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              Here is Chapter 3 of Arlene

     I hope you are enjoying this story

                    Comments always welcome
                          shifty@erols.com

<1st attachment, "Arlene 3.txt" begin>




                     Arlene

                    Chapter 3





  It went like that for a few months, Jr. and me going to Long
Beach every Saturday, but nothing seemed to click, I wasn't
getting any cock.

  One Saturday night I was sitting on the porch, Aunt Gracie and
Uncle Bill were asleep, I was feeling sorry for myself, I felt
alone. Jr. came out and sat with me. "We sure haven't been having
any luck lately." He said.

  I didn't know what he meant by that. "You know finding Sailors
to fuck you." He said, like he knew what I was thinking. "I was
sure hoping we could find one today so I could watch you again. I
get tired just remembering about the last time and I want to see
your naked body again."

  I told him that I wanted to fuck, but I guess I was afraid. I
didn't want to happen like did the last time. Two Sailors at once
was a little to much. "Hell! You sure acted like you enjoyed it,
the way you were wiggling your ass all around and sucking that
cock all the way down to his balls."

  He was talking loud and rubbing his cock through his pajamas. I
was afraid he was going to wake everybody up. "OK! Be quiet, next
weekend I let some Sailor fuck me. OK?" I said. He started
smiling and I went up to bed.
    
  The next morning something didn't feel right. Aunt Gracie went
off to church like every Sunday, but Uncle Bill was acting funny
and Jr. got out of sight right after breakfast. "Arlene we have
to have a talk." Uncle Bill said.

  I knew this was going to be a serious talk. Maybe he wanted me
to leave. "Frank said the last time I talked to him that his name
was way at the top of the list for a house, so It won't be much
longer before I'll leave." I said, figuring that was what he
wanted to talk about. "Well that's nice, but I want to talk about
something else.

  Last night I over heard you and Jr. talking and I went to his
room and he told me everything that has been going on with you
going to Long Beach with him."  I felt myself get red all over,
he knew, Jr. told him everything, now what was I going to do.
"What do you mean?" I asked innocent like I didn't know what he
was talking about. "You can stop acting so innocent. I know how
you go there every Saturday looking for Sailors to fuck. Jr. told
me all about the time you took on two Sailors at once in the back
of a car."

  He just sat there looking at me, I kept my head down, ashamed
of myself. I didn't know how to answer him, what was I going to
say? Should I deny it? Act like Jr. was lying? What was I going
to say or do? "I don't understand, what about Frank? Don't you
love him anymore?" He asked. "I never loved Frank. He was just
somebody nice who help me get away from my Mom." I said trying to
let him know the truth and maybe he'll understand. "What about
getting pregnant? have you thought about that?" He asked.

  Pregnant? Dam I haven't thought about that since the first time
Frank fucked me. OH God, please don't let me get pregnant. I
didn't answer him, I just kept looking down still ashamed of
myself. "Well you better be giving it some though. Frank won't
understand about you fucking around, much less a kid not his own.
And it will all be over"

  He was right, I should be careful. "I'm not your Dad so I can't
tell you what to do, you'll have to make your own decision about
it all." He sounded a little softer, like he was trying to
understand. He put his hand on my thigh, way up high on my new
dress and patted me. "You can keep on going to Long Beach with
Jr. if you want. I won't try to stop you, but try not to let Jr.
watch you. Young boys jerk off enough as it is. He must be going
crazy jerking off think about watching you, the way he described
it to me. Hell! he'll probably wear it out." He was smiling now,
rubbing my thigh.

  "Your Aunt Gracie don't know anything about this so just act
like nothing has happened and she won't find out from me or Jr."
I looked up at him and tried to thank him. He was smiling, I
couldn't say anything. I felt a tear start down my cheek. "Don't
be so sad, it's OK! nothing is going to happen, if your careful.
Just suck a lot more cock instead of fucking with out protection.
Jr. told me that you sure looked like you liked sucking cock
anyway."

  Listening to him talk that way was making me embarrassed again.
I put my head down and noticed the bulge in his pants, he had a
hard on, he was getting excited talking that way to me. If I
talked back to him like that maybe everything would really be
alright. "Yes I do." I just said, a little embarrassed at first,
then my cunt gave a twitch and I could feel the moisture building
up. "Yes I do like sucking cock, I like it a lot, but I also like
getting fucked. Frank was the first one to fuck me, he took my
virginity and taught me a lot about sex, everything I know, now I
like it and want it all the time." I just blurred out.

  He took my hands and pulled me towards him and hugged me tight
against him. He kept on holding me so that I had to sit on his
lap. I could feel his hard cock against my ass, I wiggled around
a little, liking the feel of it. "Don't get all upset." He said.
"Everything is going to be alright." He was rubbing my back and I
felt his cock give another twitch. "When you can't find a Sailor
to give you what you want you can always come to me for help." He
said.

  I pulled back from him and looked him in the eyes. "What do you
mean by that?" I asked him, shocked, already knowing what he
meant. "Don't be so shocked, you know what I mean. Beside I am
taking care of you till you leave so why shouldn't I be getting
something for all the money you are costing me." I didn't know
what to say, he was my Uncle. Maybe I shouldn't have said so
much. "Beside I never had my cock sucked. Your Aunt Gracie thinks
that it is dirty and won't do it for me." He said.

  His hand was rubbing my ass now. "Well what about it? We have
enough time before your Aunt gets home from Church, or should I
spend the time writing Frank a letter." He was blackmailing me,
the dirty old man was forcing me to suck his cock. It did feel
kind of nice against my ass though. "OK! if that is what you want
for not telling." I told him as I got up off his lap. I could
feel thrills running through my body at just the thought of
sucking a cock, any cock.

  "Do you want it right here or someplace else." I said, in a
hurry to get started. "Hell! Here is fine he said as he was
opening his pants and pulling on his cock trying to get it out of
his pants. He had to stand up and drop his pants so it could get
out. He was standing right in front of me, I was looking down at
his cock while he slowly stroked it a little, waiting for me to
start. It looked good and I got on my knees in front of him and
reached for it. Once my hand was wrapped around his cock I didn't
care about anything except his cock, hard and hot in my hand.

