index


Message-ID: <53851asstr$1147727403@assm.asstr-mirror.org>
From: "Ann Douglas" <ann_douglas@hotmail.com>
Mime-Version: 1.0
Subject: {ASSM} AnnD"Golden Opportunity" MF (1/1)
Lines: 1955
Date: Mon, 15 May 2006 17:10:03 -0400
Path: assm.asstr-mirror.org!not-for-mail
Approved: <assm@asstr-mirror.org>
Newsgroups: alt.sex.stories.moderated,alt.sex.stories
Followup-To: alt.sex.stories.d

		Golden Opportunity
		by Ann Douglas
                (ann_douglas@hotmail.com)


	"Anyone planning to go to the Bicentennial Dance at the
community center tomorrow night?"   Josh Riker asked as he
reached for the next to last piece of pizza.

	"I might,"  Stephen Scott answered,  "if Laurie wants to
go."

	Much to the annoyance of his friends, Stephen was
practically incapable of answering any question without pointing
out that he was the only one of the group with a steady
girlfriend.

	"Hey, is it true that you have to ask her permission to go
to the bathroom too?"  Jack Lawrence chimed in.

	"Fuck you, Lawrence,"  Stephen shot back,  "I don't see
you having a steady girl to go out with every weekend."

	"That's because there's only one of me and it's not fair to
confine that to only one girl,"  Jack retorted.

	"Keep believing that,"  Stephen countered.

	It was a point of contention among three of the four
young men sitting around the back table of Scarpacci's Pizzeria
as to whether Stephen was actually getting some from Laurie.
They'd all known each other since grade school, with Stephen
and Laurie being a couple since sophomore year of high school.

	"How bout you, Simon?"  Josh asked the last of the group
who had been content to just sit there and drink his soda.

	"I think I'm just about Bicentennialed  out,"  Simon
Clarke said after putting his soda down.  "I think I'll pass."

	After a senior year in which just about everything from
the yearbook to the colors for graduation revolved around the
fact that 1976 was the two hundredth anniversary of the
Declaration of Independence, Simon wasn't the only one who
felt that way.  And the actual 4th of July was still a week away.

	Still, it had been a fun filled senior year, even if, unlike
Stephen, he didn't have a girlfriend.  His eighteenth birthday
was still a few months away, so when he started college in the
fall, he would still be seventeen.  Chronologically, he was always
the youngest kid in his class, with his birthday falling on the
last day the school district picked as the cut off point for a
school year.  If he'd been born a day later, he'd just be
finishing junior year.

	"What about you, Josh,"  Stephen asked,  "you going?"

	"Might as well,"  Josh answered.  "After all, what else is
there to do around here on a Saturday night?"

	Stephen and Jack nodded in agreement.  The summer was
only beginning and they were already bored.  They figured this
year would be different, after all, now they were eighteen and
men - or at least three out of four of them were.

	The last of the pizza now gone, the quartet made their
way out of Scarpacci's.  Stephen excused himself, saying he had
to go and meet Laurie.

	"Yeah, we know,"  Josh and Jack said almost in unison, as
he hurried off to meet her.

	"You think she's really putting out for him?"  Josh asked
for what had to be the hundredth time once Stephen was out
of earshot.

	`Damned if I know,"  Simon answered,  "but even if he
hasn't ever said she does, he certainly acts like it."

	Even if Stephen wasn't, Simon well knew his friend had
certainly lucked out with just having Laurie for his girlfriend.
Back when they were kids, Laurie had been the proverbial
skinny, pigtail-haired girl.  Add to that braces and glasses and
you had a pre-teen that only a mother could love.  Still, Stephen
lived just across the street from her and they'd become best
friends, no matter what anyone else thought.  Then came high
school, the braces came off, her eyes grew stronger, and Laurie
filled up and out, sprouting a respectable bust, the nipples of
which were, under the right conditions, visible even through her
bra and blouse.

	"You know what I think?"  Jack offered.

	"If we said no, would you not tell us?"  Simon replied.

	"I think he hasn't even gotten to second base with her,"
Jack stated, ignoring Simon`s question.  "In fact, I wouldn't be
surprised if mister big shot Stephen spends his nights whacking
off to her picture."

	"And whose picture do you use?"  Josh asked Jack.

	Both he and Simon laughed at the retort, so true that
even Jack finally joined in.  Not that he would admit it, Simon
would be happy to regularly get to second base with a girl.  That
was a place he'd only been twice.  First with a another counselor
at the summer camp he'd worked at the last few years, and
once with Cindy Lyman.  And just about everyone had been to
second base with Cindy.

	"We're gonna head over to Jack's house and hang out,"
Josh said,  "you wanna come?"

	"Nah, I promised my uncle I'd stop by and help him with a
few things,"  Simon replied.

	"Okay, we'll see you later then,"  Josh said,  "let me know
if you change your mind about the dance, we'd probably have
some fun."

	"Okay, I'll do that,"  Simon offered as the two older boys
headed down the block.

				-=-=-=-

	Simon's uncle, Ryan Peterson, lived on the second floor of
the same apartment building that his family lived in.  In fact,
both his father's and Ryan's parents had lived there since
before either of them were born.  So it was no surprise that
Ryan had married Donna Clarke soon after he came home from
the service.  Despite Ryan being six years older, they had
practically grown up in each other's apartment.

	His Aunt Donna had passed away fourteen months before
at the age of sixty-four, but Simon was till close to his uncle,
even if that relation had only been by marriage.  His own
father, the youngest of the previous generation, had died in a
car accident when Simon had been ten.  In the seven years
since, Ryan Peterson had done all he could to fill that void.

	"How's it going Uncle Ryan?"  Simon said as he walked into
the living room of his uncle's apartment after letting himself in
with the key he'd given him.

	"Can't complain,"  Ryan replied with a smile, "and even if I
did, who'd listen?"

	"I would,"  Simon grinned back.

	"Yeah, you would,"  Ryan agreed.

	"My mom said you had some things that you needed
moved,"  Simon said.

	"Just a box with some of your Aunt`s old things,"  the
seventy-one year old said.  "I want to donate them to the
senior's center, I'm sure someone over there can use them."

	"No problem,"  Simon said as he walked over to one of the
boxes Ryan had indicated and tested its weight.  "I might have
to borrow your shopping cart to take these,"  he judged,

	"You know were it is,"  his uncle replied.

	"Anything you want me to bring back?"  Simon said after
getting the cart and loading the two boxes into it.

	"No, I'm fine,"  he insisted.

	"I noticed that you haven't been going to the center that
much lately,"  Simon pointed out.  "I know you like to play cards
with the guys there.  You feeling okay?"

	" I'm feeling fine,"  Ryan insisted,  "or at least what
passes for fine when you get to be my age."

	"Then how come you haven't been going?"  Simon
repeated.

	"Well if you must know,"  he finally answered.  "I've been
trying to avoid running into Helen Petrowski."

	"Why would you want to avoid her?"  Simon asked
further.

	"I have my reasons,"  Ryan said without elaborating
further.

	"I don't understand,"  Simon replied,  "You've been going
to the center since before Aunt Donna passed away.  Why stop
now?"

	"Because she makes me uncomfortable, that's all,"  Ryan
quickly said.

	"She makes you uncomfortable?"  Simon repeated.  "How
could she ..."

	He paused in mid-sentence as it hit him.  Mrs. Petrowski,
whose own husband had passed away last year, was hitting on
his uncle.

	"Uncle Ryan, you should go for it,"  Simon said after his
uncle had confirmed his guess, feeling a sort of role reversal in
giving the older man dating advice.  "There's no reason you
should be alone if you don't have to be.  I know Aunt Donna
wouldn`t want you to be."

	Simon vaguely remembered Mrs. Petrowski from back
when he was a Cub Scout.  She had been one of the den
mothers but had left when he was about nine.  Still, what he
remembered of her was that she was a really nice woman.

	"It's not easy to explain,"  Ryan said.

	"You can tell me anything, you know that, right?"

	"If she was just looking for someone to keep company
with, well then that would be fine,"  he began to explain.  "After
all, we grew up in the same neighborhood and have a number of
things in common."

	"Then what's the problem?"  Simon asked curiously.

	"She... she wants someone in her bed too,"  he finally
answered  after hesitating a long moment.

	"Well, nothing wrong with that,"  Simon smiled.

	"Damn thing doesn't work."

	"What?"

	"I said the damn thing doesn't work,"  he repeated.
"hasn't worked in years.  It didn't matter to your Aunt, she
hadn't been interested in that part of marriage for a long time."

	"Well maybe that wouldn't matter,"  Simon offered,  "You
said Aunt Donna wasn`t interested, maybe she isn't that
interested either."

