Mary

"Scott? You're not asleep yet are you?" she asked.

"Ah no...just got into bed," I answered.

"May I come in for a second? I forgot to tell you something," she added.

"Sure, the doors not locked," I responded, hearing the knob turn and the door open before I'd even finished that statement.

My bedroom light was off, so the only light spilled in from behind Mary as she half stepped into my room. When it did, I saw her body entirely silhouetted beneath the semi-transparent nightgown she was wearing. She quickly crossed the room over towards my bed, leaning over once again kissing me lightly on the lips. As she did, I felt her breasts lightly brush against my chest.

"Happy birthday Scott!" she stated. "I know this probably wasn't much of a birthday for you, but I wanted to say it to you anyway. That...and that I'm really glad you've decided to live with me."

"Thank you," I whispered softly to her, still feeling the light almost delicate press of her breasts as they lingered a moment longer against my chest. "I'm glad that you're allowing me to stay here. And I promise, I won't do anything to make you regret that either," I told her.

I don't know why I said that. Perhaps out of some guilt that had suddenly found its way inside my head for the antics I'd pulled earlier on. The last thing I wanted to do was risk her becoming upset with me, or seeing me as some kind of demented pervert or something, and thus asking me to leave. As much as she'd become the center of my fantasies and desires, I knew at that moment that I had to control those urges, or I'd very likely find myself out on the street.

"Well, anyway, happy birthday," she said again. "I'll see you bright and early in the morning."

This time when Mary stood, I purposely refrained from staring at her nude form outlined by the light coming in from the hallway. Closing my eyes, I was determined to get a grip on myself, and not the one I had used earlier.

"Nite Mary."

"Nite Scott, sleep tight." A second later, I heard the door to my bedroom close, only then opening my eyes where I lay for a long, long time in silence before finally drifting off to sleep.

#

A full week later I'd been invited by my sometimes friend Jeff to double date with him at a drive in. He'd been chasing a girl named Debra for several weeks with little success. The problem was, she insisted that her best friend Susan go with them. I knew Susan as we shared a class together and had been partners in several working experiments. She wasn't exactly "fugly" but Susan was about as plain as they came, which was one of the reasons that few if any guys were willing to be Susan's date, just so some friend of theirs could date the star cheerleader.

When Jeff approached me about taking Susan out just so he could be with Debra, I balked at the idea because I knew full well what his intentions were. Susan however had approached me in class stating that she was looking forward to our date Friday, which told me that Jeff had already told the girls it was on even before I'd agreed to do it.

We drove to the drive-in theatre in Jeff's classy looking 57' Chevy. I wasn't at all surprised that once after the movie had started, he'd asked Susan and I to switch places with them so that he and Debra could have the back seat.

Though Susan sat up front with me, she was hugging her window nearly as much as I was hugging mine. Periodically we looked at one another, smiling. Not so much out of courtesy in acknowledging that we knew one another was there, but because the not too subtle noises coming out of the backseat were impossible to ignore. In some respects, it was becoming comical. Trying to watch the movie with a girl who had no sexual interest in you, and who you had no desire to be with either while two who obviously did sat in the back seat groping one another was making us both a little uneasy.

"God you have beautiful tits!" Jeff said at one point.

From the corner of my eye, I watched as Susan folded her arms over hers as though having heard that, I might be so inclined to want to try doing something with her.

"I can't get your belt undone," Debra whispered a few moments later. "You're gonna have to do it yourself," she added.

I took my hand out of my lap where it had been resting and placed it purposely on the steering wheel, smiling shyly in Susan's direction as she in turn glanced at me, a knowing look on her face that she knew every bit as much as I did what was about to take place in the seat behind us.

I cringed as the sound of Jeff's zipper being undone reached my ears. Seconds later, he was moaning and groaning in obvious ecstasy as Debra began giving him an obvious blowjob, taking a break a moment later to speak to him.

"Remember what I told you," she whispered, still loud enough that I heard it, and knew that Susan certainly had too.

"Don't worry, I'll tell you before I cum," Jeff said, speaking for my benefit, as it was obvious by now he'd been particularly vocal in his antics just to prove he was being studly in the backseat, and I wasn't.