  When the little drop popped out of the tip I was lost. I licked
at it getting it with my tongue and bring it back into my mouth
to taste it. He groaned and his legs started to shake. It tasted
good and I let my lips close around his cock head and ran my
tongue all over it. He was really groaning now as I slid my lips
up and down his cock, his hands on my head trying to guide it.
His cock was leaking a lot now and I was swallowing as much as I
could with his cock going deeper into my mouth and throat.

  He didn't last long and he started cumming. His legs were
shaking, he was holding onto my head and his cum shot out into my
mouth. The first spurt was hot and hard, it went all the way back
into my throat even though I just had the tip of his cock between
my lips, then the second followed, then the third, and fourth, he
kept cumming, like he wasn't going to stop. He finally did and
fell back down into the chair, his cock popping out of my lips. I
quickly swallowed what was still in my mouth and followed his
cock back down and got it between my lips again in time to get
the little cum dripping out of the tip. My cunt was very wet, I
will have to change my panties before my Aunt gets home.

  He didn't last long enough for me to get that wonderful feeling
I get when I suck cock, he just was to quick. I kept sucking his
cock, it was still hard, maybe he could keep it hard till I
finished myself. My hand was under my dress rubbing my cunt, my
panties felt like I peed in them. He groaned then said, "Dam!
Arlene that was great. Maybe next time I will last longer for
you. Jr. was sure right you act like you sure love sucking cock."
He was trying to push my mouth off his cock, it was starting to
get soft. "We better stop now, your Aunt should be getting home
any minute."

  I let his cock out of my mouth and kissed the tip. "Ok Uncle
Bill, if you want me to stop now I guess we can." I said as I got
up and looked down at him. He was exhausted, just sitting there,
his cock out of his shorts, hanging over his leg, a big smile on
his face. We heard the front door open, He got his pants up in
time before my Aunt got into the house and tried to look
innocent.
    
  All day long he had a big smile on his face. I thought
everybody would know something went on between us. That night,
sitting on the porch I found out that somebody did know. Jr. came
out and sat with me. "Dam! that was something watching you suck
Dad's cock right there in the kitchen." he came right out and
said as soon as he sat down. "You promised you wouldn't say
anything." I said to him. "I couldn't help it Dad scares me and
when he asked, it just all came out." He looked sorry, his head
down and I could hear him sniffling like he was starting to cry.
I put my arm around him and hugged him, trying to let him know it
was alright.

  After a few minutes he raised up and asked. "Do you think you
could suck my cock sometime?" "Hey you are my cousin and family
shouldn't do that to each other." I said. "Well you sucked Dad's
cock and he is your Uncle." he answered me. He had me, what could
I say, I didn't want to hurt his feelings telling him that he was
to young, so I said, "Well your right, maybe before I leave, I'll
do it for you, but not now, I got enough trouble." I could see
his cock hard inside his pajamas as he got up and headed towards
his bedroom, probably to jerk off.
      
  The next Saturday, Uncle Bill was true to his word, in fact he
even asked if he could drive us to Long Beach. He dropped us off
at the Pike, telling us to have a good time.

  Me and Jr. went down the Pike, him looking at all the games and
me looking at all the Sailors. The place was packed, we got
separated a few times, I didn't notice, I was smiling at all the
Sailors. "Hey Arlene wait for me." Jr. yelled out and caught up
to me. "Don't forget I want to watch." he said. Sailors were
trying to pick me up all over the place, I was enjoying all of
the attention.

  "Hey! Arlene. Is that you?" came a voice from behind me. I
turned and there he was, Bill. I ran up to him and thru my arms
around him. "I was hoping to find you here." I said. Jr. was by
my side wanting to know who this Sailor was. I explained about
Bill, a little. And we started walking up the beach, holding on
to each other. Jr. wanted to know more and kept asking about
Bill. I started to tell him about how we fucked on the bus coming
down to LA. Bill was shocked, he tried to interrupt me a couple
of times, I just held onto his arm and continued telling Jr. all
about it.

  We finally sat down in the sand and Jr. went off playing
around, leaving us alone. "You sure told that Kid a lot about us,
ain't he to young to hear all that stuff?" he asked. I explained
everything to Bill, all about Frank, my Aunt and Uncle even Jr. I
could see his head was spinning. I figure he should know it all
and when I told him about sucking off my Uncle to keep him quiet,
I though he was going to leave. He didn't, he put his arm around
me and hugged me tight against him.

  "Do you want to go some place?" he asked. I couldn't get out
fast enough, "Yes, I want to go some place." We stood there for a
minute, then he said, "What about Jr.?" I knew Jr. wanted to
watch, but I didn't want to ask Bill to let him be with us. Bill
was something special. Jr. didn't want to leave us alone so after
all this time I just held onto Bill and felt his cock through his
pants. We made a date to meet next Saturday and I promised him
that I would be alone. Both Jr. and I left disappointed, except
this time Bill gave me his address and the name of his ship.
    
  We got home early, Aunt Gracie was surprised, Uncle Bill just
looked at me and smiled. That night Frank called, we had a house,
I should be getting a ticket in a few days. I will have to fly to
Hawaii and then change planes to Midway Island. He said he had a
Horse for me, there were no cars, except Navy trucks and
everybody rode a horse. I didn't understand it all, I just knew I
wasn't going to feel so lonely anymore.

  Sunday, Uncle Bill seemed a little nervous. Now that I was
leaving he didn't know what was going to happen. After Aunt
Gracie left for church I walked up to him and asked him if he
wanted his blow job now or later. I knew he felt better, a big
smile came on his face.

  "Hell! whenever you are ready." he said. "Let's go to my room
where we can get naked. This may be the last time we could do
this." I told him. In my room he couldn't get his clothes off
fast enough. He was naked and I still had on my Bra and panties.

  I watched him stroking his cock while I took off my Bra, Dam
the pads fell out. I tried to catch them, but they dropped to the
floor. He stood there with his mouth open looking at them. I slid
my panties down and stepped out of them. Now his eyes were on my
cunt, he forgot about my pads. His cock was twitching, drops were
coming out of the tip and sliding down it to his balls. I felt my
cunt tingling and a thrill run up and down my body.

  All I knew was that I was naked with a naked man, his hard cock
waiting for me. "Want to play with my cunt?" I asked him. He came
over to me and held me in his arms, one hand went between my legs
feeling my hot wet cunt. "want to fuck me or have me suck your
cock?" I asked him. He just groaned and slid a finger into my
cunt. I pulled him towards my bed and laid down, he followed me.