	"Oh she's interested all right,"  Ryan corrected him.
"She was very specific as to what she had in mind the last few
times she's invited me over."

	Curious as he was, Simon thought it best not to ask what
she had so specifically said.

	"I still think you should take a chance,"  Simon offered.
"What do you have to lose?"

	"Only my pride,"  Ryan insisted.  "It's not like I could take
a magic pill and suddenly act like I was eighteen again."

	"I'm almost eighteen and I don't get to act like that,"
Simon thought before turning his thoughts back to the matter
at hand.  "Suite yourself then,"  he added as he took hold of the
cart and said goodbye.

	"Do me a favor, if you see Mrs. Petrowski at the center,
tell her something that would make her leave me alone."

	"What should I tell her?"

	"I don't even care if you tell her the truth,"  Ryan
bellowed,  "as long as it gets her off my back so I can play
cards again."

	"I'll try and think of something,"  Simon said as he closed
and locked the door behind him.

				-=-=-=-

	The charity organizers at the center were happy to get
his uncle's donation.  They assured him that his Aunt's old
things would certainly be put to good use.  On his way out,
Simon passed the card game his uncle so missed and one of the
men involved recognized him, calling him over by name.

	"How's your uncle doing?"  Douglas Myer asked once
Simon came up to the table.  "We've missed him around here.
He`s not sick, is he?"

	"No he's fine, Mr. Myer,"  Simon replied.  "He`s just been
a little busy lately, that's all.  He should be back soon."

	"I figured he was just tired of losing,"  another man
Simon didn't know said.  "I miss his money."

	Simon smiled, glancing at the table at the piles of change
in front of each player.  If his uncle were the worse poker
player possible, and having been in the Navy before and during
the war he was hardly that, he could play and lose all afternoon
and only be a few dollars behind.  Money he could easily afford
to lose.

	"I'll tell him you asked about him,"  Simon said, ignoring
the fact that the man hadn't given him his name.  He was sure
Ryan would know who he was talking about.

	Saying good-bye to Ryan's poker buddies, Simon again
headed toward the door on the other side of the community
center.  He had just stepped outside into the parking lot when a
voice caused him to stop.

	"Excuse me, but did I hear one of those men say you
were Ryan Peterson's nephew?"  a woman asked.

	"Yes I am,"  he replied.

	"Well it's nice to meet you,"  she replied as she offered
her hand.  "I'm Helen Petrowski."

	"You're Mrs. Petrowski?"  Simon asked in surprise.

	"Is something wrong?"  she asked.

	"No, I just didn't recognize you, that's all."

	"Should you have recognized me?"  she asked.

	"Well, when I was a kid, you were one of the den mothers
in my pack and, well I thought I'd, I guess I just thought I'd
recognize you, that's all."

	"Simon Clarke,"  the older woman said as if to jog her own
memory.  "Simon Clarke, yes now I remember.  You were a sort
of quiet little boy, kept to himself a lot."

	"Yeah, that was me,"  Simon admitted.

	"Well, it's certainly obvious that you've outgrown all of
that,"  Helen said as she looked him over again from head to
toe.  "You've turned into a fine young man, a very handsome one
as well."

	"Thank you,"  he said, not sure what else to say in reply.

	Several possibilities did present themselves however,
none that he felt he should use.  The foremost of which was
that she was hardly the old lady he expected.

	Not having seen Mrs. Petrowski since he wore Cub Scout
blue, Simon had formed a much older image of what she would
look like now.  Back then, anyone older than thirty might as well
have been on the same level as his grandparents.  He knew from
his uncle that you had to be at least sixty-two to belong to the
senior center, but if he hadn't know that, Simon would've
guessed Helen Petrowski to be a lot younger.

	Simon stood five six and the woman in front of him
looked to be at least three inches taller.  She had rich blonde
hair without a trace of gray, but that only meant that she
frequented the hairdresser much like his own mother did.
Unlike his mom, or most of the older women he knew, Mrs.
Petrowski didn't look either too fat or skinny as a rail.  The
medium sized breasts that pressed against her flowered dress
hardly seemed to sag at all either.  There were of course some
soft lines on her face that showed her age, but an almost
professional application of makeup lessened the effect,
including deep red lipstick that matched the polish on her nails.
face and there was no doubt she was older, just different
somehow.

	"I was asking how your uncle was,"  Helen said, making
Simon realized it was the second time she`d asked.

	Taking a breath, Simon gave her the same answer he had
given at the poker table.  Helen listened, then gave him a look
that seemed to say she didn't believe him.

	"And here I thought he was avoiding me,"  Helen said,
confirming his impression.

	"Why would you think that?"  Simon said, adding  a
forced laugh.

	"Well, if he hasn't told you, I don't think I should either,"
Helen mused.  "Just tell him that I'm still waiting for him to
give me a call."

	"Will do,"  Simon said as he turned to walk away.

	But before he took a single step, Simon turned back
around.  Mrs. Petrowski had also turned to leave, but the sound
of her name brought her back as well.

	"Did you want something else, young man?"  she asked.

	Simon paused for a long moment, having no idea what he
was going to say next.

	"No, I guess not," he began, causing the older woman to
begin to turn away once more.  "No, wait,"  he called out much
too loud.

	Helen now had an impatient look on her face, prompting
Simon to say something, anything.

	"Look, Mrs. Petrowski, my uncle did tell me what was
going on between the two of you,"  he began.

	"Did he now?"  she asked.

	"And it's not that he doesn't like you, he does believe
me,"  Simon went on,  "it's just that, well, it's just that he can't
do what you want him to do."

	"What is it that he can't do?"  she asked.

	The memory of his uncle's telling him to even use the
truth flashed across Simon's mind.  Then it was replaced with
the idea that a tall tale would do just as well.  At least one that
wouldn't be as much of an embarrassment to Uncle Ryan.

	"Well, you know that during the war my uncle was in the
Navy, right,"  he said.

	"Yes, as were many of the men we grew up with, the
Army and Marines too,"  Helen observed.

	"Well, a lot of those men were wounded, some even
disabled,"  Simon added.  "Some not always in ways that people
could always see."

	As soon as he had said those words, Simon wondered if
he was going too far.  Then he decided he wasn`t.  After all, his
uncle actually was wounded in battle and had the Purple Heart
to show for it.  The scar from that wound just happened to be a
few inches higher than he placed it now.

	"I hope you understand,"  he finished, hoping she put all
the pieces together and drew the conclusion he wanted her to.

	"Oh that poor man,"  Helen said as she did indeed put one
and one together and got three.

	"I hope you understand that this is a very sensitive
subject for my uncle and ..."

	"Don't say another word about it,"  Helen insisted.  "who
could find anything bad to say about a man who sacrificed so
much for his country."

	"I'm glad you understand,"  Simon said, feeling pretty
pleased with his ingenuity.

	"And I have to say you show amazing sensitivity for a
young man of your age, handling such a personal subject so well."

	"Well, thank you."

	"I actually have to say, it's almost a relief to know there
is a very good reason why your uncle hasn't responded to my
invitations,"  Helen went on, taking a turn that Simon hardly
expected.  "It was almost enough to make me think I was too
old to interest a man anymore."

	"I don't think you're that old,"  Simon said without
thinking of what he was saying, other than it seemed the right
response.

	"Well, as I'm sure as your uncle confided in you, I was
perhaps a little brazen in my invitations,"  Helen said, her voice
dropping in volume as she moved closer to the young man.  "I
actually suggested an evening with me was, what is it you young
people call it, a sure thing?"

	"Something like that,"  Simon replied, thinking that it
certainly applied to his former scout leader.

	"Well, when a man turns down a sure thing, a woman had
to worry, didn't she?"

	"What did she just say?"  Simon heard himself asking in
his head.

	"A young man like you wouldn't do such a thing would he?"
she went on.

	"Excuse me?"

	"I said a young man like you wouldn't turn down a sure
thing if it was offered to him, would he?"

	Not for the first time since this conversation began,
Simon had absolutely no idea how to respond.

	"Oh I've embarrassed you, haven't I?  Helen asked.

	"No, I just, I just don't know."

	"You don't know what?"  Helen asked.  "You don't know if
what I just asked was a genuine question or just some old lady
going on and on about nothing?"

	The mute expression on his face said it was something
like that.  Along with the wish that he was somewhere else
right now.

	"And after all, I'm not just some lady on the street but
someone who knows your family and probably runs into your
mother now and then,"  she continued.  "It wouldn't do to say
something inappropriate because of some vague statements
that you simply misconstrued would it?"

	Without realizing he was doing it, Simon nodded his head
yes.

	"Well then, I guess the simplest thing to do would be to
remove any ambiguity, wouldn't it?"

