Author: Thinking Horndog
Title: Friendly Traveler's Inn: Room 303
Part: 3 of 4
Universe: Friendly Traveler's Inn

Summary: A visit to a hotel with a unique matchmaking system leads to some
gentle assignations for a group of surprised guests.

Keywords: MF

Keywords for full story: MF rom MFM ir oral anal

Chapter 3

	Roland watched a woman who his earlier perusal of the Hosting database
told him was Pam 887 mince past on her way to the elevator, carrying an
overnight bag, and grinned.  Apparently Alan 136 was shooting for double
occupancy...  Why he'd want to screw the librarian type wasn't clear, though -
the dude looked fairly prosperous to Roland.


	There was a knock, and Alan spied a familiar form through the peep.
Opening the door, he gathered Pamela in and queried, "How was your day, Dear?"

	Weighted down with the overnight bag, Pamela was in no condition to
defend herself when the hands that gathered her in split, one cradling her
bare back under the sweatshirt, and one slipping under the waistband of her
stretch pants to cup an ass cheek.  But she was beyond all that, so she only
experienced a mild start before she replied, "Too long," and offered her lips.
After a few seconds, she just dropped the bag in order to have both hands free
to rub on him.

	Alan stepped back, breaking the clinch.  “You didn't dress up for me?"
he teased.

	“I was in my nightie when you called," Pamela replied, "But if I'd had
a flat on the road, or something, it might have been embarrassing, being found
in it.  I'm here, but I'm not sure I'm happy about it."

	Alan looked mildly surprised.  "Oh?  Why?"

	"Well,” Pamela’s embarrassment showed.  "By rushing down here, I've
pretty much labeled myself 'whore'.  'Shameless slut', at least."

	"I don't think so!" Alan disagreed vehemently.  "You're only about two
decades behind on sex, and I'm a known quantity with a limited shelf-life!
You'd be wasting precious time if you weren't here!  And as for shameless,
well, you've disproved THAT already!"

	"Hmmph.  You're dealing in logic.  That's what MY head said, and it's
what brought me here.  But value judgments are another matter entirely."  She
glanced toward the bath, "Is the water run?"

	"Just finished."  Alan stepped back and watched her watch him as she
threw the sweatshirt over her head, stepped out of her panties and stretch
pants.  She'd been wearing something that pretended to be running shoes, but
slipped on her feet.  She kicked them off and stood there in just her socks.
Alan waved toward the bath, and followed her, watching her ass wiggle.  It was
a little... loose...  Not that he considered that to be a BAD thing - the
wiggle was enticing, actually.  Pamela bent over, bracing herself on the side
of the tub with one hand while she skinned off a sock with the other.  This
was the first time Alan had good light to look at her presented in that
manner, despite the doggie-style ending of their second bout the night before.
Alan stepped up and put his hand on the saddle of her lower back.  Pamela
stopped and glanced around at him, surprised.  "I just wanted a good look,"
Alan explained.  He lifted the hand and held it out; Pamela used it to balance
her as she stepped in.  "Sorry, no bubbles."

	Pamela smiled as she settled in.  "You've spoiled me in one night to
the point that I'm acting like a tramp.  Margot is jealous - if it weren't for
Vern being a decent sort, she'd be trying to edge me out, since she's decided
that you're uncommonly thoughtful.  Bubbles?  Pass."

	Alan grinned and slipped out of his shirt, then started working on his
pants.  "I have feet of clay, too.  I might have gone down and gotten some
from the gift shop, or something, but they'd have obscured you."

	Pamela sat watching Alan slide out of his clothes.  It HAD been fairly
dark by the time they'd been naked the night before; she'd had impressions,
and that was really it.  Alan wasn't fat, but he was thickening with age, and
he had a sparse patch of graying chest hair.  The appendage that had brought
her so much pleasure the evening before didn't LOOK as big as it had FELT -
but then it didn't seem to be stiff, either.  "Why would you want to look at
me?" she wondered aloud.  "God knows I'm no great shakes."

