan
with a really great blowjob when he got home? She went
on to say that if I had the talent, I might learn to
deep-throat in one lesson; that it needed technique,
especially the ability to control one’s gag reflex, and
if I could do that I’d really surprise Alan.

I was still protesting when Donna lithely uncoiled
herself from the floor at her husband’s feet and stood
before me. She gripped my shoulders and pulled me into
a deep kiss. With her luscious lips against mine my
knees went weak and my desire for her began to re-
kindle. I realized I really did want to experience
Andy’s penis and that only convention stood in my way.

After a thrilling moment, the deepest, most passionate
kiss I have ever experienced with man or woman, Donna
took her lovely lips away and whispered in my ear:
“You’ve spent a full minute kissing lips that just now
were wrapped around Andy’s cock. How do you feel about
that?” A crafty smile widened her wonderful lips as she
looked into my eyes. In that moment we were like
sisters, smiling impishly at each other.

Donna gently pressed down on my shoulders, indicating
that I should kneel. I followed my instincts and
obeyed, kneeling down in front of her. I was looking
straight at her little triangle of neatly trimmed pussy
fur and for some reason I can’t explain even today, I
started to lap at it. I still remember the feel of her
short-trimmed pubic hair and then smooth soft flesh as
I began to tongue her slit from bottom to top, over and
over again.

She tasted like strawberries. I suddenly recalled how
she’d played with my clit in that special way with her
tongue. I decided to see if I could do the same to her
and in front of Andy. I must have been out of my mind,
but the idea of doing this in front of someone else
thrilled me beyond belief.

I buried my face in Donna’s crotch and was rewarded
with a gasp of surprise, followed by a sigh of
pleasure. I began swirling the tip of my tongue around
her nub, faster and faster while clasping her firmly by
her butt cheeks.

Soon I was satisfied that she wasn’t going to pull
away; in fact, she was grinding her pussy against my
face as I probed her with my tongue. The feeling of her
slick hot flesh against my mouth was so sexy. I knew
exactly how she felt as I held her trembling body
close. When she started to groan and her body went
rigid with each swoop of my tongue, I knew she was
ready to cum.

Somehow deep down inside I wanted to vanquish Donna,
make her mine. Maybe it was because she had put me in
this situation which was now beyond my control, or
maybe I just wanted to prove that the student could do
as well as the teacher.

Whatever the reason, I pushed my mouth hard against her
clit and sucked it between my lips with an iron will,
all the while swirling my tongue around and around the
sensitive flesh of her love nub. After no more than 10
seconds of this Donna’s legs started trembling and
almost in slow motion she crumpled onto the edge of the
bed beside her husband.

I didn’t let go; in one breath she was begging me to
stop, in the next commanding me to do it harder. Donna
was crying by the time I finished with her. She lay,
sobbing, on the floor against the bed.

I crawled up next to her and hugged her hard, asking if
I’d done it right. Of course I knew I had, but I wanted
her to tell me anyway.

Choking a bit on her words, Donna replied, “Yes, god
yes!” And she rolled over onto her side, with her back
to me. As she curled her beautiful body into a sort of
fetal position, pulling her legs up and hugging herself
protectively, I could see reddened pussy lips poking
through from behind.

I must admit I was tempted to have another go! She’d
tasted like strawberries the whole time and I love
strawberries! I made another mental note to ask about
that, but a hand gently touching my arm interrupting my
train of thought. I looked up to see Andy’s intense
brown eyes looking penetratingly into mine.

By now I was beyond caring about convention, so I stood
up and pulled my t-shirt off over my head, defiantly
shaking my long blonde hair back into place. Then, all
the while staring into Andy’s eyes, I slipped my shorts
down and stepped out of them.

I made a third mental note, to trim my pubic hair like
Donna’s. I wanted to look like her and it was just so
sexy. Andy, however, didn’t seem to mind that I wasn’t
trimmed; his eyes were bugging out as he ogled my naked
body.

