[Chapter 12   Educating Mattie]

We began slowly, as they had.  We laid Mattie on her back, and Ann
knelt between her thighs and began to lick her pussy, lightly.  I 
laid next to Mattie, and stroked her big tits while sucking those 
cute little nipples.  I could feel, almost hear her heart pounding 
through that lovely flesh.

Ann reached up and put Mattie's hand on my cock.  Mattie gasped, but
wrapped her long fingers around it and stared down past my head.  
"Feel him, stroke him," Ann whispered, then went back to her licking. 
Mattie did as she was told, and soon a drop of precome oozed out over 
her index finger.  "Is this OK?" she whispered, mesmerized.  She seemed 
to be toying with my cock, gauging its size and heft.

"Fine," I said, gently stroking her face, "we're all warming up."

"Oh," she said, and continued stroking.  She closed her eyes and
shuddered as Ann licked her vigorously, then opened them again when
Ann stopped abruptly.

"I want to teach you something fun," Ann said, and began to move us
into new positions.  She put me on my back, and arranged Mattie to my
left, herself to my right, both of their faces at cock level.  I knew
what came next, and sat back with my head on the pillows to enjoy the
first double blowjob of my life.

Ann began to jack my shaft, then slowly took the head of my cock into
her wet mouth, swirling her tongue as she did.   Mattie bit her lower
lip then brushed the wisps of her red hair from her eyes and looked
closer.  Ann rolled her eyes and slid my cock into her mouth, taking
me about halfway.

"How can you fit it so far?" Mattie whispered.  "He's so big.  God, he
makes Phillip look like a crayon."

Ann let my cock slide out and kissed the head.  "I can take him all
the way, Mattie, and so will you when I teach you how.  But first, why
don't you taste him?"

Mattie hesistated.  She'd never had a dick in her mouth, might not
have even seen one in good light before.  She stuck her tongue out, 
rather hesitantly, and stroked the side of my cock with just the tip.  
Not much of a lick, but the idea that it was her first was electrifying.  
My cock pulsed.

"Oooo, he likes you," Ann said.  "Now, do it like this..."  She took
just the head of my cock in her mouth, and gave it a series of little
suck-nips, then stuck her tongue out and swirled in over my glans. 
Next she wetly slid the head into her mouth and bobbed a few times.  
Then she repeated the whole thing, three, four times.  I was quite 
familiar with this, of course - it was a favorite of ours.  She could 
do it for an hour without making me come.  "Now, you try it."

Mattie took my shaft in her hand and took the head in her mouth.  Her
mouth was a bit larger than Ann's so her lips pursed when she nipped
me, trying to mimic Ann's loving lips.  Her tongue was also a tad
larger, so the swirl on the glans was slower, and thicker, but
heavenly.  Even from these early experiements I could tell that Mattie
had a mouth made for cocksucking - even moreso than Ann's.  A little
pulse of precome oozed out into her mouth as she began to bob up and
down, and she moaned.

"Oooo, I think she likes it," Ann said to me, winking.  Mattie said
nothing, but continued to suck my cock.  "Don't be a piggy," Ann said,
and gently pulled my dick away from Mattie's mouth and started to suck
me herself.

Mattie looked at Ann sucking me, then looked up at me, her lips wet
with her own saliva.  Her expression was hard to gauge, sort of a mix
of wonder and nervousness, but I could tell she was also watching my
reaction to Ann's ministrations, as though she wondered how it felt. 
I blew her a little kiss, and she gave me a nervous smile.

Ann handed me back to Mattie, who did not hesitate to take me back
into her mouth.  They did this for perhaps fifteen minutes, each 
sucking me in turn as my precome oozed and I felt myself getting 
closer and closer to a major orgasm.

Ann knew my every signal, having experienced dozens of my orgasms, up
close and personal.  She could tell I was going to come soon, and my
face must have told her that this one was going to be gallons.

Ann took me halfway down her throat, then began to stroke deeply,
deeper on each stroke, until I was buried in her throat to the hilt.
"My god," Mattie whispered, watching my dick dissapear in Ann's lovely
throat.  Ann moaned in pleasure then let my cock, all but ready to
explode, slide out of her mouth and into the air.

"Hey," I said, breathless, "don't stop..."

"Mattie's turn," Ann said, and pushed Mattie to take my cock in again.

"I can't do that," Mattie said, then opened her mouth and took just
the head in, sloshing her tongue around.

"Take as much as you can," Ann said, stroking Mattie's hair.  "Relax
your throat, try not to gag.  Breathe on the outstroke and hold your
breath when you take him in.  Let his precome coat your throat..."

Mattie did her best, which was good enough.  She took me about 4
inches deep after trying several times.  Then she began to bob her head, 
her hair gently dancing around her face.  I could hear her breath hissing
on each upstroke, and her saliva started to run down the shaft.  All at
once I felt myself sink into her mouth another inch, breaching her
throat, and I began to come.

I groaned, Mattie's mouth felt so hot and smooth and good, then felt
my first spurt go down her throat.  Mattie, unsure of herself, began
quickly to withdraw.  My second spurt landed in her mouth, right on
her tongue, and my third hit her square on the nose, sparaying little
droplets all over her face and hair.  Ann giggled and quickly took my
cockhead into her mouth, greedily sucking down the rest of my come.