	"You make it sound as if you're ugly, or something," Alan retorted, as
he started wedging himself into the tub behind her.  "That isn't the case.  If
anything, I'd say you're just poorly advertised."  He peeled the paper off a
bar of hotel soap, wet it, and began feeling up Pamela's breasts under the
guise of washing them.

	"Um, right.  Nobody's THAT poorly advertised!" Pamela demurred - but
it was weak; she was relaxing into the feel of his hands on her, and WANTED to
hear good things.

	"Well, let's see.  You're painfully shy.  You dress like a virgin
librarian.  That nose is generally associated with nasty, bad-tempered, naggy
women - but in my experience, you're not one.  Looks are deceiving, but
everybody believes what they see.  Since you don't broadcast any sexual
attractors, you're not going to be looked at very closely."

	Pamela sighed.  "My nose isn't my only detractor.  What about THESE
saggy things?"  She indicated her breasts, the left one of which Alan was
still pretending to wash.

	Alan chuckled.  "Go braless a few times, and see what happens.  I've
seen similar racks on twenty year olds - some girls just sag a bit.  They're
not baggy, have a nice shape, and they're not hard to look at.  And THESE," he
tweaked a nipple, "are VERY nice."

	"I have to wear padded bras to keep them from showing," Pamela
confided.

	"If you didn't, you'd have attracted more men," Alan reposted.  "Erect
nipples are a turn-on - they're sexual advertising."  The soap drifted over
Pamela's belly and ribs, and began to lather in the upper edge of her pubes.
Was he going to wash her there?

	"Well, maybe," she sighed, "but halfway down my chest?"

	Alan picked up an arm and began gently working it over; Pamela shelved
a minor case of disappointment at the change in targets as he demurred, "They
don't sag THAT much; all in all, they're a plus, believe me.  You're self-
image is your worst enemy.  You don't THINK you're sexy, so you aren't.
Margot is handicapped by her weight; she has big breasts, but they're actually
TOO big, moving into the 'udder' range, especially when not confined.  But
Margot THINKS of herself as a sexual being - therefore she will have an
audience.  You don't; you think of yourself as a drone, and therefore, no one
sees any sexual potential in you.  Except me - and I've seen the actuality."

	"We were BOTH desperate, or we'd have never come HERE!" Pamela argued.

	"Yeah, and Margot was entertaining TWO males in short order, while you
ALMOST didn't get to one!" Alan laughed.  "Margot knows what she wants,
sexually, and is gutsy enough to go after it, because she knows that if she
waits for it to come to her, she'll do without.  You never really got there,
somehow.  It really wouldn't take that much...."  He was working the other
arm, soaping her from wrist to armpit - from behind, which was awkward, but
worth it.

	Pamela murmured, "You're right.  Margot had a plan, targets.  We came
here a month ago, and didn't do anything, just worked the system, watching the
ebb and flow.  Margot became convinced that this was a great place to get a
quality male.  She made a list of things that she wanted to do, if the
opportunity presented itself - and she hit a bunch of them, last night.  I
just showed up and hoped...."  She settled into his shoulder and eyed him,
"What made you pick me?"

	Alan chuckled, "Two reasons:  First, it was a Monday, and there wasn't
a whole lot visible out there - why did you come out on a Monday, anyway?  Why
not a Friday?"

	A bit nettled, Pamela answered, "We weren't THAT brave, yet; besides,
the rates go up on the weekend - traffic gets heavy.  I needed training
wheels..."

	Alan nodded.  He was not unaware that Pamela hadn't really liked
reason number one.  Time to mend fences, "The second reason was your video."

	"I made a video?  God, I was AWFUL with the system!  Nothing worked,
or everything worked wrong!  What did I do?"

	Alan laughed.  "It caught you sitting there, and you said, 'I must be
insane!' with this distracted look on your face.  Then you wet 'Oops!' and
started clicking buttons."

	Pamela sighed.  "So I made an utter fool of myself, and you found that
entertaining..."