I stood there proudly showing myself off to him. Even
Donna was watching me now. I made a couple of turns to
display my body to them both. (It made me feel faint to
act so perverted, but I wasn’t going to stop short
now.)

Then dropped to my knees before Andy and stared at his
huge stiff penis, now only inches from my face. It
looked so hot, so masculine, that I had to feel it. I
reached out and touched it eliciting a moan of pleasure
from Andy.

As I touched his erect member I could see and feel that
he’d been extremely aroused, his head and the underside
of his shaft was covered in a copious coating of pre-
cum. As I smeared the slick fluid around on his firm
flesh shaft I realized that he was really turned-on and
probably wouldn’t last very long.

That brought me up short for a moment. If he was this
horny he’d probably cum in my mouth. How did I feel
about that? I’d never really tasted a man’s cum before,
and shouldn’t it be my boyfriend’s the first time? But
when Donna knelt behind me and began fingering my
pussy, I knew I didn’t want to stop; I wanted to have
this experience more than just about anything.

I tentatively kissed the head of Andy’s juicy looking
cock, and then I took the big, clear drips that were
running down his mighty shaft and again smoothed the
fluid all over it with my fingers, loving the feel of
his slick skin.

Andy seemed to be enjoying himself too, because he was
moaning so I slowly began to jack him off. But the
moment of truth was approaching, I knew this from
Andy’s reactions that I couldn’t wait much longer, so I
closed my eyes and lining my mouth up with his
stupendous dick, I took it into my mouth.

I felt the smooth skin of the shaft against my lips, a
wonderful sensation, then I began to swirl my tongue
around and under the head of his cock, as Donna had
instructed. Taking a deep breath, I sank down on it
till I felt the soft flesh of his cock-head at the back
of my throat.

Donna was right beside me; whispering in my ear: “Relax
your throat hon. Swallow, pretend you’re swallowing and
the gag reflex will calm down soon.”

She was right. I pushed even further down on Andy’s
cock and was amazed to feel his pubic hairs tickling my
nose. Donna was all the while rubbing my clit, reaching
down between my legs from behind and it was driving me
wild. I could feel her breasts rubbing against my back
as she leaned over me to watch me take her husband’s
cock.

I pushed down even harder, burying him all the way into
my throat and I swallowed, and kept swallowing.

Donna’s soft voice was constantly in my ear. “Breathe
through your nose as you come off him and then when you
go back down on him keep the swallowing action going.”

I did as she instructed, but eventually needed more air
than I could get from just breathing through my nose.
As I pulled back off Andy’s cock I could feel the head
popped out of my throat. It felt as if it had been
sealing my air passage for a lifetime.

I now took Andy’s wonderful manhood right out of my
mouth and when it came into the open air of the bedroom
he moaned with disappointment, like a baby boy
momentarily deprived of his mother’s tit.

I instantly felt guilty and taking his stiff penis in
my hand again, sank my lips back down over him. This
time I could feel the texture of his smooth flesh as it
slid easily all the way back into my throat.

At the moment that he slid home again I experienced my
own orgasm. Donna had pushed several fingers at once
into me and was diddling my clit with her thumb. The
feel of Andy’s penis lodged in my throat, combined with
Donna’s expert manipulation, pushed me over the
precipice.

As my body convulsed, I guess my swallowing action must
have increased and this caused Andy to release his
load. This might have killed me on the spot but for
Donna’s quick thinking. She must have realized from
Andy’s expression that he was going to cum and as he
groaned Donna pulled me off his throbbing dick.

At the very moment the head of his cock cleared the
opening of my throat, Andy’s first spurt of cum shot
into my mouth. If Donna hadn’t pulled me away in time,
I might have breathed it into my windpipe. I was so
crazed by my own orgasm and the whole experience that I
wasn’t controlling my breathing.

I watched as Andy continued to spurt cum into the air.
Everything seemed to slow down as his hot pungent cum
splattered onto my upturned face. When the first glob
hit my nose I jerked back in surprise, but by the time
the last string of molten love juice hit my breast
Donna and I were sharing what had first filled my
mouth, in another, even more passionate, kiss.