  He was so excited he was fucking against my thigh, trying to
get his cock into me. I had to help him. His cock was very
slippery from all the stuff running out of the tip. I got it
against my cunt, he pushed and it went in all the way, he groaned
and started cumming. His cum shot deep into me, spurt after spurt
hit the back of my cunt. I never even got a little thrill from
his cock it went so quick, he was finished, I was left
disappointed, I wanted to fuck and he was finished.

  I was discussed then I saw Jr. looking from my door. What the
hell, I thought. "Come on in Jr. your Dad is finished already so
you should get what is coming to you as well." Uncle Bill started
to get up, a shocked look on his face when Jr. was by my face,
his cock out. I licked at it and took it between my lips. It was
smaller then the cocks I had so far. but I liked it. Jr. didn't
care that his Dad was watching, he was getting his cock sucked,
that was all that mattered.

  His hands were on my head and he was pushing against me. It
didn't take him long either, like Father, Like son. I though, but
he was young and had a lot to learn. He groaned as his cum hit
the back of my mouth, I swallowed it all and licked after some
more. They were both finished, Jr. cock was still hard and I
played with it a little while his Dad watched, stroking his own
cock. "Can I fuck you to?" Jr. asked. "Sure you can." I said.
"Where is everybody?" Aunt Gracie yelled from down stairs.

  Uncle Bill and Jr. hurried into their clothes. "You both got
what you wanted. Now that I'm leaving you will both keep your
mouths shut. Right?" I told them. "Sure, we won't say anything."
they both said almost together.
    
  I wrote Bill a letter that night, explaining about my leaving
and asked him not to write me, but I would keep in touch with
him. Two days later a set of papers came for me in the mail.
Uncle Bill said they were a set of travel orders. I was to go to
Long Beach Navy base and they would give me airline tickets.
Uncle Bill drove me there, he acted very concerned for me and had
the Sailor explain everything that was going to happen.

  I was going to fly to Hawaii where they will get me on another
plane to Midway Island. I was very excited, my first air plane
trip and I was going to Hawaii. Uncle Bill, Aunt Gracie and Jr.
all drove me to the airport. They all were sad to see me leave,
Aunt Gracie because she loved me, Uncle Bill because he won't get
any more blow jobs and Jr. because he didn't get to fuck me. Well
that's life, when I kissed them all good by I was leaving them
behind and probably never see them again.
    
  I was sitting in my seat, very worried about flying while
people all around me were excited and happy. The Stewardess must
have noticed I was very scared.

  "This your first flight?"  She asked me, startling me. She was
about my age and very pretty. She was smiling. "Yes, my first
time on a plane." I answered her. "Are you traveling alone?" she
asked. when I told her I was going all the way to Midway Island
to be with my husband, she said that she would find someone to
sit with me who has flown often and could help answer any
questions I might have.

  She came back a few minutes followed by a Navy officer. He was
an older man, but very nice looking. We said hello to each other
as he sat down. "The Commander has flown back and forth to Hawaii
quite a few times. I'm sure he can answer all your questions
about the flight." The stewardess said to me.

  A Commander, I wondered how high up that was. I knew he was a
lot higher then Frank, he was just an enlisted man, a second
class petty officer. I told him about Frank and how I was on my
way to be with him. He was very nice and we just talked a little
about the Navy and Hawaii. When the plane started moving I
started to get scared again. I held onto his arm and looked out
the window. He helped me fasten my seatbelt and the touch of his
hands as they rubbed against my belly set me on fire. The plane
started roaring down the runway, real fast, I forgot about the
heat between my legs except I almost peed my pants when the plane
started into the air. I held on tight to the Commanders arm,
squeezing it tight against my tits.
  It was much better when we were in the air, the plane was
flying very smooth. I was still holding onto his arm when the
stewardess asked if we would like something to drink. He told me
that I could take the seatbelt off now and I couldn't get it
unhooked. He helped me again and the heat was back between my
legs.

  Well he was a Sailor after all, not like the ones I met so far,
but still a Sailor. I was a long flight, we talked about nothing,
he was making me feel relaxed and horny, my cunt was very wet.
While he talked I kept wondering if he would fuck me and what it
would be like. Would he be any different then the other Sailors?

  There was nothing to look at out the window except ocean so I
kept glancing down at his crotch wondering how big his cock was.
It got late and we had something to eat and just sat there till
they dimmed the lights and most people went to sleep. I don't
know when, but I fell asleep myself. I wore up when the plane hit
a bump in the air. My head was on his shoulder and I had my hand
between his legs holding onto his cock outside his pants. I
pulled my hand away from him, scared again.

  "It's just a little turbulence." He said. I was sitting up
looking out the window at nothing but black. "You can go back to
sleep now, nothing to worry about." He said as he put his arm
around me and brought my head back on his shoulder.

  I felt safe and put my hand on his thigh. "Your hand felt
better where it was before." He said, smiling down at me. I moved
my hand against his cock, I could feel it hard inside his pants.
He moaned a little and moved his hand onto my tit. Dam! these
pads, he was so gentle that I couldn't feel his hand. I felt his
cock throbbing inside his pants, I wanted to feel it in my hand
very much. I started to unbutton his pants, Hey! he had a zipper,
why didn't they give the enlisted men zippers.

  My hand was inside his pants, I closed my fingers around his
cock and snuggled against him, content now that I had a hard cock
in my hand. "I see that you two need a blanket." I heard the
stewardess say. She was smiling at me, then looked at my hand
inside his pants.

  She put a blanket over us and smiling again said, "Nice to see
you two getting along so well. Have fun." Then she left. With the
blanket covering our laps I took his cock out of his pants, the
zipper was hurting my hand. It was nice, stroking it, watching
the blanket move up and down with my hand. He moved his hand from
my tit and put it under the blanket between my legs. I spread my
legs for him and pulled my dress up so he could get at my cunt.
He didn't waste any time, his hand went down the front of my
panties and right to my cunt.

  This was a nice plane ride. I stroked his cock nice and slow
while his fingers played around in my cunt, I was happy. He
whispered to me once to take my panties off. I had to let go of
his cock, but he didn't move his hand from my cunt. It was hard
getting my panties off over his hand, but I finally slid them
down my legs and off. Now his hand was free to move around a lot
better and he kept playing with my clit and slowly finger fucking
me.