	"Quite the contrary!" Alan demurred.  "I felt that the clip revealed
things about you, things that I didn't even evaluate on the surface.  But it
said you were for real, and not too wildly brave or experienced.  It said that
you were looking for some of the things I was - some intimacy, not just a
quick fuck."  He started lathering up the soap.  "Gimme a leg."

	"I’m not double jointed!" Pamela protested, "Maybe I should turn
around?"

	"Not just yet," Alan directed, "I have reasons for this position.
Spread your legs."

	Pamela did so, and his hand dove between them, doing slippery,
wonderful things under the guise of washing her pubes and labia.  Pamela
moaned softly.  That he was pretending to be all business when his finger slid
up and down between her inner lips was known to both of them.  "Okay, now you
can turn around," he announced - but the hand didn't leave....

	"Not sure I want to, now," she sighed.

	Alan chuckled.  "I can get at it from the other direction."  He proved
it, too, thoroughly lathering both of her long legs from her toes to the
opening between her inner thighs.  "Okay, now turn back around.  I want to
play."

	Pamela was more than willing to re-settle herself against him while he
added more water to warm it and raise the level.  "I feel so... decadent," she
sighed, leaning against this man whom she'd known only a day, but who now knew
more about her than any other.

	"Still worried about your self-respect?" Alan laughed.  "Maybe I
should come see you tomorrow, hat in hand, begging humbly for your favors.
Would that be better?"

	Pamela smiled, "You say the sweetest things.  I feel better already.
Would you?"

	Alan shrugged, "Sure.  If it will help.  This is an unusual situation;
in some ways, we're 'way ahead of the power curve, and in others, we're not
even off the blocks.  Looked at from some directions, it appears worse for
either of us than it really is.  Still, this is our SECOND date - in most
ways, we're about where we would be if we met in a bar and I got you drunk and
battered down your defenses."

	Pamela sighed, "Assuming I had any.  Apparently, I don't when I'm
drunk.  But we were VERY sober last night - and that counts for something."
After a moment, she changed the subject, "I'm starting to get really...
hot...  but tub baths don't really get the soap scum off.  And if I'm going to
wash my hair, I'll need to get my shampoo."

	"Did you bring some?"

	"Yes."  For now, Pamela neglected to mention the fact that she was
equipped for more than one night.

	"Okay, why don't you hop out and go get it, and I'll drain this and
start the shower.  There are plenty of towels."  Pamela nodded and surged up,
almost causing a flood.  As she stepped out, Alan rose more gingerly behind
her, and started the tub draining.  Pamela settled for a quick wipe and a tuck
of the towel around her, then, still dripping, dove into her overnight bag.
While she was at it, she fished the two blouses and her pantsuit and skirt out
of the bag and hung them in the closet, feeling somewhat guilty; they hadn't
REALLY discussed her spending the ONE night, never mind two!  Unintentionally,
she was giving off 'spider' vibes, as if she was trying to trap him.  Maybe
she'd better come clean....

	Alan knew that something was up from the look on her face on her
return.  "Um, about tomorrow night," she mumbled diffidently.

	"Yes?"

	"Margot told me she was going to entertain Vern at home - so she
recommended that I pack for two nights..."  Pamela couldn't meet his eye.

	Alan stuck his tongue in his cheek to keep from openly grinning.  "So
we'll have to wait for Thursday for the hat in hand thing...."

	Pamela sighed.  "I've moved even further into the slut zone...  I just
wanted you to know it wasn't the CONNIVING slut zone.  At this point, I don't
seem to have any hope of recovery."

	Alan tried to let her off the hook.  "Well, nothing is certain.
You're just being prepared.  It’s all sensible and logical - it just doesn't
meet the general concept of proper behavior when you're trying to establish a
long-term relationship.  Given that we have already identified this as an
issue we're not going to have much control over, it makes sense to get the
most from the time we have.  The general rule really doesn't apply, and you
need to get away from it - I already have.  I feel complimented that you want
to spend all the time you can with me, and I hope to make the whole thing
worth it.  Conventional rules are for conventional relationships; when you
have one, you can abide by them.  This is... different.  We have different
needs, and a different timetable.  Let's make the most of it."