As much as I hated to admit it though, all that moaning, groaning, and giggles that had been coming from both of them had had its affect on me. And though images of Susan weren't bouncing around inside my head, thoughts of Mary were.

Closing my eyes while listening to the sweet sounds of Debra's "suck-pop" as she mouthed Jeff's cock, I could see Mary inside my own head, doing the exact same thing to me. Hard as a rock, almost painfully so, I yearned with every fiber in my entire being to be heading home right now rather than sitting there were I was. Especially with a raging hard-on I could do nothing about. At least back home, I could very possibly be in bed, fantasizing about Mary, even though I'd already broken that promise to myself that I wouldn't, twice already.

"God damn it Jeff! You said you'd warn me before you came!" Debra screamed out in obvious indignation.

I actually heard Susan suppress a giggle, catching her look of knowing embarrassment, not so much for what had obviously happened, but in a way that she'd gained satisfaction in the fact that it had.

"I'm sorry!" he apologized lamely. "It just felt way too fucking good, the next thing I knew..."

"Yeah, the next thing I KNEW, was that my mouth suddenly was filled full of your spunk!" she shot back at him. "Just for that, you can take me home now Jeff!" she demanded adamantly.

Now it was my turn to smile as I lived closer than the girls did. Glancing at my watch, I saw that it was still reasonably early. Perhaps I could convince Mary to go out for fast food, and maybe catch a movie at home afterwards. I enjoyed our Friday night evenings together doing that with her, reluctantly agreeing to go along on this date, thus giving one of those up.

Unfortunately, the girls insisted on Jeff's taking them home first, adding what turned out to be another wasted hour before I finally arrived home. After Jeff dropped me off, I noticed the lights were off in the apartment as I headed up stairs. I figured with Mary's hectic schedule this past week, she'd decided to turn in early, catching up on her sleep. Letting myself in, I quietly slipped upstairs to my room, careful so as not to make any noise, thus waking her. I'd undressed, slipped into bed and lay there for several long minutes trying to force myself to sleep when the sound of Mary's footsteps padding down the hallway reached my ears. Hearing her head downstairs towards the kitchen, I smiled inwardly, jumping out of bed with the intention of surprising her in my being home.

Throwing on my robe, I crept down the hall, down the stairs towards the kitchen area. With luck, I could sneak up behind her giving her a surprising scare, and though she'd probably chastise me for having done so, it was one of the things I was well known for in doing.

She hadn't turned on the kitchen light, the only source of light coming from what I knew to be the open refrigerator door. All the better for concealing my presence, allowing me to approach her even more stealthily until ready to pounce. Easing up to the archway of the kitchen, I peered around the corner. Mary was nude which froze me in my tracks. Sneaking up on her now in this condition was obviously out of the question!

"What the hell?" I thought silently.

When I'd first spotted her, she was bent over peering inside the fridge. The sight of her beautiful ass so provocatively displayed in this fashion as she rummaged around inside one of the drawers had momentarily robed me of my senses. If I'd thought about it, my position was even more precarious than it had ever been, with very little leeway for me to hide or hope to be able to explain my standing there spying on her. Mary straightened having found whatever it was she'd been looking for. Leaving the refrigerator door open, she slid over towards the sink her back still towards me. I heard the sound of running water as she obviously washed whatever it was she'd removed. I'd nearly decided to turn and head back upstairs as quietly as I'd arrived when Mary stepped back suddenly, leaning forward against the sink, now standing with her legs partially spread.

"What's she doing anyway?" I now asked myself.

The appearance of what I now realized was a long slim cucumber had me questioning my sanity. I couldn't for the life of me understand why she was standing there in the stance that she was to begin with, holding the vegetable in hand the way she was, until I saw her slowly begin to insert it inside herself.

"Oh my God! She's using it to masturbate with!" I only then realized.