  We played with each other for a long time, the stewardess
passed by a couple of times and smiled at us. "You better stop, I
ready to cum and if I do I'm going to make a mess." he whispered
to me. I smiled at him. "I can fix that." I said as I put my head
under the blanket. His cock was all slippery, with all the drops
running out the tip. I licked up all of it before I slid my lips
around his cock, he groaned and his hand went to the back of my
head.

  I slowly slid my lips down his cock then back up, getting more
into my mouth each time till the tip hit the beginning of my
throat. Now I was moaning, my cunt was twitching around his
fingers. I was kneeling on my seat, his hand never stopped
fucking his fingers into me. The plane hit one of those
turbulences and his cock went deeper into my mouth. As soon as it
went into my throat I swallowed and it went all the way in, my
lips were against his pants and I started cumming. My head was
spinning, I was moaning around his cock. My ass was wiggling, his
fingers almost came out of me. I could feel my throat closing
around the cock, squeezing it, milking it for it's juice. I kept
it deep in my throat even though it was hard to breath, till the
feeling passed over me and I soaked his fingers with my juice.

  My ass fell down, catching his hand tight between me and the
seat. Now I wanted his cum, I slid my lips up his cock then back
down into my throat again and again till he started cumming.
Spurt after spurt of hot sweet cum filled my mouth. I swallowed
as fast as I could, but still some came out from between my lips
and down onto my hand. He kept on cumming, it was thick and I
loved it, every drop. I let his cock out of my mouth and licked
up what ran out from between my lips. I just laid there, under
the blanket, holding his cock and licking it. I fell asleep like
that.
   
  He woke me up, we were going to be landing soon. I could still
taste his cum in my mouth, I licked at his now soft cock one more
time before I got out from under the blanket. It was light out,
he got himself together and went back to the bathroom to clean
up. "Had a good time?" The stewardess asked me, a big smile on
her face. I was a little embarrassed at first, then thought, I
liked it so why should I be embarrassed. "Yes I did have a good
time, it was great." And it was, it sure made the flight go a lot
better then I thought it was going to be.

  I went to clean up. When I looked in the mirror I could see
some dried cum on my face and between my legs was all sticky with
my juice. I got back to the seat just as the stewardess was
handing out coffee. I needed the coffee, but I really didn't want
to lose the taste of the cum in my mouth. I drank the coffee
anyway. The Commander was all put together, he looked perfect. We
talked while we drank our coffee. He wanted to know if I had
travel orders and asked to see them. He read them and told me he
would see that I got checked in and taken care of.
        We landed at Hickam, the Commander took charge. he took
my arm and lead me right over to were I was supposed to go. He
did all the talking for me. There was no more flights to Midway
today, I would have to wait till tomorrow morning. He made
arrangements for me to stay at the women officers quarters for
the night. He had a car waiting for him and he drove me over
there. I promised to see him later, after he checked in where he
was supposed to go.

  "By the way my name is Sam what's yours?" He asked. I told him
my name and thought here I am again, sucked his cock, drank his
cum already and I am just finding out his name.

  It was a nice room, like the room in San Francisco, except
smaller. I started to get undressed and noticed I lost my
panties, I must have left them on the plane. I showered and got
dressed and waited. It was late in the afternoon when the phone
rang. It was the lady at the desk, she told me Sam was waiting
for me. I went down and asked him why didn't he come up to get
me. He told me that Men were not allowed upstairs.
     
  He showed me a lot of Hawaii, we went to see the Arizona
Memorial, Pineapple plantations and just drove around the Island.
He never said anything about what happened on the plane or tried
to feel me. We had dinner at the Officers club. Then we went into
the bar and got a table and danced a little.

  He was surprised that I didn't drink, but that didn't stop him.
After a nice slow dance, with him holding me tight against him,
he asked if he could take me to a nice Hotel he knew. I smiled
and him and off we went.

  What a night that was, He looked great naked, his cock big and
hard and he had a very big set of balls that he liked me to play
with. I was worried about my tits again and apologized for them
when I took off my bra. "Arlene you don't have to apologize for
anything. You are one hot women and a great cock sucker." he
said.

  We fucked and sucked all night. I laid on the bed, he got
between my legs and rubbed the tip of his cock against my cunt
lips. I put my arms around his neck and tried to pull him inside
me, pushing my hips up against him. He kept teasing me, "You want
my cock in your cunt, don't you?" he kept asking me. God! I sure
did want it. I wanted fucking bad. He kept asking as he rubbed
the tip all over my cunt, and against my clit.

  I finally yelled out, not caring who heard, "Fuck me. Jam that
cock into my cunt and fuck me. I want your cock inside me." He
smiled and slid the tip between my cunt lips, I moaned as more
slide inside me. Slowly he fucked me, more and more of his cock
went up inside me with each movement. I was starting to cum, my
head was rolling back and forth on the pillow, my mind went blank
except for the feeling of his cock in my cunt, I felt nothing. I
heard myself moaning, fuck me, fuck me. He was holding his weight
off me with his hands, looking down between us, watching his cock
slide in and out of my cunt, smiling.

  I was fucking back up at him faster and faster, my body started
to shake, my cunt closed tight around his cock and I was in
heaven again. When it finally passed, he was still fucking me, I
laid limp beneath him, just enjoying the feeling of his cock. By
the time he was ready to cum I was back into fucking, I wanted to
cum again. I squeezed his cock with the muscles in my cunt as he
slid in and out of me till he started to go faster and started to
groan.

  Finally he pushed all the way inside me and I felt the first
spurt of his cum hit the back of my cunt followed by another. It
was hot and there was a lot of it with just the first two spurts.
He kept cumming, more and more filled my cunt, I wanted to cum
with him, but it was to soon after my first cum. He still held
himself up off my body with his cock buried deep in me till he
was finished. He laid gently down on my body for a minute then
rolled off of me. He laid beside me for only a few seconds then
took my tit in his hand and gently pulled on my nipple.

  "Your also a great fuck." he added. He pushed on my head a
little, pushing me towards his cock, I eagerly went down to his
cock and licked his cum and my juice from all of it before I took
his cock between my lips and slid down it.
  
  He moved me around and put my legs on either side of his head
and pulled my down to his face. He started to lick my cunt, it
was full of his cum, he didn't care he licked at my clit and slid
 his tongue into me all the way up inside my cunt and bring it
back out into his mouth. He was licking his cum from my cunt, he
didn't stop till he had it all gone and I was clean.