	Pamela's "Okay," was weak.  Alan made shift to ignore it, taking the
shampoo and conditioner bottles from her.  The conditioner thing was so
patently feminine - he'd have never thought of it, and she obviously went
nowhere without it.  Well, he had as little chance of becoming familiar with
such things as she had of his male quirks - best to cherish them while they
could.  Pamela disappeared behind the shower curtain, and Alan followed,
busying himself with looking for a place to put the bottles while she faced
the shower head and got her hair wet.  But there is something about a woman
with both hands in her hair, elbows out, breasts presented; Alan's hands found
them without his conscious thought.  She flicked forward, instinctively, but
he murmured, "Shhhhh, I'll be good.  Let me know when you want shampoo."

	Aside from that, the shower went basically without extraneous
horseplay.  Alan was content to let Pamela do what was necessary to get clean
and dry, absenting himself for the whole hair-drying ritual.  Pamela was
mildly disappointed, until she discovered that he'd ordered more wine sent up.
She came out of the bath in the obligatory terry robe as Martin was making his
exit; he made no indication of recognition.  "So, what's next?" she asked,
observing, "It's starting to get late...."

	Alan reduced the lighting to a bedside lamp.  "I thought we'd neck a
while," he replied, then more diffidently, "I want to see you."

	Pamela nodded, hesitated a moment, and the robe made a puddle on the
floor.  Alan handed her a glass, but it was more an excuse to get close than
anything else.  Pamela couldn't fathom his smile - no one else had ever been
that excited by her appearance.  Speaking of excited...  that bulge in his
robe...  "I want to see, too," she announced, holding his eyes.

	Alan nodded, waved her to sit on the already turned-down bed, and
busied himself with getting out of his robe, and effort mildly complicated by
his wineglass.  He shucked out an arm at a time, facing away from her, and
surprised them both when he turned - the place she'd settled was further
toward the foot of the bed than he'd anticipated, and when he turned, she got
to examine his almost totally erect cock, up close and personal.  "Oh!
Sorry!" he exclaimed, and made to back up, but she recovered before he did and
stopped him with a hand on his ass.

	In response to his blank look, she announced, "I want to see this in
particular.  Would you...?"  She handed Alex her wineglass, leaving him
standing there feeling foolish and somewhat vulnerable with both hands
occupied while she held him in place by his hips, examining his erection
closely.

	The item under examination firmed visibly, rising to a near vertical
position.  After a moment in which Pamela seemed to get closer and closer, she
locked eyes with him, looking the question, 'Can I touch it?'  Alan assented
just as silently, and she reached out gingerly to take possession.  The feel
was amazing to her, a soft, smooth surface over a rigid core - and HOT!  The
shaft pulsed and surged under her hand, the mushroom head swelling a bit, the
opening at the end flexing a bit, even.  "I thought there was supposed to be
some loose skin..."

	"I'm circumcised; that covering has been removed.  When I was young,
doctors went through a phase where they recommended it for sanitary reasons."

	Pamela nodded absently.  "I'd wondered.  On videos you see both -
sometimes it seems to go from one state to the other."

	"Some guys apparently use up all of the loose skin as they become
erect.  I'm not really a student of such things..."  Alan's eyes laughed
gently.

	Pamela returned the smile, "Keep you hands to yourself in the Men's
Room, do you?"  In the meantime, her hand explored his cock, then his
testicles, then returned to the shaft.  Almost instinctively, she jacked her
hand up and down the shaft gently, feeling his buttock clench in her other
hand.  "Did that hurt?"

	Alan took a breath, calmed himself.  "Quite the opposite, actually.
That's masturbation..."

	"Oh."  Yes, that made sense.  She worked her hand up and down,
actually sliding it over the sensitive crown at the top of the stroke.  The
thing was pulsing, alive, in her hand, seemingly independent of its owner -
except for the fact that Alan was obviously responding with little movements
and twitches, and a stifled groan.  "Is this good?"

	"Well, yes, but..."

	"But you can do this for yourself," Pamela hazarded.