	Again Simon considered the fact that he should be
somewhere else, but try as he willed it to be, his feet didn't
seem to want to move.

	"Do you have a girlfriend, Simon?"  Helen asked.

	"No," he answered.

	"But you do go out with girls, don't you,"  she added,
"you're not one of those boys who like to hang out down in the
Village are you?"

	"No, not at all,"  he quickly replied, a mental image of the
time they had visited Greenwich Village in Manhattan and the
gay population they had seen there filling his head for a
moment.

	"Well then, have you ever been with a woman, intimately I
mean?"

	"No,"  Simon heard himself say, wondering why he simply
hadn't said yes and ended whatever this was.

	"Well, I'm sure a strapping young man like yourself would
be eager to correct that condition, especially since he`d be
starting college in the fall."

	Of course the answer to that question was yes, Simon
thought, what guy his age wasn't looking to pop his cherry as
soon as possible.  There had been nights when the guys had
even joked about getting some money together and going to see
a pro.  But none of them really had the nerve to treat such a
suggestion as anything other than a joke.

	"So,"  Helen said, standing so close to the teenager that
her breasts were only inches beneath his face, "if a young man
were presented with a sure thing, even with a woman somewhat
older than he was, one that wasn't into the silly games girls his
own age play, what would a young man do?"

	Helen pause a moment than said,  "What would you do?"

	"I'm not sure,"  came his reply.

	"You're not sure,"  Helen repeated.

	Taking a deep breath, she stepped away from Simon.
She had gone a few steps, then turned and walked back to him.


	"Well I'll tell you what,"  Helen smiled,  "Since they`re
using the center for the teen Bicentennial Dance tomorrow, I
really don't have any plans for the evening.  If between now and
then, you do decide what you would do, why don`t you stop by my
house and we can discuss it."

	Simon let out a deep breath.  Not knowing what to say
was becoming a habit.

	"And if you do decide to stop by, say about eight o'clock,"
Helen concluded, "whatever we, lets say what ever we talk
about, would be between just you and me.  No one else has to
know.  Not even your uncle. Do you understand?"

	She paused to let her words sink in and then repeated,
"Do you understand?"

	"Yes,"  Simon managed to say.

	"Good, now run along,"  Helen smiled with a voice as soft
as if she was again a nine year old's Den Mother.  "And when you
see your uncle again, tell him that I understand and won't be
bothering him any more."

	With that, she turned again and this time disappeared
back into the community center.  Leaving behind a totally
discombobulated Simon.

	"Fuck!"  was all he could managed to say as he stood there
all alone.

				-=-=-=-

	The brief conversation with Helen Petrowski remained
very much on Simon's mind the rest of the day, continuing
through the night and the morning beyond.  He went over it
word by word so many times that he was beginning to be afraid
that he wasn't remembering it as it happened.  Had she really
been coming on to him, or had that just been his imagination?

	Waking up in the middle of the night, Simon had found
himself going through the boxes in his closet that were filled
with mementos of his younger years.  Finally he found what he
was looking for, a group photo of his Cub Scouting days.  There,
standing at the far right of the second row was Mrs. Petrowski.

	Looking at the photo in the light of his desk lamp, Simon
realized he was oh so wrong in thinking she was old back then.
True, she was over that thirty year old line that most people
under it seemed to draw between young and ready for the
grave.  Yet even in her mid-fifties, Helen looked better than his
mother did now in her mid-forties.  Something that hardly
would've occurred to a nine year old.

	Crawling back under the sheets, Simon was surprised, and
not a little uncomfortable to discover he now had a hard-on.
Not so embarrassed, however, not to take care of it in the
tried and true method most teenagers handled such situations.

	Since it was Saturday morning, no alarm clock woke
Simon and his first awareness of the new day was just about
ten minutes before it turned to afternoon when his mother
walked into his room with a small pile of clean laundry.  To the
seventeen year old's horror, he became aware of her presence
only seconds before he remembered the three crumpled up
tissues lying on the floor next to his bed.

	"Your Uncle Ryan stopped by about an hour ago,"  Susan
Clarke said, not noticing, or at least pretending not to notice
the sticky tissues scattered across the hard wood floor.  "He
said he didn't want to wake you but wanted to thank you again
for talking care of that problem for him.  What was that all
about."

	"Oh yeah,"  Simon said as he sat up, brushed his hair back
and rubbed the sleep from his eyes.  "That was nothing really,"
he offered as he collected his thoughts and tried not to think
about the evidence of his night's activity by his left foot,  "guy
stuff."

	When he had brought back the shopping cart last night,
Simon had confessed what had seemed at the time, creative
way he had gotten Helen off his uncles back.  To his relief,
Uncle Ryan had laughed and said he wished he'd thought of that.
The conversation between the older woman and him after that
had gone unreported.  Afterwards, he wondered if it had, would
his uncle had said "go for it" to him as well?

	"Guy stuff, huh,"  his mother said as she put the laundry
down and turned to leave.  "Well in the future, I'd ask you to
kindly hit the basket with your guy stuff."

	"Shit,"  Simon muttered under his breath as he scooped
up the tissues and tossed them into the wastebasket he'd
earlier missed by inches.

	After showering and dressing, putting on a pair of blue
shorts, a white and gold t-shirt and black sneakers, Simon
grabbed a quick bite to eat and then headed out to run the
errands he'd promised his mother he'd run, taking her dresses
to the dry cleaners, stopping by the drug store and stopping by
Flanagan and Son's to pick up their weekly meat order.

	"Here you go, Simon,"  Alan Flanagan said as he passed
the box of carefully cut and wrapped meats over the counter,
"tell your mom I added some nice veal cutlets this week that I
got a special on, I'm sure she`s going to like them."

	"Will do, Mr. Flanagan,"  Simon said to the seventy-five
year old who had worked in the butcher shop since his father
had opened it back in 1924.

	"By the way, I saw you at the center yesterday, talking
to Mrs. Petrowski,"  he mentioned as he rang up the sale and
again reached over the counter with the change.

	"You did?"  Simon asked, worried for a second that he
might've overheard as well as saw.

	"I just happened to turn and see you on my way in,"  the
older man said, closing the cash draw.  "That Helen Petrowski is
still something else,"  he mused out loud.  "I remember back
when we were all young and ..."

	A noise from the back room reminded Mr. Flanagan that
Mrs. Flanagan had gone back a few minutes before to bring out
some more wrapping paper and he abruptly changed his
comment.

	"Of course that was before I met Mrs. Flanagan of
course,"  he grinned.

	"Have a good day, Mr. Flanagan,"  Simon smiled as he
exited the store, just as Mrs. Flanagan reappeared.

	On the walk home, Simon couldn't help but wonder what it
was that Mr. Flanagan had been about to say.

	The hours between getting home and dinner were
occupied in talking care of his own chores.  His mother had
always been pretty strict about that.  She had always allowed
him a lot of leeway, but only as long as he pulled his own weight.
Especially after his Dad had died.

	"Are you planning to go to the dance?"  his mother asked
as together they cleared the dishes.

	"Josh and the guys are going, but I don't think I'm really
in the mood,"  he replied.  "Maybe I'll just go to the movies and
see `Rocky' again."

	"How many times have you seen that movie now?"  his
mother quipped as she put the dishes in the sink to soak.

	"Twice,"  Simon laughed,  "but it's a great movie."

	"If you say so,"  she smiled back.  "but don't be
disappointed if a year from now no one even remembers Rocky
whatever his name was."

	"Balboa,"  Simon said.

	"Well have a good time then,"  Mrs. Clarke said, "and try
not to stay out too late."

	"I'll be home by midnight,"  Simon promised.

	As he headed down the stairs and out into the street,
Simon really wasn't sure where he was going.  The old street
clock across the street showed it was ten to eight.  The movie,
according to the timetable in the Daily News, started at
eight-thirty.

	Both the bus stop to take to the theatre, and Helen's
brownstone, which she'd given him the address for, were in the
same direction and Simon began walking down Ninth Street
towards Fifth Avenue.  It wasn't until he reached the library on
Sixth Ave that he paused and realized that he had to make a
decision.

	The smart one to make, he realized was to keep going
down Ninth to the bust stop and again watch Rocky match fists
with Apollo Creed.  The crossing light turned green and he took
one step into the street, then again paused.  He looked down
Sixth Ave towards Seventh Street where Helen lived.  This had
to be the craziest situation of his life.

	"Oh fuck it," he muttered under his breath as he quickly
crossed the street before the light could change again and
raced down the block to catch the bus.

				-=-=-=-

	Putting the last of the dinner dishes into the dishwasher,
Helen glanced up at the clock, taking note that it was
twenty-five after eight.  Part of her let out a loud sigh of
relief.