  We rested a little before he started to lick at my clit again,
I started to lick at his cock. "My balls, suck my balls." he
asked. he liked me sucking on his balls, taking them in my mouth
and rolling them around as much as I could, there wasn't much
room in my mouth with his balls in there.

  He also liked me playing with his cock and licking it, which I
didn't mind at all.  I liked it better when we did it together,
me sucking his cock while he licked my cunt. His cock kept on
filling my mouth and cunt with cum. he kept on getting soft and I
would get him hard again with my mouth and tongue.

  He liked fucking me from behind, sometimes playing with my tits
while he slid his cock slowly in and out of my cunt and sometimes
playing with my ass. He also did something Frank didn't do, he
licked my asshole. At first I was a little shocked, but as his
tongue slid around and tried to get into my ass I started to
enjoy the feeling and before the night was over I liked it alot.

  With each fuck he took longer to cum and I just sucked his cock
to get it hard, my jaw was aching from sucking on him for so
long, but I never complained.
    
  It was getting light out, we never went to sleep. I had his
cock in my mouth when he said. "Let's try something different." I
was ready for anything. "OK! What do you want to do?" I asked.
"First I have to know if you trust me? Do you know that I only
want to please you?" I wondered why he was asking me this, didn't
we just fuck and suck each other all night? "Yes I trust you and
I had a wonderful time with you and your lovely cock all night."
His cock gave a twitch and I took it between my lips and slid
down it. "That's it, get it good and hard, your going to love
this." he said just before he started moaning.

  He Moved my cunt over his mouth and started licking at it then
his tongue slid to my ass again, It sent thrills through me. He
was trying to force his tongue into my asshole again. He kept on
asking me if I liked it. I couldn't answer him with his cock in
my mouth, so I just pushed my ass down onto his face. He started
to try to push his finger into my asshole, it wouldn't go in. I
felt him wet his finger with his mouth and try again. This time
it started to go in a little. It didn't feel to bad so I kept on
sucking his cock. Then his finger hit something and stopped. He
pushed a little harder and the pain started as his finger slid
deeper into my ass.

  I took his cock out of my mouth and told him to stop, he was
hurting me. He didn't answer, he just kept his finger in my
asshole. It felt uncomfortable and hurt a little, but not as much
as when it first went in so I went back to sucking his cock. I
soon forgot about his finger in my ass while he was licking at my
clit and I was sucking his cock.

  When he started to finger fuck my asshole I remembered. The
pain started again, but it soon went away and it didn't feel so
bad after awhile, in fact it started to feel good.

  His cock was getting harder and I played with his balls
swallowing the little drops that popped out of the tip of his
cock.

  He had two fingers in my cunt, I felt them wiggling around. He
replaced his finger in my asshole with the two fingers he had in
my cunt. It hurt a little again, but not as much as the last
time. I felt strange having his fingers in my ass, but  not that
bad. Now he had three fingers in my cunt wiggling around I
started to moan. He slid them out of my cunt and moved them to my
asshole, What was he doing? I felt his two fingers start to slide
out of my ass, the feeling was strange, when they were out I felt
open, but not for long, he slid the three fingers from the other
hand into me to replace the other two.

  I picked my head up from his cock and heard myself yell. "Dam!
that hurts." But it didn't hurt for long, as soon as they slid up
past my muscles the pain stopped and it felt strange but not bad
as he started to fuck them in and out of my asshole. I learned if
I relaxed my asshole it started to feel good. I went back to
sucking his now rock hard cock. He finger fucked my ass hole for
awhile, it started to feel real good.

  Then he moved me around till I was on my hands and knees and he
was behind me. I figured he was going to slide his hard cock into
my cunt and fuck me again. He did at first then took it out and
rubbed it against my asshole a few times, he kept on doing this,
first in my cunt, then against my asshole until I was all wet
between my legs from my juice.

  He put his cock against my asshole and said. "Just relax and
you are going to love this." He pushed a little, his cock was
trying to get in my ass. What was he doing? Was he trying to get
his cock into my ass? Was that what this was all about? It's
going to hurt, his cock is bigger then his fingers.

  "Stop! What are you doing." I yelled back at him. He didn't say
anything he just pushed and the tip of his cock started into my
asshole. Dam! my ass was opening up for his cock. I wanted to
squeezed my ass closed, but the sensation was to great and I
relaxed. More of his cock went in, then the pain started, I felt
like I was being ripped apart. His hands held my hips and he
started to push a little more till I felt the tip of his cock
push open what was stopping it from going all the way in.

  The pain started to ease off once the tip of his cock got past
that point. He waited a little then started to slide more of his
cock up my asshole, the pain wasn't so bad now and though it felt
strange I didn't seem to mind it being there. More of his cock
slide in, it was filling me up.

  Was he supposed to be doing this, I never heard of fucking a
women in the ass before, but then I never heard of a lot of
things I have been doing so far. He kissed my back. "That ain't
so bad now , is it?" He asked. "Take it out, it hurts, I like it
better in my cunt. Fuck my cunt." He didn't take it out. "You'll
like it a lot more after you get use to it." he said as he
started to fuck my asshole.

  He was pulling on my tits, pulling my nipples as he kept
pounding his cock in and out of my ass. It wasn't hurting at all
now and the feeling wasn't that bad. I found myself playing with
my clit and trying to catch his balls as they bounced against my
cunt. He was fucking my ass hard, the feeling started to come
over me as I thought of him cumming up my ass, I knew he was
going to cum soon, he slowed up a little and was groaning and
keeping his cock deep in me. I felt it swell, I could feel his
cock swelling in my asshole. I could feel it all just like in my
cunt.

  Then he held my hips close to him, his cock all the way up my
ass and he started cumming. I felt it all, When the first spurt
hit the back of my ass my head started spinning, my legs got
weak, I felt my cunt start to twitch. Dam! I was cumming, I was
cumming with his cock up my ass. God! What Next! I thought as I
fell down onto the bed, my hips pulling away from his hands and
his cock popping out of my asshole.

  "Dam!" He said. I felt his cum hitting my back and ass cheeks,
his cock came out before he was finished cumming. More and more
of his cum hit my back, it was hot and felt nice. I just laid
there till he laid on my back and started to rub himself around,
getting his cum all over both of us.
    