	"Yes.  It lacks for certain things, too - warmth, wetness, a certain
texture...."

	Pamela eyed him sidelong, "Only to be found in one place?"  She
continued working him, enjoying watching him stifle his reactions.

	"There are a couple of perfectly acceptable substitutes," Alan pointed
out.  "If you've seen videos..."

	Pamela's smile turned predatory.  She leaned forward and released a
gentle wash of her warm breath over the tip.  Alan's eyes closed, and he went
rigid, thinking distantly, 'I'm going to break these glasses in a minute...'
"I, uh, need to put these down..."  Pamela eyed him for a moment, amused,
before she released his hip and sat back, not QUITE releasing her grip on his
cock until he backed out of it.  He turned and placed the glasses on the
nightstand, thinking, 'The woman has grown fangs!'  He returned cautiously to
his previous position, and she collected his phallus as soon as it was in
reach, resuming the sliding caress, taking her time and doing some kind of
rotating motion with her palm at the tip.  Alan couldn't decide what it was,
exactly, and guessed that he probably couldn't replicate it - wrong angle or
something - but the sensations it was imparting to his sensitive glans were
maddening!  "We could do this mutually," he offered, looking for a
distraction.

	Pamela KNEW she had him going, and the feeling of power that swept
over her made her brave.  Her eyes laughed as she regarded him.  "Wouldn't
that just be a distraction?"  She had both hands on him now, one holding the
shaft while the other spun over the cap of his glans.  Alan was making little
movements - not quite lunges - as she frayed at his control.

	"Yeah, probably," Alan admitted.  "We could take turns...  Want to go
first?"  Pamela shook her head smiling.  She had him; he'd remember THIS
before he messed with HER mind!  She waited, while he stood there, feeling her
draw his spunk from him.  Dammit!  He didn't want to just squirt on her!  Time
to just play the cards, and hope - higher mental functions were eroding away
as his 'little head' diverted blood from the big one... "Look, in a minute,
I'm going to shoot all over your chest, and then I'm going to fall on you when
my knees give way.  Do you want that?"

	Pamela eased up on him a bit, "You have a suggestion?"

	"Yeah," Alan tried not to appear as relieved as he felt.  "If we're
going to do this one at a time, and I'm going first, then we should change
positions, so I can sit down, at least,"

	"Where would I go?"

	This piece was the minefield.  "You should, uh, kneel between my
legs," Alan suggested diffidently, racing to add, "Only so you can maintain
eye contact!"

	Laughing eyes regarded him, sidelong.  "Alan?  You want me to...  suck
it, don't you?"

	He could waste his breath denying it, or... "Yesss."  She'd done that
spinning thing to his glans again, at the last moment, causing him to hiss.

	In her head, Pamela could hear Margot advising, 'Suck his cock,
Sweetheart - you've got him by the balls, now!'  Smiling but wordless, she got
up, not releasing him, and started rotating to her right, turning him with her
until their positions were reversed.  Then she began lowering herself (and,
perforce, him), allowing him to seat himself on the edge of the bed while she
knelt.

	Alan snatched a pillow, "For your knees," and she took it, one-handed,
never releasing him.  Alan swore to himself that when his turn came, he would
bring her to heel; this challenge could not go unanswered!  But for now,
Pamela held sway and that was fine...

	Pamela's smile grew feral; it was time to up the ante.  She worried a
bit about taste, but did not allow it to show on her face.  By all accounts,
fellatio, (okay, she admitted to herself, cocksucking), was a mainstream
practice - it couldn't be TOO horrible.  Watching him, never allowing the
smile to leave her face, she flicked her tongue across the tip, picking up the
bubble of fluid bulging from the opening at the tip.  While Alan dealt with
the explosive sensation, she analyzed the flavors.  The fluid was a lubricant,
no doubt; certainly, it wasn't urine.  And the taste of his glans was probably
not much different than if she had licked his hip - maybe a bit more salty or
musky, but not much, especially straight from the bath!