	"What had she been thinking,"  she asked herself as she
closed the door and hit the delayed start button,  "coming on to
that boy like that?  He must've thought I'd turned out to be
some crazy old lady?"

	It would be too easy to blame the three glasses of wine
she had during lunch with the girls, saying that was the reason
she had been so loose with her tongue.  No, she had to admit
she'd found the interplay exciting.  That was the reason she'd
gone so far.

	In her entire life, no one could ever accuse Helen
Petrowski of being a prude.  And since her husband's death, she
had hardly been celibate.  But that had all been with men nearer
her own age.  The thought that she might have an encounter
with a man, a teenager really, one who was only two years older
than her oldest grandchild was at best a secret fantasy.  The
sort of thing you might consider late one night when you were
alone in bed.  So why was it that she'd let it see the light of day
when talking to Simon yesterday?

	The answer, if she chose to look for it, was near enough.
It was because men her own age were just that - her own age.
Helen well knew that she was an exception among her peers, at
least as far as her sex life went.  Most had put such things
behind them for various reasons.  Many of them had barely
been interested in it during their prime years.  Coming of age
before the age of sexual enlightenment, a number of the girls
she grew up with never got beyond the grin and bear it attitude
they had been taught to expect from sex by their mothers.

	Even back in her late teens, during the depression, Helen
had been know as a `fun girl'.  The only reason that hadn't
progressed to a reputation as a `bad girl' was that she was quite
careful as to who she partied with.  Young men who couldn't
keep there mouth shut never got the chance to sample her
charms.

	She'd married young, before the war, to a man ten years
her senior and learned that the marriage bed needn`t be the
boring place that most of her married friends told her it was.
That she brought some measure of experience and a willingness
to try anything was something her new husband valued rather
than condemned.  A heart attack took him from her much too
soon, not long after the birth of their son.  After which, as per
convention, most people expected her to settle down into the
role of widowed mother.

	But Helen had never been one for convention and was not
about to see her life over at twenty-seven.  During the war, she
did her part to entertain the boys in uniform, many of whom
carried the memory of her company to their deaths on distant
shores.  When the war was over, she'd met Daniel Petrowski
who fell in love with both her and the son she was raising alone.
Three more children added to their family in the years after,
the youngest of which was now in her mid-twenties.

	Like her first husband, Mr. Petrowski enjoyed her
adventuresome attitude in the bedroom.  One that extended to
the kitchen, the living room, and even the bathroom.  The
physical aspect of their marriage continued right up to the day
he'd died.  That he'd passed in flagrant delicato was not
something that haunted Helen, preferring to just remember
he'd died with a smile on his face.

	A smile that reflected now on Helen's face as she
remembered all of the wonderful days they'd shared together.
Memories that brought a tingle between her legs as she
remembered the nights as well.  Reminiscences that were
abruptly interrupted by the loud ringing of the doorbell.

	"Now who could that be?"  Helen asked herself as she
lowered the television she had just turned on.

	Looking through the small peephole her oldest had
insisted on putting in the door, Helen was stunned to see Simon
standing on her front doorstep. Her first thought, born of
panic, was to simply act like she wasn't home.  Then she realized
that standing right at the door, he had to have heard the sound
of the television set before she lowered it.  She couldn't just
let him stand out there, could she?

	Simon had indeed heard the sounds of the opening theme
for `Chico and the Man' as he rang the doorbell and the sudden
silence and long pause with no answer to the bell made him
wonder if he'd made a foolish mistake.  He'd actually gone two
stops on the bus before getting off and walking all the way back
here.  He wasn't totally sure he was doing the right thing, but
was certain if he didn't at least show up he'd be wondering what
might've happened the rest of his life.

	"I'm going to count to ten and then go,"  Simon promised
himself, already deciding he had his answer.

	He'd gotten all the way to eight when the porch light
suddenly came on and he heard the lock being undone.

	"Simon, this is a surprise,"  Helen said after opening the
door.  "What brings you to my door?"

	"You invited me,"  Simon said, wondering what was going
on.  "Don't you remember?"

	"I did?"  Helen asked in return, trying to give the
impression that she really didn't recall the invitation, and by
implication, the conversation that had gone with it.

	"Maybe I was mistaken,"  Simon replied, thinking that
this had been a bad idea after all.

	"No, Simon, wait a minute,"  Helen said as he started to
turn back down the two steps to the walk,  "I do remember
something like that, please come in."

	As Simon did just that, Helen mentally asked herself
what the hell she was doing.  The solution to her problem had
been handed to her on a silver platter and she was only
complicating matters.

	"Would you like a soda or something to drink?"  Helen
asked, giving the young man the impression that he was going to
be there long enough to drink it.

	"Soda would be fine,"  he replied.

	As she led him through the hall into the kitchen, Simon
took note of the white blouse and black skirt she was wearing.
Nice enough, but not exactly what he would've expected if she
really was planning to seduce him.  Then again, what did he
expect her to be wearing,  a robe with nothing beneath?

	"Let's see,"  Helen said as she opened the refrigerator to
see what she had,  "there's Coke, Pepsi, Mountain Dew or if
you'd like, I have Reingold if you'd care for a beer instead?"

	Simon thought about it a second and decided what the
hell, he'd have the beer.  Even though he was still a few months
away from being legally able to drink, Simon, like just about
every kid in the neighborhood paid little attention to that law.
In fact, he'd been buying beer for his uncle at the corner
grocery since he was twelve.  Every once in a while, his uncle
would share a can with him, deciding he knew better what was in
his nephew's best interest than some faceless bureaucrat.  Like
his own father had done, Ryan introduced Simon to drinking
responsibly.

	Opening two bottles, Helen poured the contents into two
tall glasses and set one down at the center place at the kitchen
table.  Holding her own still in her hand, she sat down in the
empty chair in front of the open window.  Ryan followed and sat
in the chair next to her.  A warm breeze from the backyard
made the drink more appreciated.

	Helen waited a few moments while Simon tasted his beer,
taking the time to think what she wanted to say.  She then
bought herself a further respite by waiting to sample her own
until he was done.

	"Good beer,"  she said as she put down her glass, having
emptied almost a quarter of the glass.  "Just the sort of thing
you need on a warm night."

	Simon nodded his head in agreement.

	"Of course it's important to always remember to drink
responsibility,"  Helen went on,  "and to remember that it really
doesn't take much to lower you're inhibitions at times."

	Simon said he agreed, noting that was one of the things
his uncle had stressed to him as he got older.

	"Smart man, your uncle,"  Helen said as she took another
drink.

	Simon again agreed as he took one as well.

	"The reason I bring that up,"  Helen said as she put the
glass on the tabletop, now more than half empty, "was that I
had perhaps a little too much wine at lunch yesterday.  Do you
drink wine, Simon?"

	"Not really,"  he replied.

	"Well with some people, it can be a lot more potent than
beer,"  Helen offered.

	Simon didn't know if that was true or not, but wondered
why she was bringing it up.  A moment later she answered his
curiosity.

	"The reason I mention that was because of having drank
a little too much, I may have said some things yesterday that I
really shouldn't have."

	What escaped Simon's notice for the moment was that
Helen had said things she shouldn't have said, not things she
hadn't meant.

	"So you were just playing a game with me then?"  Simon
said, the hurt in his voice quite evident.

	"No, definitely not a game,"  the older woman assured
him,  "I would never do that.  I just said some things that were
inappropriate, that's all."

	This time, Simon picked up on the fact that she hadn't
said her statements had been wrong, just inappropriate.

	"But you did mean what you said, even if you shouldn't
have said it, didn't you?"  he asked, his tone stating he at least
wanted a honest answer.

	An answer that took a long time in coming as Helen chose
to finish her beer before giving a response.  Simon didn't
complain, he was going to at least get the truth if nothing else.

	"I guess I did,"  she finally answered.  "I guess I just got
a little carried away, that's all."

	"So if I didn't freeze up when you asked me what I would
do, you'd have done the same things with me that you offered
to do with my uncle?"

	Helen let out a loud sigh.  That certainly was direct, she
thought.

	"Simon, everyone has fantasies from time to time, even
old ladies like me,"  she said, trying to put the situation into a
more relaxed mode.  "Just like I'm sure you've sometimes
wondered what it might be like with someone older, as many
young men your age do, I've occasionally thought what it might
be with a young man."

	"I guess so,"  Simon said, his tone again changing to one
of seeming acceptance.

	"Have you ever had thoughts about an older woman,
Simon?"  Helen unexpectedly found herself asking.

	"I guess so,"  he admitted.

	"And who would that have been?  Helen continued.  "One
of your teachers, perhaps or one of your friend's mothers?"

	"One of my friend's mom,"  Simon confessed, his voice
almost a whisper.