  We laid like that for a while, then he said, "We better get
dressed, you have a plane to catch. He went into the shower
first, I laid there thinking about what had happened, I felt his
cum still on my back, it was starting to get sticky. I felt my
asshole, I could feel his cum leaking out of it. Was this good or
was this bad? I didn't know what this all meant.

  Did his wanting to fuck me in the ass mean that he didn't like
me or did it mean he liked me? Is this something I should be
ashamed of? or something I should be proud of? I didn't know. I
knew that all of the rest was great so why would he want to hurt
me. I was going to ask him and I didn't care what his answer was
going to be, I had to know.   
  When I came out of the shower, he was all dressed, he watched
me get dressed, I had to turn my back to him to put my pads in my
bra. While I was putting on my dress, I asked, "Sam did you like
fucking me in the ass?" "Arlene It was great. Most women won't
let a man do it to them, why I don't know, but you are so hot
that I thought you would like it after you tried it. And you came
while I was fucking your ass, so I know I was right. You are one
hot cunt."

  I felt better now that I know what it was all about. We headed
back to the Women's Officers Quarters to get my suitcase. Then to
the airport. Sam took charge again, I was rushed ahead of
everybody and got what he said was a good seat.

  This was not like the plane that got me here to Hawaii, this
was a military plane and a lot smaller. Sam stood with me till it
was time to get boarded. I kissed him good by. He told me that he
will be looking for me where ever he goes, he knew my name and my
husbands name and rank so expect to see him again sooner or
later.
    
  I got on the plane waiting for something to happen, I was
excited. So much of life has filled me these past months and I
wanted more. God! What I've been missing for so long.

  I sat next to another Officer on the plane, he was different.
He only had two gold stripes on his sleeve, Sam had three. He
didn't try to talk to me, he even acted like he was annoyed when
I went to the bathroom. I guess all Sailors are not nice.
    
  It didn't take as long to get to Midway as it did to get to
Hawaii, but it was long enough. I looked out the window most of
the time, I could see ships down there, sliding across the ocean.
I started thinking, Sam came in my cunt a lot of times, so did
Uncle Bill, I wondered if I was pregnant.

  I started to worry, then I realized I will be with Frank in a
couple of hours and I know he is going to fuck me so if I am
pregnant he won't know that it ain't his, he couldn't tell by a
couple of days. I felt better, but I knew I had to get him to cum
in my cunt as soon as possible.

  Oh how I love that word, CUNT, it is so wicked and it makes me
feel so good, as well as COCK, FUCKING, SUCKING COCK, EATING
CUNT, CUM, CLIT, BLOW JOB, TITS, Oh I can't forget BALLS, I like
Balls to, that's where all the cum comes from. They all get me
excited, now I know why men like to use those words.

  I had nothing to do so I started thinking. Men, they are all
alike, but different. Bill had a nice big cock, biggest so far,
Sam---Ops! Commander Sam had a really big set of balls compared
to all the others. I wondered if they were all really different
in size, each one different like the way they look. I know their
cocks all feel different, at least I haven't felt two so far that
felt the same.

  I started to wonder what this two striped Officer's cock would
feel like. Then looking at him, I didn't want to know. I must
have dosed off, everybody was moving around, making all kinds of
noise, I got scared, I thought we were going to crash. "What's
happening?" I yelled out. "Take it easy, were just getting close
to Midway, look out the window and you can see it." The Officer
said. Dam! It was small, I could see the whole Island, not any
thing like Hawaii.

  "Going to meet your Husband there?" he asked me, all of a
sudden being nice. I smiled at him and told him I was. "Bet he'll
be glad to see you again." He said with a wicked smile on his
face.
    
  Frank met me when I came down the stairs from the plane. He
hugged me and kissed me, I felt safe in his arms again, he was
the one who got me all the way here so far away from all that
trouble my Mom gave me back in New York.

  Our house was on the end of four houses attached, it had only
one bedroom. Frank carried me over the threshold and straight
into the bedroom. He had my dress up, my panties off and his cock
out as soon as he laid me down on the bed. I was as eager for
some fucking as he was, but he had gone six months without
fucking, so I knew why he was so excited.

  His cock slid right into my cunt and he started fucking hard
and fast, he sure was horny. It didn't take him long to start
cumming, he filled me up with his cum before I even got use to
his cock in my cunt. "Sorry that was so quick, but it has been a
long time." He said.

  I held him tight against me and didn't say anything, but I knew
how he must have felt. Just look at me, he wasn't even gone yet,
just away for the day and I was looking for cock. I had to go to
the bathroom so he let me up and led me there. He watched as I
went pee and cleaned myself.

  "Let me see you naked." He said and started to help me off with
my dress. We were still in the bathroom, I stood there naked
watching him pull his clothes off. Back to the bedroom with us
both naked, it was fun.

  This time he was a lot slower, like I like it. He started
licking my nipples and sucking on them then taking my whole tit
in his mouth while his hand was playing between my legs. When his
finger slid into my cunt, I was already wet.

  He kissed down my body, running his tongue into my belly button
then between my legs. When he kissed my clit I started to get
that feeling again. His tongue slid up and down my cunt, just
between the lips then he started sucking on my clit sliding the
tip of his tongue all over it in his mouth. I couldn't take it,
my head started spinning, my body went ridged, I put my hands on
the back of his head and pulled him tight against me as I started
to cum. My whole body started shaking, I could hear myself
moaning, he kept sucking on my clit, running his tongue all over
it. God! the feeling was overpowering, I started to push up
against his face, fucking against him, banging my cunt against
his face till I was there, My cunt started leaking all the juice
I had, I felt back, limp, my hands falling from his head, he took
everything out of me.

  GOD! He wasn't finished, He slid his tongue into my cunt,
Slowly till he had it all the way in. He started moving his
tongue around inside me, moving it all the way around, touching
every inch he could reach, I started to get that feeling coming
over me again. My hands went back to his head, my eyes closed as
I thought he was going to tongue fuck me, but instead he just
slid his tongue out and then back in a few seconds later, then
back out doing it all over again. I finally realized he was
licking out all my juice with his tongue, taking it into his
mouth and savoring the taste before he went back for more. He did
this till he had most of it.