	Alan wrestled with himself for control; the warm, wet, supple flash
from her tongue, atop the stimulation she had already heaped upon him, had him
boiling, his control tenuous.  He wouldn't last long; maybe he'd better bring
up ejaculation?  "What're you going to do with cum?"

	Pamela flicked her tongue over him again, glorying in his galvanic
response.  "In videos, the guys always masturbate on the women's faces,"
(tongue-flick) (gasp and jerk) "But that's not the right thing in real life,
is it?" (Flick) (Gasp).

	"No," Alan's voice was strained.  He couldn't remember ever having
been teased like this - Hell, she didn't even know what she was doing, and she
was driving him nuts!

	"I guess I'll discover the taste," Pamela announced, then ovalled her
lips and fit them over his glans.

	"AAAAaaaahhhhh!"  Alan went rigid, and his exclamation just missed
being a scream!  He grabbed a double handful of the bedclothes, then released
them, doubled forward, and slid his hands up and down her back as she played
him, swirling her tongue around his sensitive glans.  "You've done this!" he
accused, "No one could be this good...."

	"Uh uh," Pamela averred, backing off.  "All I know is what I see in
videos."

	"Yeah, right."  The good news, however, was the momentary respite;
Alan had been on the bleeding edge.  Now, as Pamela resumed her effort, it
felt wonderful - but time to ejaculation had backed off a bit.

	Pamela noticed, too, and had mixed feelings about it.  Bringing Alan
to his knees immediately would have been...  pleasant...  but she probably
wouldn’t have learned much.  Instead, she started working to absorb some of
the shaft, drawing it in, watching him.  Almost immediately, she noticed that
his reactions to the new effort were gingerly.  She sucked hard, going deep -
and he flinched.

	Backing off, she held his eyes.  "Tell me."

	"Teeth," Alan replied, gasping a bit as she went back to tonguing his
crown inside the ring of her lips.  "Lips, tongue, cheeks, moderate suction to
bring it all together - and lots of saliva - but NO teeth!"

	'Duh!' Pamela castigated herself, 'Vagina's - pussies - don't have
teeth....'  She backed off the suction, hollowed her cheeks, and worked the
tongue, and Alan relaxed visibly.  She WAS a bit dry, though, and it made new
ground hard to cover.  After a couple of strokes, she popped off again.
"Saliva?"

	"Yeah," Alan hissed.  It was hard to talk when she re-engaged.
"Lubrication."

	"How?"  Alan looked away guiltily.  "Tell."

	"I dunno."  But Alan was still looking away, avoiding her eyes.

	"You do."  She dropped over the head and then withdrew, sucking
powerfully so it made a pop when she broke free.  "Tell!"

	His eyes flicked to hers, and away.  "Gag."

	"Gag?"

	Alan's eyes returned to hers.  "Go deep.  When you choke on it, the
spit machine will fire up."  He didn't look particularly proud of the
suggestion, perhaps because it sounded like he was trying to talk her into
deep throat.  "You're doing fine, now," he concluded lamely.

	Pamela nerved herself, and went deep, until the spongy head touched
the back of her throat.  The reflex triggered, but didn't produce much; she
couldn't bring herself to really press.  Alan said nothing, watching her; this
was good enough - he figured he had a minute or two, at best, given what she
was giving him.  Pamela waited a couple of strokes, and tried again.  This
time, Alan gave voice to his thoughts, "You don't need to do that - things are
really good, just as they are."

	But Pamela wasn't giving up.  "Help," she directed, at the end of an
out-stroke.

	Alan looked unhappy, anticipating the next request, "How?"

	"Gag me," Pamela sucked him in, expelled him, "Hold me in place."  The
lips flowed over him, and withdrew.  "Make me take it."

	Alan shifted uncomfortably.  "You REALLY, REALLY don't have to do
that!"

	Pamela just looked at him.  He was being nice, saying the right
things, and no doubt he was ashamed of himself - but his cock had swollen and
firmed even more as they discussed it.  Reluctantly, he put his hand behind
her head.  "You want to have some signal, in case it gets bad?"