	Curious as she was, Helen resisted the urge to ask who
that had been.  She knew just about everyone in the
neighborhood and was sure she would recognize the name if he
said it.

	"And there's nothing wrong with that,"  Helen assured
him.  "Young men, and women have been thinking like that more
years that you can imagine."

	It probably wouldn't be a bright idea, Helen thought, to
add that some of them did a lot more than think about it too.
In her own case, the memory of her first lover, twenty years
her senior, was still almost as fresh in her mind as it had been
four and a half decades before.  A remembrance that, even if
unmentioned, now affected her thinking more than she realized.

	"I guess I've pretty much behaved like a real idiot,"
Simon said as he drained the last of his beer.

	"Not at all,"  Helen smiled warmly.  "If anything, knowing
you had a desire for an old lady like me is more flattering that
you could imagine."

	"I don't think you're that old,"  Simon said, meaning every
word.  His close relationship with his uncle, who was even older
than Helen had taught him that most times, age really is just a
state of mind.

	"You do say the nicest things,"  the blonde smiled even
brighter.

	"I meant it."

	"Simon, whatever am I going to do with you?"  Helen
laughed softly as she reached across the table and placed her
hand on his.

	A simple touch that had an almost electric reaction for
both of them.  Helen slowly pulled her hand back, surprised it
had been so powerful.

	"Is something wrong?"  Simon asked as Helen sat there
silent for a moment, then began to slowly shake her head.

	"No, nothing's wrong,"  Helen said,  "I just can't believe
what I'm about to say."

	"I don't understand."

	"Simon, I've been lying to you,"  she began,  "well maybe
lying is too strong a word.  I wasn't drunk yesterday afternoon,
just a little lightheaded."

	"Oh,"  was all he could reply.

	"I felt the same things that you did, only now that push
comes to shove, I didn't have the courage to follow through on
my feelings."

	"It's okay,  I understand,"  Simon answered.

	"Well you shouldn't have to understand,"  Helen said in
turn,  "what I did was a very cruel thing to do to such a nice
young man."

	"It's okay, really,"  Simon insisted.  "I guess it was fun
just to think it might happen for a while."

	"Well, still I feel like I owe you something,"  Helen
insisted.

	"Well, you did give me a beer."

	"That's true,"  Helen said as she again reached out and
took his hand in hers, feeling if not the same reaction, a not
unpleasant warmth that spread back across her.  "but I was
wondering if you would like something else?"

	"Well I already had dinner,"  Simon said.

	"Actually, I was wondering if you might like a hand job,
just so you haven't gone to all this trouble for nothing."

	"A what?"  Simon exclaimed, his face turning pale white,
even as he was sure he`d had to have heard her wrong.

	Rather than repeat what she'd just said, Helen's leaned
forward and proved that there was nothing wrong at all with
the young man's hearing.

				-=-=-=-

	Closing distance between them to less than a foot, Helen
reached out and slipped her hand beneath the waistbands of
both Simon's shorts and the briefs beneath.  Simon let out a
loud gasp as he felt her fingers close around his already
semi-hard cock.  Despite the erotic thoughts that had filled his
mind these last twenty-four hours, the young man really
couldn't believe this was really happening.  That this woman, who
had once been the den mother of his scout troop, was now
playing with his cock.  Up until now, it had all seemed a sort of
fantasy, something not quite real.

	But as her fingers ran up and down his cock, each soft
caress sending flashes of delight across his body, it was soon
impossible not to accept it all as real.  He could feel himself
growing ever harder in her hand as she slightly increased her
hold on him and pumped it gently.

	"Feels nice, doesn't it?"  she asked, not really expecting
any answer other than yes.

	She settled for a sort of grunt as Simon realized that he
was almost afraid to breath, much less speak.  The cause of his
fear that she might stop.

	But stopping was the furthest thing from Helen's mind as
worked her way further down and cupped his balls.  The phrase,
"having a man by his balls," had never been about pain as some
people might assume, but about pleasure and the prospect of
total surrender to that pleasure.  It was a truism she had
learned from two husbands as well as a number of lovers before
and after.  Simon proved no exception as she massaged his most
sensitive spots, taking total control of his body.

	"Why don't you take off these pants so you can be more
comfortable?"  Helen suggested.

	The suggestion might as well have been a command as
Simon quickly responded, standing up and pulled down both sets
of shorts in an almost single motion, causing a now erect cock to
snap to attention.

	"Very impressive,"  the older woman smiled as she
continued to hold and stroke his balls with one hand while
running the index finger of the other the length of his young
manhood.

	"Does this feel good?"  Helen closed her second hand and
applied a tighter grip around his hardness, pulling him even
closer to her.  "I'm not hurting you, am I?

	"Not at all,"  Simon replied breathlessly.

	"Good, because the last thing I want to do is hurt you,"
the blonde said as she tilted her head closer and gently blew
warm air across the head of his cock.

	As her lips brushed close enough to the head of his cock
as to almost touch it, Simon was filled with the thought that
she might actually do just that.  That she might actually suck
him off was both thrilling and terrifying.  Thrilling because not
even Stephen had claimed that Laurie did that to him.  Blowjobs
were something that everyone had heard about, but no one
actually knew anyone who'd actually gotten one.  At least no one
that they believed.  The terror coming from the fear that if
she so much as touch him like that, he'd shoot his load then and
there.

	Then, just as he thought she might actually do it, Helen
pulled back and concentrated on just massaging him with her
hands.  Not that he was going to complain about that in any way.
Magic was the only word to describe her touch and each brush
of her fingers brought a new and unexpected delight.

	"Has anyone else ever done this for you?"  Helen asked as
she continued to work her fingers over everyone one of his six
and a half inches.

	"Yes..."  Simon gasped, trying hard to enjoy the feelings
filling him and at the same time, not lose control.

	"A girl?"  Helen asked.

	"Yes..."  he gasped a second time, thankful that she had
confined the question to one gender.  Back when he had first
discovered masturbation in junior high, he and his cousin had
talked about it one night, comparing notes and going so far as to
do it to each other to see what it was like.  If she had asked,
Simon wasn`t sure he would be able to lie and say no.

	"Anyone I might know?"  Helen asked further out of
curiosity.

	"Cindy Lyman,"  Simon confessed.

	"Cindy Lyman,"  Helen repeated with a laugh,  "Well I can
certainly believe that.  You can't imagine some of the things I've
heard about that girl.  Then again, maybe you can, since I'm
pretty certain most of them are true.  Especially since I know
some of the men involved."

	Despite being almost totally enthralled by Helen's
ministrations, Simon didn't miss the fact that she'd said men,
not boys.  One of the stories he'd heard himself about Cindy
was that she'd fooled around with older men, some of whom
were even married.

	"Did you fuck her?"  Helen asked.

	"No,"  Simon quickly answered, the disappointment
evident in his reply.

	"Really?"  Helen responded, the surprise in her own voice
equally evident.  "Well I would hope she at least gave you a blow
job then."

	Simon didn't answer, but his silence said that hadn't
happened either.  It wasn't that he was embarrassed to admit
it, he was just too stunned to learn that Cindy was indeed one
of those seemingly mythical girls who actually did things like
that.

	"You've never done either of those things with a girl,
have you?"

	"No, I haven't,"  he answered, hoping she wouldn't think
him a loser for not having done so.

	"Well, I'm sure that none of your friends have either, no
matter what they might claim,"  Helen smiled with assurance.

	That made Simon feel better.

	"So I guess the question now is, would you like to?"

	Even more than before, that question stunned Simon into
silence.

	"Even if it's with an old lady?"

	"I ... I don't think you`re old at all,"  Simon managed to
say, much to his own surprise.

	"That was exactly the right answer,"  Helen said as she
moved even closer and kissed him right on the lips.

	Sometime back, one night while he and the guys were
talking about girls and sex, one of them had, for some unknown
reason, brought up the subject of older women.  The question
had been asked, what would it be like to kiss one of them.  The
consensus, Simon remembered, was that it would be like kissing
your grandmother.  If asked that question again, he'd certainly
have to come up with a new answer.  Unless of course he could
somehow envision his grandmother snaking her tongue deep into
his mouth and exploring the furthest reaches of his mouth.

	"Wow,"  Simon exclaimed when Helen withdrew her
tongue.

	"Not too icky?"  Helen asked with a smile, even as she
continued to hold his cock in her hands.

	"Not in the slightest,"  Simon quickly replied.

	"Better than Cindy Lyman?"

	"No comparison,"  Simon gushed.

	"Well, I have had a few more decades practice than she
has,"  Helen laughed.

	Simon tried to laugh as well, having to agree with that
assessment.  It also occurred to him that there were many
other things that Helen had to have had a lot of practice at.