  He was driving me crazy and I kept on giving him more and more
juice. My cunt tried to squeeze down on his tongue, to hold it in
me, but I was so wet and slippery that it slid out with ease. He
held onto my ass cheeks, holding me against him and started to
tongue fuck me. I was going crazy, my body was acting on it's
own, I felt my hips bouncing against his face, humping against
him, trying to get more of his tongue inside me. My head was
spinning and moving side to side. I could hear myself moaning,
even yelling out, "More, give me more of your tongue. Fuck your
tongue in deeper, Yes tongue fuck my cunt." I lost all control of
my body and mind, I just didn't want this feeling to ever go
away.

  My ears started ringing, my head started throbbing, I had my
eyes closed and couldn't open them, I wanted to say something,
but I couldn't get my mouth to work. In and around and out, his
tongue kept on going, never stopping. my cunt was clenched tight,
I didn't know how he got his tongue into me.

  Then it was there, my body arched up off the bed, my juice
started flowing, I felt like I was peeing, wave after wave passed
through my body, I was trembling when I went limp, my body just
fell apart, I just laid there, enjoying the feeling that had pass
through me. His tongue kept sliding in and out, I had no feeling
in my cunt, but I knew he was licking up all my juice.
    
  He was climbing over me, moving up my body, He had one of my
tits in his mouth, biting gently at my nipple. I was starting to
feel again just as the tip of his cock touched my cunt lips. GOD!
He wants to fuck again. He moved his lips up to mine and kissed
me, I could taste my cunt juice on his lips and his tongue when
he slid it into my mouth just as the tip of his cock slid between
my cunt lips and started to slide into me.

  I was still wet and getting wetter as more of his cock slid up
into my cunt till he had it all inside me. GOD! I love the
feeling of a hot hard cock in my cunt. I wiggled around, wanting
to have it touch every inch of the inside of me.

  We both just laid there for a minute, both of us enjoying the
feeling of his cock in my cunt. Frank picked his body up a little
off of me and started to slowly slide his cock out, he was
looking down between our bodies, watching his cock slide out of
my cunt. Then when just the tip was inside, and I thought he was
going to take it out, he started sliding it back in, very slowly,
moaning as it went back in all the way. He was sucking on my
nipples when he really started to fuck me.

  I love that feeling, hard cock sliding in and out of my cunt.
He was biting my nipples, going from one to the other, as he
fucked me hard. I could feel that feeling coming over me again.
His cock was rubbing against my clit as he slid it in and out. I
held his head in my hands as he continued biting my nipples. I
was pushing up against him, the feeling was almost there, I was
getting ready to cum again. It was here, my cunt closed tight
around his cock trying to keep it inside me and my body started
to tremble, I was moaning, pulling his head tighter against my
tit. I started to shake, my head moving from side to side, my
head was spinning. then it came over me, I had my hips up off the
bed, holding myself tight against him, his cock deep inside me, I
was cumming, I went num, I could feel nothing but his cock and my
cunt as wave after wave of pure pleasure passed through my body.

  My arms fell to my side and my body fell against the bed, I
went limp. He wasn't finished yet and he slowly kept siding his
cock in and out of me. When I opened my eyes, he was looking down
at me, smiling. "You like this don't you?" He asked, with a
sneaky smile on his face. I knew what he was talking about, but I
just asked, "What do you mean?" "Fucking." I wondered why he
asked me that. "Yes I do." "Tell me, tell me what you like. Tell
me." He said, still sliding his cock in and out of me. "I told
you I liked it already." He wasn't smiling this time. "Tell me
using the words I taught you." He wanted me to talk dirty, I
didn't mind, I liked using them words, they get me excited also.
I gave it to him, trying to use every word he wanted to hear.

  "I like you fucking me. I like the feeling of your cock in my
cunt. I like to feel your hot cum filling me up, to feel it
shooting out of your cock deep inside my cunt." He was smiling
again and fucking faster into me. I went on. "Yes fuck me, make
me cum again. Fuck me hard till you shoot your cum into my cunt."
I was going to cum again myself, his cock felt great fucking me
and my saying those dirty words were bring me to another climax.
I held onto him tight, fucking myself up against him, I could
feel it almost there, his cock seamed harder and it was throbbing
inside me. He was getting ready to cum himself. "Yes fuck me
hard, cum in my cunt, fill me up with your cum." I heard myself
saying.

  And that was all it took. He had his cock deep in me and I had
my hips up off the bed tight against him as I felt his cock start
to cum. It swelled up bigger and started. His first spurt felt
very hot as it hit the back of my cunt. My cunt squeezed itself
around his cockand my body started to shake, I was cumming with
him. My juice mixed with his cum inside me. He kept on shooting
spurt after spurt. My body Went num, my head spinning again. I
felt nothing except his cock and my cunt again, full, as I fell
back down on the bed, exhausted, but happy.

  His cock slid out of me, I could feel his cum and my juice
follow it and slide down between my legs and around my asshole.
It was still warm, his cock laid against my leg, it was all
sticky. I reached for his cock, holding it in my hand as he
licked and kissed my nipples. I fell asleep and when I woke up I
was alone in bed. It was still light out, I wondered where Frank
was. Still sticky with his cum and my juice, I went to find him.
   
  He was in the kitchen, naked, cooking. "I was just going to
wake you up. I am baking potatoes and ready to start some
steaks." I was hungry and everything smelt good, even the aroma
coming up from between my legs. I went to wash up while he
finished cooking the steaks. I didn't think I had enough time for
a shower, so I just sat on the toilet and tried to force his cum
from my cunt till I figured it was all out, then I washedmyself.
   
  We ate naked while he explained to me all about the Island. The
horse he told me about was a bicycle, everybody rode bicycles,
there were no cars, except official trucks of the Navy. He bought
some food for us and we would have to get all the stuff we would
need in the next few days.
   
  We were fucked out for the day, we got dressed and went for a
ride. Frank wanted me to wear as little clothes as possible, he
wanted to show me off. There weren't to many houses, it was all
like a little country town. In the down town area, he called it,
there was the enlisted men's club, the Navy exchange, like a
department store and the place where we could buy food, and a
movie house. The hospital was a littler farther away. Frank said
we would have to go there tomorrow so I could check in. We went
into the enlisted men's club. There was an, Acey-Ducy club
inside, for First and Second class Petty Officers, A 21 room,
That sold whiskey and you had to be 21 to get in and the enlisted
room that just sold Beer. We went into the Acey- Ducy club and
had a drink. There were no women around, just a lot of Sailors.
We didn't stay long and headed home a different way. Pass the
church, the Officers Housing and then down by the beach. The
whole Island was very small, but beautiful.
     