Ann looked like she was in heaven, rolling my deflating cock around in
her mouth, cleaning and milking it as she always did.  Mattie looked
stunned, comelets dripping from her face and hair.  Her mouth was
slightly open, and I could see a small pool of my come just behind her
lower teeth, unswallowed.  She was staring at Ann's attention to my
cock, watching my hard shaft turning into a thick hose as Ann bathed
and sucked the head.  All at once Mattie swallwed the come in her
mouth, and bent down to lick my balls and scrotum.  Ann noticed that 
she had been joined my Mattie, and began to stroke her breasts lovingly.

After the girls were done with my dong, they started in on each other,
talking in low tones as they rubbed each other's tits and pussies.

"God, Ann, you really get into it, ahhhhhh," Mattie said, writhing
under Ann's talented hands.

"You should see your face," Ann said, and began to lick the cum drops
away, snaking her tongue over Mattie's flesh.

"What happens now?" Mattie asked, and Ann smiled at her and moved into
a sixty-nine position, her pussy poised over Mattie's face, her face
already licking away at Mattie's cunt.  Between licks, Ann said,
"We'll do each other while he rests for a while.  Then we'll fuck him."

"Oh," Mattie said, her voice slightly quivery, "OK."  Then she began
to tenatively lick Ann's pussy.

I had come very strongly, so I knew it would be at least 20 minutes
before I could rejoin the action.  I'd thought about giving Mattie
pointers on eating Ann's pussy, returning Ann's favor, but there
seemed to be no need.  Mattie had picked up the essentials from watching 
Ann do her pussy earlier, and Ann seemed perrfectly happy with the job 
she was doing.

I was hard again before I thought I would be - watching the girls
doing each other with such passion probably helped.  Ann had come 
twice and Mattie three times when my cock stood proud again, ready 
for more.

"Looks like the knight rides again, girls."

Ann looked up from Mattie's pussy, her cheeks wet with come, and
smiled.  Mattie looked too, but her face was pale and nervous.

"Let's get to it, love," Ann said, either to me or to Mattie, and
pushed me back on my back again, crawling aside me.  "Suck him a little,
Mattie, to get him nice and wet while I get this pillow under him,"
Ann said, very matter-of-factly, and Mattie obeyed.  She had learned well,
and took my cock about halfway in almost immediately, bobbing and
sucking like she'd been doing it for years.  Ann slid one of her bed
pillows under my ass, then took Mattie by the arm and had het sit near
my head, her breasts in easy range of my mouth.

"Now," Ann said, closing her eyes and grasping my cock, straddling me
and inserting the head just past her labia.  "I'm going to fuck him
for a while, and he can suck your nice titties while I do it."  Ann was so
totally caught up in the moment that I don't think I could have
stopped her if I had wanted to.  She sighed deeply as she slid my cock into
her tight young cunt.

"God," Mattie said.  "Doesn't that hurt?"

"Ohhhhhhhhhhhh," Ann moaned, "So good.  Oh, Mattie it's so good..."

Mattie was slghtly hunched over, pressing her breast against my face
and watching my dick slide into Ann, slowly, deeply.

"So good, baby," Ann said.  "I love your cock, I really love your cock.
Doesn't she have nice tits, baby?"  Ann reached out and stroked my
chest as she fucked me.

"Yes," I said, and kissed Mattie's hard left nipple.

"And a hot mouth?"  Ann was almost delirious, sliding her wet pussy up
and down on my dick.

"Very hot," I said, watching her.  "You taught her well."

"And her pussy is sooooooo sweet.  You want to fuck her pussy, baby?"

"I'd love to, Ann.  But not until Miss Kitty gets her fill."

Mattie was staring at Ann's pussy and my cock, her eyes almost glazed
as she muttered: "Miss Kitty?"

"Kitty," Ann said, breathlessly, "as in pussy.  Richard as in dick. 
You won't believe how good this feels, Mattie..."

"I can't believe it fits," Mattie said, almost whispering.

"Ohhhhhhhhhhhh," Ann said, an orgasm just starting, "it fiiiiiiiiits.
Oh, it fiiiiiiiiits so fiiiiiiiiiiiine..."  And then she came, her
hips rolling and bucking.  I could have come easily, but I held back with
all my will.  I knew that Ann wanted me ready for Mattie right away. 
Mattie almost recoiled at the strength of Ann's orgasm.

When it had passed, Ann betn over and kissed me passionately.  "Thank
you, love.  And thank you for waiting for Mattie."

"It wasn't easy."  I smiled.

Ann slid my still-rigid dick out of her, and swung her leg over,
coming to rest at my hip.  "Your turn, Mattie.  Time to lose your little
cherry."

Mattie bit her lip.  "I don't know if I'm ready, Ann.  He's so damn big."  
She looked at Ann intensely.  "I'm awfully scared."

"You're ready," Ann said.  "But I think you'd better lay on your
back."  And with that she pushed Mattie back on her back, and began to 
spread her legs for me.
.