	"Are you sure you want to do this?"  Helen asked, her
voice again becoming more serious.

	"Definitely,"  Simon said with confidence.

	"A large part of me says that I'm going to regret this
come tomorrow,"  Helen continued in that same tone,  "but then
again, I've always been a believer that tomorrow somehow
always takes care of itself.  So why don't you pull your pants
back up and we'll take this up to my bedroom where I'm sure
we'll both be a lot more comfortable."

	Filled with the realization that every one of his most
secret dreams was very well about to come true, Simon did just
that with such vigor that he almost knocked himself over when
he reached down for his shorts.  Helen let him compose himself
and then led him up the back stairs to the large master
bedroom just above the kitchen.

				-=-=-=-

	Stepping into the bedroom, Simon barely gave his
surroundings a glance, except for the large, king sized four
post bed in the center of the room.  It was more than twice the
size of the one he slept in back home.  He was so wrapped up in
the thought of what was about to happen in that bed that he
didn't even notice when Helen stepped away from him and lit a
half dozen candles that were scattered around the room.  Once
done, she pressed the wall switch she had turned on when they
entered the room and the lighting dropped to a soft, half light
that gave the room a much more romantic feel.

	"Why don't you make yourself comfortable,"  Helen told
Simon as she pulled something he couldn't see from the top
drawer of a large dresser.  "I'll be back in a few minutes."

	As she disappeared into the adjacent bathroom, Simon
pondered for a moment just what comfortable meant.  Should
he take off all of his clothes or just his outer shirt and pants?
Getting naked wouldn't seem too forward, he thought.  After
all, not five minutes ago Helen was playing with his cock.  He
thought about it another few seconds and decided to strip down
to just his briefs.

	He'd just draped his clothes onto a nearby chair, his
socks and sneakers right under it, when the bathroom room
reopened.  Simon had to roll over to look in that direction and
when he did he found himself speechless once more.

	Having turned off the bathroom light before she opened
the door, Helen stood bathed in the glow of the candles.  The
outfit she had been wearing had been replaced by a very sexy
set of black lingerie.  Simon didn't know what most of the
things she now wore were called, but he'd seen them in
magazines guys passed around school.

	If he'd paid more attention to what was written under
the photographs that they'd all drooled over, he'd have
recognized the main part of her ensemble as a bustier, cut low
enough to show a considerable amount of cleavage.  Dropping his
gaze to below her waist, he recognized the matching panties,
even if they were more transparent than anything he'd find in
his mother's or sister's laundry.  The stockings she wore,
attached to the bustier by garters, were equally translucent, as
was the long robe that hung open across her shoulders.

	"I hope you like it,"  Helen said as she turned right and
left to give a greater appreciation of the outfit and the body it
enhanced.

	Like was hardly the word that came to mind as Simon felt
his cock grow instantly hard against the confines of his fruit of
the looms.  If Helen had come out of the bathroom totally
naked, he'd hardly have been as spellbound as he was right now.

	"I said you should make yourself comfortable,"  Helen
said as she took the half dozen steps that separated her from
the door to the bathroom and the side of the bed.  "I don't
think you're very comfortable with your underpants all tight like
that."  she added with a grin.

	Reaching the bed, she sat on the edge of it and taking
hold of both sides of his waistband, pulled is briefs down and
off.  Discarding them on the floor without a second thought,
her attention immediately turned to the fully erect cock
standing less than a foot away.  Her outstretched fingers
glided up and down the stiff column, causing Simon to
practically jump as her touch sent a electric surge across his
now naked body.

	A reaction that pleased Helen to no end as she moved
even closer and bent down to kiss the crown of his cock.  Just
as her lips made contact, she slipped her tongue between them
and licked off the small pearl that had formed from his
excitement.

	"Mmmmm, tasty," she practically purred as she closed
her fingers around the base of his cock and opened her mouth
even wider.

	"Oh my God!"  Simon gasped as Helen took his entire
length into her mouth.

	Simon really believed he was about to pass out.  None of
the things the other guys had said about getting a blow job had
been anything close to what he was feeling right now.  The
touch of Helen's tongue brushing up and down his flesh was
heaven, coupled with the almost vacuum like pressure of her
lips, he was sure he was going to lose it any second.  And if it
had been Cindy Lyman doing the honors, he undoubtedly would
have.  But Helen had decades of experience, not months and
knew just went to back off to keep a man from coming.  Even a
young man lacking anything faintly resembling self-control.

	Her hands massaged his balls, applying gentle pressure in
just the right places to hinder a climax.  Then she would bring
him back to the edge once more and start all over again.  Helen
knew that, unlike most of the men who had shared this bed
since her husband had died, Simon would easily be able to
climax more than once, but why rush.  Better to show him how
much fun it could be to take your time.  Something most girls
his age hadn't learned yet.

	Simon had closed his eyes, abandoning himself to the
pleasures of Helen's oral talents.  He felt his cock sliding ever
deeper into her mouth as she began to suck him with ever
increasing passion.  For once brief moment, he considered the
idea that his uncle had to be crazy to have passed this up.  But
that moment quickly passed, not to return.

	Opening his eyes, Simon watched as Helen's head bobbed
up and down, her mouth tightly wrapped around his cock.  With
each upward motion, she almost let his cock slide free, but then
took him whole once more in a quick downward plunge.  The
effect of which on Simon was immeasurable.

	The seventeen year old had no idea of how long this went
on, or that somewhere along the way, Helen had abandoned her
efforts to keep him from coming.  It was only when the fires
within him again brought him to a boil and then beyond did he
realize that he was about to enjoy the orgasm that he had been
waiting for.

	"Oh God, I'm going to come,"  he managed to say as he
felt his climax building, even as Helen's lips and tongue worked
even harder on his cock.

	An effort that saw the fruits of her labors only
heartbeats later as Simon exploded in her mouth.  The richness
of his ejaculation, so long absent from the men who usually
enjoyed her charms, caught her by surprise.  But only for a
moment as she happily, even greedily, swallowed every drop.  It
was a prize she had enjoyed ever since the first time she had
ever pleased a man in this manner.

	Even as she continued to drain Simon of every last bit of
his orgasm, Helen thought for a brief moment of the last time
she had tasted a boy this young.  She had been a year younger
than Simon, and had learned about oral sex from an older
woman who lived in the same apartment building with whom she
had struck up a friendship.  At first, the advice the newly
immigrated Frenchwoman had given her seemed quite gross to
the sixteen year old.  But soon enough, the passions that filled
her when she was alone with Johnny O'Connor broke down her
walls of resistance.  Trying what Anna Maria had told her
seemed a much safer path than spreading her legs and risking
pregnancy as some of the other girls did.  More so, it made
Johnny much more willing to try something else that the thirty
year old had explained to her.  Something that she now planned
to pass on to Simon as well.

	"That was fun, wasn`t it?"  Helen asked as she let Simon's
now shrinking cock slip from her mouth.

	"That was awesome,"  Simon expanded.  "I never imagined
how great that could be."

	"Well there are a lot of things I'm sure you`ve never
imagined,"  Helen smiled as she playing ran two of her fingers up
and down his flaccid cock, leaning down to kiss it a last time
before letting it go.  "Hopefully we'll have time to show you
more of them."

	"I can get hard again,"  Simon quickly assured her,
thinking that his current limp state was causing her concern.
"Sometimes I can get hard three or four times in a night,"  he
added, his tone bordered on being boastful.

	"I'm sure you can,"  Helen said with some amusement,
"but there are things that you can do in the meantime as well.
Making love is about a lot more than just fucking.  Many young
men never take the time to learn that."

	"Oh I want to learn,"  Simon quickly replied, realizing
that he might never ever get a chance like this again.

	"And I'm going to teach you,"  Helen assured him,  "so
why don't you just lay back and we'll start on lesson one."

	Simon stretched out on the bed, his head against the
pillows propped alongside the headboard.  Helen lifted herself
up and climbed over him, kneeling across his waist, a bended
knee on each side of him.

	Reaching out with her hands, she ran her fingers across
his chest, brushing against the thin layer of hair and rubbing
his nipples until they grew hard.  Gently at first, she squeezed
them, then applied a little more pressure.  Simon had never
before considered the idea that a man's nipples could be as
sensitive as a woman's, but it was a fact he was delighted to
discover.  Especially when Helen leaned closer and replaced the
touch of her fingers with that of her tongue.

	"Hmmm,"  Helen purred as she tickled his nipple with the
tip of her tongue, making it hard enough to slip into her mouth.

	"Ohhhh,"  Simon gasped as the older woman wrapped her
lips around his nipple, even as she continued to play with it with
her tongue.