  Frank Liked to be naked and as soon as we were home we got
naked again. He showed me about the shower, it had salt water
only, there was only a fresh water spout in the kitchen, separate
from the regular water, so after I took a shower Frank would get
a bucket of fresh water and rinse me off. We went to sleep Frank
wanted me to sleep with his cock in my mouth, so that's the way
we fell asleep.
     
  The next morning I woke up with his cock still in my mouth,
that was nice, but strange. He only had a few days off to get me
settled so we had a busy few days. At the hospital I had to be
seen by the doctor. I was a little nervous at first, being a new
doctor, but was soon getting excited. He was young and when he
asked me to get undressed, he was sweating a little. There was no
Nurse in the room like back home, just another young Sailor.

  Frank was waiting outside, I was alone with two Sailors, taking
off my clothes. They didn't have a hospital gown for me to put
on, but that didn't matter any way since I got naked right there
with both of them watching. The doctor checked me all over, just
like a regular physical, except he felt my tits and ass cheeks
quite a few times.

  When he had me get up on the table with my feet in the things
at the end, I was spread wide open, my cunt leaking a little
while they both looked down at my moist cunt. Both them and I was
getting excited. The doctor took his time sticking his finger in
my cunt, I wished he didn't have on those rubber gloves, The
Sailor just watched him.

  It soon felt like the Doctor was finger fucking me, I was
getting wetter and wetter. The young Sailor was rubbing his cock
through his pants, The Doctor was breathing heavy and his other
hand went up and was holding my tit while he continued with his
finger. I was real wet, this was exciting and I started to move
my hips against his hand. He must have realized what he was
doing, he stopped and took his hand off my tit and his finger out
of my cunt.

  "Every thing seems OK." he said not looking me in the eyes. I
was going to get off the table, figuring it was all over when he
moved his finger down to my asshole. He ran the tip of his finger
around my asshole then stopped. "I'll make an appointment for
next week and will check how the water and food here are
affecting you." He said as he took off the rubber glove. The
young Sailor helped me down off the table and they both watched
me get dressed.

  They were excited and so was I. The doctor must have known that
I didn't mind him playing with my cunt and that is why he wanted
me to come back next week.

     We went shopping for food and dishes, sheets and what else
we needed. This was going to be fun here with all these horny
Sailors I was thinking while we shopped.

  We fucked every chance we got, Frank fucked me in the kitchen,
on the table, in the shower and even outside in the grass once
when it was late and dark.

  When he had to go back to work I was left alone, The neighbors
left us alone while Frank was home, I talked to a few women when
I went to the washhouse to do the laundry, again in salt water.

  I had to go back to the doctor, this time alone, the week was
up. I had a good time peddling around, showing off to all the
Sailors till I found the hospital.

  The same Doctor and young Sailor watched as I got undressed
again, this time I did it slowly, teasing them a little. This
exam was different, I think we all knew what we were really there
for.

  The Doctor felt my tits,  pulling on my nipple a little, He
asked me if I minded if he showed his assistant how to examine a
women's breast. He explained that he was learning to be a Doctor.
"Oh I don't mind." I said as I stood there naked in front of the
two of them, my cunt wet with anticipation.

  The young Sailor was by my side in a flash. The Doctor showed
him how to feel my tits and the Sailor doing everything the
Doctor told him to do, both of them pulling on my nipples, the
Doctor making believe he was explaining all about them to the
Sailor.

  I could see they both had a hard on. This was going to be very
exciting, I though. When they had enough of playing with my tits
and I wanted some cock. They had me up on the table, spread out
like before.

  The Doctor had his finger in my cunt, this time he forgot about
the rubber glove. He was feeling around inside me a little before
he started to finger fuck my cunt again. My nipples were hard,
sticking straight up. The Doctor took his finger out of my cunt
and again asked if I minded if he showed the Sailor how to do the
exam.

  Now it was the Sailors turn, there was a knock on the door and
the Doctor quickly covered me up, the Sailor answered the door,
the fun was over, The Doctor had to leave and I was left alone to
get dressed. Later I heard that the Doctor left, his tour wasup.
   
  The lady next to us had a lot of different Sailors coming to
her house in the daytime. One Day she was gone, they came to pack
up all her stuff with her husband. Frank told me that they found
out she was fucking other Sailors and she was shipped off the
Island. From then on I figured I better stay at home, I didn't
want to get caught and sent away.

  I wrote to Bill, telling him all about the Island and how I
missed him. I picked up our mail at the post office so he wrote
me back, his ship was still in Long Beach
   
  Frank started getting catalogs from Fredrick's of Hollywood and
he kept on ordering me all kinds of sexy clothes, especially
special sexy bra's. They had pads, but they pushed up and showed
what tits I had all at the top of the bra, I like them, even the
sexy panties and clothes, they showed off a lot of me when I wore
them. Frank said that my being skinny was what made the clothes
look good.

  He bought one of those new cameras that developed the picture
right away, A Polaroid. He took a lot of pictures of me in those
sexy clothes and a lot of nude ones. He liked taking close up
pictures of his cock in my cunt or mouth. He even took naked
pictures of me on the beach. He carried some of them around in
his wallet. I wondered if he ever showed them to anyone.
   
  We spent Friday nights in the enlisted men's club, playing
Bingo, Frank liked showing off and always had his hands on my
thighs or ass. I was getting to like all the attention I was
getting, so was Frank.

  We spent a lot of time on the beach with me wearing the little
two piece bathing suit he bought from Fredrick's. He liked
fucking me on the beach where other Sailors could see us, I liked
it also. There were times that I wanted to try out some of the
young Sailors that I came in contact with, Like the Sailor that
delivered our Groceries.

  I tried to be wearing as little as possible when I knew he was
coming. I waited once after my shower, with a towel wrapped
around me till he showed up. His eyes popped open when I answered
the door in the towel. I felt bold and asked him, "Would you mind
pouring this fresh water over me to rinse off?" He didn't know
what to say, or couldn't say it, he just nodded his head and
followed me into the bathroom. I dropped the towel and stood with
my back to him, letting him get a good look at my ass. I showed
him the bucket with fresh water and stepped into the shower. He
stood there a long time looking at me with the bucket in his
hands, then like he remembered something he poured the water over
me and just left. From then on he just put our groceries by the
front door and was gone.

          

<1st attachment end>


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