Mary slowly eased the cucumber inside the recess of her pussy until she'd taken as much of it as she possibly could. Leaning over even further now, she reached behind herself, clasping the fuck-toy in hand and began to move it in and out of herself with obvious delight. The pleasurable sounds of her coupling with the green prick she was using startled me. So unexpected, so obscenely erotic, as her breath came in short quick gasps matching the tempo of each thrust of her hand as the cucumber slipped in and out of her obviously went cunt.

With her back towards me, I wasn't too worried about her seeing me, and though I didn't exactly step around the corner, I had allowed most of my head to do so. Mary was still in the throws of her enjoyment; raising her head as yet another deep-throated groan escaped her lips. When she did, taking a quick glance out the kitchen window, her movement drew mine, suddenly seeing my own face in the window staring at her through a semi-mirrored reflection. For a frozen moment, our eyes locked. Mary gasped in alarm and surprise as I yanked my head back, too late, as it was obvious I'd been caught. In panic, I fled from my blown place of concealment, taking the stairs two at a time back towards my room.

"Scott! Wait! Wait!" I heard Mary calling out after me.

I reached my room turning off the light, jumping into bed as though that mere act alone could somehow absolve me of my having been caught peeking at her. Frightened more than I had ever been before in my entire life, I lay in bed, heart pounding furiously. The sound of footsteps, unhurried as they made their way up the stairway reached my ears. I listened, following them as they came down the hall towards my room, waiting for the inevitable knock, which never came. Instead, much to my surprise, but certainly warranted under the circumstances, Mary turned the doorknob which I had failed to lock, stepping into my room.

"Scott?"

I'd expected anger, fury perhaps. But the tone of her voice was anything but. Still afraid, unsure of what was to come next, I remained silent grateful for the darkness of my room that harbored my shame and embarrassment.

"Scott, its ok. I'm not mad at you. A little surprised, yes. After all, I had no idea you were even home," she began by way of explanation.

"I'm sorry," I finally stammered, the only thing I could think of to say to her. The image of her standing there still indelibly burned within my minds eye.

"I think its time we had a talk Scott, for several reasons. You need to know who I am for one thing, and for another, there is even more I think I should tell you now that this has happened."

Confused, bewildered, I continued to lie beneath the covers still praying that Mary wouldn't turn on the bedroom lights and thus reveal my shame. It was bad enough that I was feeling that way, let alone being forced to actually confront her with it physically as well.

She hadn't turned on the hallway lights either, so my room remained dark even though I could just see the faint outline of her form as she walked more fully into my room, crossing over to sit down on the edge of the bed next to me. In the next instant, I felt her hand gently brushing the hair out of my eyes even though it was still far too dark to make out the features in her face.

"You know what I was doing," she began.

Rather than answer her verbally, I nodded my head, her hand still stroking my brow immediately realizing my response.

"Then let me explain that, and a whole lot more to you," she continued. She paused, taking a breath collecting her thoughts, allowing me a brief reprieve to mentally prepare my defense, if there even was one.

"Your mother and I were the best...closest of friends. She knew me better than I even knew myself," Mary began telling me.

My initial thought at that moment even as I listened to her being, "What the hell has this got to do with your fucking yourself with a cucumber?" but I refrained from saying so of course, continuing to listen.

"Just because I never remarried after the death of my husband doesn't mean that I'm not a sensual, sexual person. Your mother knew that about me more than anyone else ever did. And, just so you know, I've only been with one other man since then, something that didn't work out for reasons too lengthy to explain here. But the point I'm trying to make is, I'm still very much a woman with sexual wants and desires."

Lying there listening to Mary speak hadn't eased my confusion or lack of understanding one iota. "I don't understand what you're trying to tell me," I finally confessed, causing Mary to pause, once again taking a deep breath.

"I'm getting there, let me finish," she said with the first tinge of sternness finally being heard in her tone of voice.

I said nothing, waiting patiently for her to begin again as the seconds of silence that lingered now between us seemed like an eternity before she spoke, picking up where she'd left off before I'd interrupted her, which is when I felt her shiver.

"It's cold," she whispered. "Scoot over Scott, let me get under the covers here so I can finish telling you what I have to say."