	"I want you to pay careful attention to what I do,"  Helen
said as she let him slip from her mouth and turned her
attention to his left side,  "because after this, I want you to do
the same thing to me."

	The lesson went on for at least ten minutes more, with
Helen going back and forth, leaving a wet trail between his
nipples.  The sensations she produced were new and exciting to
the young man, causing both a pleasing warmth across his body
and a renewed hardness between his legs.

	Finally, Helen lifted herself back up and undid part of
her outfit.  The top of the bustier came free, falling to the
side as she covered her now exposed mounds with outstretched
fingers.  Simon watched intently as Helen squeezed her
breasts, rubbing them with her fingers and giving him a quick
peak at her nipples and the dark pink circles around them.

	Dropping both hands at the same time, she moved just a
little closer, so that her breasts hung just above Simons head.
Close enough for him to reach up and take matters in hand.

	Something he paused several long moments before doing,
content to just enjoy his first really good look at a woman's
boobs.  Oh he'd had quick glimpses of them before, even if
they'd belonged to his mother or sister.  And of course there
were always the girls at the beach who wore suits just tight
enough to let their nipples show through.

	They were hardly the stuff of the men's magazines he
and his friends kept hidden in their rooms, but they were real
and more importantly, his for the taking.  Closing a hand around
each of them, he squeezed them softly, amazed at how soft and
warm they felt.

	Using his fingers like she had shown him, Simon played
with her nipples, bringing them to a length twice as long as his
had been.  They looked so inviting that he couldn't wait any
longer and he eagerly brought his mouth to the closest of them.

	Helen let out a loud sigh as his lips closed around her
nipple, smiling broadly as he imitated the movements of her
tongue.

	"Just a little softer,"  she whispered as he sucked on her
breasts,  "yes, just like that."

	That the breasts he was sucking belonged to a woman
older than his mother never entered his mind.  In fact, looking
at her now, it was hard to imagine how old she was at all.  Helen
had always kept herself in good shape, keeping the effects of
time at bay in a way that most younger women could only envy.

	Holding her breasts in the palms of her hand, Helen
alternately fed them to Simon.  He proved an eager and
appreciative student, taking the basics of what she had taught
him and quickly improving on them.

	"You're very good with that tongue,"  Helen said as after
kissing him long and hard.  "I think you're ready for the next
lesson."

	With that, she lifted herself off Simon and dropped
down alongside him on the bed.  At her request, he moved to
the bottom on the bed, situating himself between her legs.  The
seventeen year old had a good idea what came next, but the
idea of doing to a woman what she had done for him earlier was
something that had never even entered his wildest fantasies.
If it was one thing all the guys had agreed on when the subject
of cunnilingus came up, it was that it had to be the grossest
thing they had ever heard of and there was no way any of them
would ever do it.  Yet, at the same time, none of them seemed
to have any problem with the idea that a girl might put one of
their cocks in her mouth.

	While he was moving to where Helen had directed him to,
she undid the small snaps that held the panties to the rest of
her apparel.  She waited until he was comfortably in position,
then let the covering slide free as easily as that covering her
breasts had done.

	The sight of a woman's sex was something Simon had
never seen, even in books.  His first reaction, was that it was
indeed gross.  The hair that surrounded her pussy was a
mixture of colors, the majority of which was white and gray.
Remembering stories, jokes really, that the guys used to tell
about a pussy smelling like fish, Simon was surprised to find
that wasn`t the case at all.  In fact, once he got used to it, it
was a sort of sweet smell.

	Certain that this was his first real view of a pussy, Helen
was content to just lay back and let Simon explore her sex at
his own pace.  There would time enough when he was ready to
continue the lesson.  To her satisfaction, it didn't take long at
all for Simon to reach out with his hands and begin that
exploration.

	As his fingers brushed against the damp mound, and then
the even wetter place within, Simon's first reaction was how
much it felt the same as the time he'd had his hand down
Cindy's pants in the backseat of his father's car.  Somehow, he
thought it might be different, given that Helen was so much
older and all.  If there was a difference, he hardly had enough
experience to tell what it was.

	Remembering what Cindy had said about her clitoris,
Simon carefully explored with his fingers until he found it.  It
was a lot easier, he thought, when you can see what you are
doing.  Soon finding his prize, he began to gently massage it
with his fingertips.

	"Oh yes, right there,"  Helen offered, impressed with his
show of initiative.  So much so that she decided to just let him
go on his own and see where it led.

	Simon continued to play with his new discovery, paying
careful attention to Helen's reactions as he gently probed her
inner reaches.  Once certain he had pretty much mapped it all
out, he decided to take a major step further and try what all of
his friend, and himself, had swore they'd never do.

	"Oooooo,"  Helen moaned loudly as Simon reached
forward with his tongue and guided it between his fingers to
brush against her clit.

	It was different, of that he was sure, but no where near
as bad as he had imagined.  The gross factor quickly gave way
beneath the cries of pleasure his actions were producing in the
woman beneath him.  Even more eagerly than before, he began
to work his tongue in earnest, treating her excited nub the
same way he had earlier massaged her nipples.

	For a total amateur, especially one doing this for the
first time, Helen decided that Simon wasn`t half bad.  He'd
managed to quickly overcome any initial reluctance and give it
his best effort.  All he needed was a little seasoning and some
helpful hints.

	Hints which Helen was more than happy to give, speaking
in the same soft, gentle tone she had used to instruct
nine-year-old in the activities they needed to master to earn
their Cub Scout badges.  Her own fingers replaced Simon's as
she helped guide him to the right spots, explaining how to
improve his performance.  There might not be a merit badge in
the offing, but she was sure he wouldn't be disappointed at the
outcome of his efforts.

	Adding her own touch to his, Helen quickly brought
herself down a well traveled path that she knew would lead to a
climax.  She helped carry herself all the way to the threshold,
then withdrew her hand and let Simon continue on his own.

	Realizing what she had done, he doubled his efforts and
was pleased to feel her body respond.  Laying her head back and
closing her eyes, Helen savored the moment and looked forward
with anticipation to what she knew was only brief heartbeats
away.  Making a woman climax for the first time was something
a young man would always remember, and she wanted nothing to
distract him from that goal.

	The seconds passed and an orgasm was upon her.  Not the
sort a more experienced lover might produce, but pleasing
nevertheless.  Especially since it was his first.

	Feeling her body quake beneath him sent similar tremors
across Simon`s chest and he almost thought his heart might
stop beating.  Such was his excitement.  But his heart went on,
and when he remembered to do so, so did his breaths.  Lifting
himself from between her legs, he was met with a look of
contentment on Helen's face.

	"Did I really make you come?"  he asked, remembering
overhearing someone say that some women fake things like that
to make a guy think he had.

	"You certainly did,"  Helen assured him, thinking that it
was indeed the truth, even if he had some help along the way.

	"Wow,"  Simon heard himself say.

				-=-=-=-

	After giving him a few long seconds to savor that
knowledge, Helen told Simon to switch places with her and no
sooner had be stretched out on the bed, she took his cock in
hand and gently gave it a few playful pumps.  Her mouth
followed her hand and before he knew it, his hard manhood was
again deep in her mouth.

	"Oh yeah!"  he cried as he felt her sweet wetness engulf
him.

	As she had done before, Helen quickly worked her tongue
up and down his shaft, her fingers manipulating the sensitive
skin at the base of his cock.  This time, however, the object
wasn`t to make the young man climax but merely to insure that
he was as hard as could be.  Something she needn`t have
worried about.  Young men his age, she should've remembered,
were eternally hard.  Just as many young women of the same
age were perpetually wet, even if a much smaller number of
them would admit it.

	Letting his cock slip from her mouth, Helen took hold of
the sides of her breasts and pressed them together, trapping
his stiffness between them.  She vigorously rubbed them up
and down, catching the head of his cock with her tongue as it
emerged from her flesh, tickling it with darting strokes.

	"Ooooo,"  Simon again moaned, delighting in the effect
she was having on him.

	"Just hang tight,"  she said wordlessly to her young lover,
"because it's only going to bet better."

	Lifting herself even higher, Helen stood halfway up and
again reached down to take his cock in hand.  Then, holding it
tightly, she brought herself back down, placing the tip of his
cock against the entrance to her pussy.

	Gently she rubbed the two together, satisfying herself
that she was sufficiently aroused as not to need any help with
what was to come next.  Not that she thought Simon would've
minded if she'd needed to resort to the small tube of lubricant
in the night table.  In fact, she'd gotten so good at applying it
surreptitiously, most men didn't even notice.

	"Ready?"  she asked with a smile as she looked down on
Simon, her fingers continuing to rub along the sides of his cock.

	Simon replied with an equally anxious smile, not wanting
to waste words when he was trying to forever memorize every
aspect of what was happening.

	Slowly, methodically, Helen brought herself down and
took Simon inside of her.  She could feel his hardness filling
her as she moved, content that while she was hardly as tight as
she once was, it was more than enough to give the young man a
most memorable experience.

	"Fuck!"  Simon gasped as he felt the weight of her body
come to rest against his, signaling that he was totally inside of
her.

	The weight lasted only a moment as Helen lifted herself
up just a few inches and slid back down.  A movement repeated
again and again, each time with her rising a little higher and
coming down more forcefully.  A rhythm quickly developed and
with it the realization that Simon had just surrendered his
virginity.

	Talking hold of her thighs with his hands, Simon added
his motions to her own, meeting her downward thrusts with
ones just as powerful.  One thought dominated his brain, he was
actually fucking a woman.  Her age or who she was didn't
matter, he assured himself.  He was doing what he was sure
none of his friends had done, despite their boasting.

	"Oh yeah, baby,"  Helen assured him as she got more and
more into it,  "you're doing fine.  That feels really good!"

	And feel good it did, but as the minutes passed, Helen
realized that she was missing a golden opportunity.  All of her
recent lovers, her late husband included, had been men of her
own age.  Men who might have had the will, but not the energy
to give her the fucking she used to so enjoy.  Not that she
hadn't enjoyed their attentions, but why let a chance like this
go.

	"Simon, change places with me,"  she said, lifting herself
off him in a motion so quick as to surprise him that he was no
longer inside of her.

	Anxious to rectify that,  he quickly moved to comply with
her request, order actually.  Helen dropped onto her back and
spread her legs wide, inviting him back inside of her.  An
invitation he just as rapidly accepted, taking hold of his cock
and slipping it past the folds of her wet mound.  The return of
her warmth against his flesh brought yet another loud moan
from the both of them.

	Helen was content now to just lay back and let Simon do
most of the work.  Moving on instinct and the memories of
hundreds of late night fantasies, the younger man pumped his
manhood in and out of her as fast and hard as he could.  Each
thrust sent echoes of lust through both of their bodies.
Echoes that grew in both frequency and intensity as the clock
on the wall passed the minutes.

	With her legs wrapped around him, Helen ran her hands
up and down his back, stroking his sweat covered flesh.  Her
own was no less damp.  Words of encouragement passed from
her lips, urging him onward with assurances that he was indeed
doing it oh so right.

	Experience and an understanding of what young men were
like told Helen that at the rate Simon was going, he wouldn't
last much longer.  That thought reminded her that there was
something else she missed.  Getting her lover's attention, she
whispered her request into his ear.

	At first, Simon was almost reluctant to stop what he was
doing.  But that disinclination faded almost immediately with
the second thought that Helen hadn't been wrong yet about
what he would enjoy.

	Again their bodies changed position.  Helen was still
beneath him but she had turned around so that her head was
firmly pressed against the pillows and her bottom was raised
high in the air.  Simon had to back off the bed while she moved,
but he was back just as quick, again positioning his cock against
the entrance to her delights.  As he pressed back inside of her,
he remembered from the sex book Josh and the guys had once
found that this was called "doggy style."  Also, as he again
picked up his pace, he remembered from that book that people
sometimes used this position to have anal sex.  He wondered for
a fleeting second what that was like and if Helen had ever done
anything like that.  Then the second passed as the urgency and
immediacy of what was happening drew his complete attention.

	"Oh God, oh God!"  Helen moaned into the pillow as Simon
rammed into her even harder than before.

	The sentiment, if not the words, were echoed by Simon.
Two minutes ago, he was sure nothing could've felt better but
now he had been proven wrong.  He could feel her tightness
growing around him, even as his climax built to explosive levels.
Any self-control had long ago passed, both of them were now
just along for the ride.  And what a ride it was, one that would
carry them across the finish line only a dozen heartbeats later.

	Loud cries from both of them bounced against the walls
as shared orgasms caused both their bodies to quake.  For
Helen it was the return of memories held dear, and for Simon
the realization of fantasies cherished.  It would've been
impossible to tell whom had enjoyed it more.

	 				-=-=-=-

	Their bodies saturated with the sweat of their
exertions, Simon and Helen lay there for the longest time,
interlocked with each other's naked body.  It was only the
chime of the grandfather clock downstairs, chiming the
midnight hour, that caused Simon to lift his head from between
her breasts.

	"Oh shit, I'm supposed to be home by now," he exclaimed
as he practically jumped out of the bed.

	"Well it's too late to do anything about that now,"  Helen
smiled reassuringly with the voice of experience.  "Take a deep
breath and lets see what we can do about that."

	In the end, after a few minutes thought,  all it took was a
quick phone call home to say he'd missed the bus.  All his
mother was concerned about was his safety, and said that she
would leave a light on for him as she was going off to bed.

	"See,"  Helen said after Simon had laid down the
receiver,  "all is well.  Now you even have time to take a quick
shower before you go.  No sense going home smelling like you've
been running laps around the park."

	Simon smiled at the suggestion, as if laps have ever been
this much fun.

	As she heard the water in the adjacent bathroom come
on, Helen was almost tempted to join him and wash his back,
along with anything else that needed washing.  But that would
make him a lot later than the half-hour he had assured his
mother.

	Still a little wet, Simon stepped from the bathroom two
minutes later and quickly changed back into the clothes Helen
had gathered up for him.  As she watched him dress, the older
blonde haired woman got the impression that he was suddenly
embarrassed about being naked in front of her.  Trying to make
him more at ease, she quickly took a robe from the closet and
covered herself as well.

	The strange look on Simon's face continued however as
she walked him down to the front door.  Just before she could
open it for him, Simon said he had to tell her something.

	"I lied to you,"  he said, his tone full of emotion.

	"About what?" she asked him curious as to the answer.

	"When I told you about my uncle,"  Simon admitted,
"about him being injured in the war."

	"He wasn't injured?"

	"Oh no, he was injured,"  Simon quickly said,  "he has a
Purple Heart and everything.  He just wasn't hurt the way I said
he was."

	"Then why did you..."  she started to say, but was
interrupted.

	"He told me that he couldn't..."  Simon said,  "that he
couldn't do ...  I mean what we just did, he said he ..."

	"It's okay, Simon, I understand,"  Helen said with a smile.

	"Then you're not mad at me?"  Simon asked.  "I'd really
hate it if you were mad at me."

	"No Simon, I'm not mad at you."

	The relief on his face was clearly evident.

	"In fact, don't you worry about your uncle,"  she smiled
even brighter.  "I can assure you I won't be bothering him
again."

	"Gee, that would be great,"  Simon said.

	With that, Helen leaned forward and kissed Simon hard
on his lips.

	"You, on the other hand, are something else entirely,"
she said in her most inviting and suggestive voice.

	As he stepped through the doorway to the street
beyond, Simon could only hope that meant what he thought it
meant.  But even if it didn't, he promised himself, this was a
night he would never forget.

	As she watched him from the living room window, Helen
found her thoughts running along similar lines.  This had truly
been a memorable night.  The promise to leave Ryan Peterson
alone had been an easy one to make because in that moment she
knew that both he, and all the men who had been sharing her
bed of late were now a thing of the past.

	How could she go back to men who rarely satisfied her
when her night with Simon had left her feeling twenty years
younger.  Yes, Simon would have another chance to share her
bed, of that she was sure.  And not only him.  Just the thought
of all the young men she knew in the neighborhood, some of
which might be just as eager as Simon for the lessons she could
teach, was enough to form a wetness between her legs.

	That, she smiled as Simon disappeared around the
corner, was the real golden opportunity.

END

Comments are the life blood of any amateur writer,
the currency in which they are paid.  It only takes a few
minutes to send off a few lines, which is little to ask for
in exchange for hours spent creating a story.  So be sure to
take those few minutes, it can only result in more and
better stories in the future.

ASSTR Donation Page

http://www.asstr-mirror.org/donations.html

Ann Douglas Web Page

http://www.asstr-mirror.org/files/Authors/Ann_Douglas/www/

-- 
Pursuant to the Berne Convention, this work is copyright with all rights
reserved by its author unless explicitly indicated.
+---------------------------------------------------------------------------+
| alt.sex.stories.moderated ------ send stories to: <ckought69@hotmail.com>|
| FAQ: <http://assm.asstr-mirror.org/faq.html> Moderators: <story-ckought69@hotmail.com> |
+---------------------------------------------------------------------------+
|ASSM Archive at <http://assm.asstr-mirror.org>   Hosted by <http://www.asstr-mirror.org> |
|Discuss this story and others in alt.sex.stories.d; look for subject {ASSD}|
+---------------------------------------------------------------------------+