Mary had been nude when I'd last seen her. She'd come straightaway from the kitchen to my room, making me realize as I slid over against the wall, lifting the covers so that she could crawl into bed beside me, that she was in all likelihood, still nude. Pressed against the wall as much as possible to give her plenty of room without touching, our heads soon shared my single pillow. Her tone of voice was soothing as she spoke, alleviating whatever fears I had had. Knowing she was naked, the proximity of her beautiful body only inches away, soon fueled the flames of desire I'd been entertaining down near the kitchen. As much as I tried to shake off the sensation, my penis once again firmed having a mind of its own.

"Your mother knew that if anything ever happened to either of them, that I would be there," Mary started in again. "She made me promise that if that did happen, I would be there for you. At first, as you well know, it was difficult for both of us, making the adjustments so that we didn't get on one another's nerves, or in each others way. In time, I think we both found an acceptable balance, even forming a bond between us that we've both come to appreciate and accept."

Though it was dark and I still couldn't see her, Mary turned onto her side, supporting her head with her hand as she rested her elbow there on the bed, finally coming into contact with my own arm. My prick gave an involuntary lurch of awareness at this first contact.

What Mary had been telling me of course was all true. I understood that much, but I still didn't understand or comprehend where any of this was going or why. All I knew was that she was laying here in bed with me, naked. Mary took another breath, pausing as she sought the words to explain herself, and whatever feelings she felt she had to share with me for whatever reason.

"Like I said earlier, your mother knew me better than anyone. "We'd shared an apartment together, so she knew who I was, what I did,"

"Did?" I found myself asking before even realizing the words had escaped my lips. Once again Mary stopped, but this time she laughed.

"Yeah, I guess that does sound worse than it really was. What I meant by that was that your mother knew I was very sexually uninhibited, a bit of a flirt as well as an exhibitionist. It wasn't really a matter of tolerance, as much as acceptance of me as a person. The 'did' part, involved one of my favorite past-times, which for me was masturbation. I wasn't promiscuous; I didn't sleep with every guy I ever went out with. But like I also told you, I was...am," she amended quickly, "very sexual. I masturbate a lot, every single day, and sometimes two or three times a day, depending on how horny I get."

Hearing all this had stunned me back into silence. I didn't know what to say, or how to react to what Mary had just confided in me. My cock however found the strange topic stimulating as it throbbed there beneath the covers.

"When I made that promise to your mother that I would watch over you, I reminded her of the person that I was, questioning her about me being the wisest choice knowing that. That made your mother laugh, which is when she asked me to make her another promise, one I haven't had to worry about discussing with you until now."

Suddenly I was nervous and fearful all over again. My cock deflated slightly with the same worry and concern that I was feeling moments ago. Mary continued on however before I could raise the question myself, though she caught me off guard when doing it.

"Are you sexually active with anyone now Scott? I mean I know you've dated a few times, but I haven't really seen you with a steady girlfriend or anything. I thought perhaps when you went out tonight with your friends, that maybe this girl you were going out on the date with was someone special."

"No, not really. Just a friend," I answered back.

"No you're not really sexually active? Or no she's not anyone special?"

Her frankness had truly taken me off guard. But I answered her back just as truthfully as she'd obviously been with me.

"The most I have ever done is feel a girl up," I responded.

"You mean just her boobs?"

"Yeah..." I replied meekly.

"You've never done anything else? Never had sex with a girl?"

"No."

"But you do masturbate."

Her question wasn't a question of inquiry. It was a simple statement of fact. Somehow I felt that lying to her now would somehow damage the trust we'd begun creating together, though my spying on her down in the kitchen most likely had already done that.

"Well yeah, sometimes," I answered truthfully.

Mary laughed; I felt her hand once again lightly touching my face. "It's ok Scott, everyone does. Especially me!" she giggled comfortably in the darkness. "When you first moved in with me, I tried very, very hard not to allow my urges to cause either one of us any problems. Always careful to play with myself whenever I was sure you were asleep, or off doing chores, or seeing your friends. I didn't want the fact that I do this as often as I do, to become a problem for either one of us. I guess I should have expected that sooner or later you would catch me, or as I initially wondered, if I would also catch you."