	Visibly gathering herself, Pamela replied, "No.  I'll chicken out."
Soft lips stroked Alan's shaft again, and she continued, "Five seconds, or it
pops through."

	"Pops through?" Alan repeated, stupefied.

	"I know it'll fit."  Pamela took a deep breath, and leaned into it,
waving him on before dropping her hands to her knees, eyes locked on his.

	 Alan bit his lip and applied pressure to the back of her head.  The
eyes got watery, but she dared him with them as her throat began to work.
"Open it!" he demanded, committed, and applied more pressure.  Pamela
reddened, her shoulders hunched, and her head dropped; she'd retch, now, no
doubt of it.  And then, suddenly, he was in her spasming throat!

	Alan let up, instantly.  Pamela backed off, red-faced, leaking saliva,
but somehow, her face managed to convey triumph.  The exercise had met its
theoretically primary goal; Alan was awash, his cock wet to the root.  Pamela
got her breathing under control and resumed her efforts, assisted in going
deeper by the lubrication.  Alan didn't encourage her with his hand any more,
but he moved it to caress her cheek; the woman had a lot of moxie!  After
about ten strokes, Alan began to feel that first tickle that said the eruption
was on its way.  He started to open his mouth to utter a warning, but it was
lost in the look in Pamela's eyes as she gathered herself.  Alan got out,
"Uhhh," as Pamela lifted her hands to his hips, but conscious thought fled as
she lowered her head and impaled herself on him, this time on her own, her
eyes locked on his.

	It might have been those eyes; it might have been her throat working
on his glans.  Whatever it was, suddenly, Alan's knees were jumping as,
control totally lost, his cock swelled, surged, and fired a BIG shot of semen,
right down Pamela's throat!  Pamela backed off to take the second pulse in her
mouth as Alan wrestled with himself not to grab her head and hold it there,
her nose buried in his pubes, while he emptied himself totally down her
throat.  "Uh, uhhh, uhhh, uhhh," he gasped, as his diaphragm contracted to
support the blasts.  Pamela took deliveries, the sticky, slick flood pouring
across her tongue, coating her taste buds with its salt-sweet flavor.  The
first blast having bypassed her mouth totally, the remainder wasn't quite a
mouthful she had no problem handling it.  Alan collapsed back onto his
forearms, and again Pamela felt the surge of power that this presumably
subservient activity granted her.  "That was...  You were..." Alan discovered
that he just had no words.  Pamela contrived to smile around the suction she
used to tease his glans.

	After a moment, over-sensitivity made it urgent that he disengage her
- but she knew she had him on tenterhooks, and resisted his efforts.  Finally,
he got both hands under her arms and lifted her bodily from his lap.  "Real
proud of yourself, aren't you?" he laughed.  "Well, you deserve it - that was
incredible!  But it’s MY turn..."  Unsaid, the thought, 'and I've got my work
cut out for me!' went through his brain.  He stood, too, and rotated Pamela so
that the backs of her knees met the bed, then seated her - but before she was
settled, he knelt, snatched her legs into the air, and dragged her pelvis to
the edge of the bed.

	Pamela was more than mildly surprised by these maneuvers; she ended up
on her back with her knees draped over Alan's shoulders.  "Hey!  Aaaaaahhhh!"
Outrage turned to pleasure as Alan began to attack her pelvis with his tongue,
licking and nibbling at her inner lips.   "Oooooohhhh!"

	Watching her closely, Alan tried various targets, moving from her lips
to drive his tongue into her vaginal opening, then drifting up to run his
tongue alongside, then actually across her clitoris.  Pamela went bug-eyed at
that later activity, the gasp of shock replacing the glassy-eyed look that had
settled as soon as he began.  "Ooohhh God!"  Alan found that working his
tongue at the gates to her vagina was almost as effective, but clit work left
her unable to hold his eyes - she would stiffen and throw her head back to
toss from side to side.  Once he had some idea what the hot spots were, he
played her like a musical instrument, working her clitoris until her hands
came down to push him away, then shifting to drive his tongue into her vagina
until the guarding hands went away.

	He never REALLY let up, however, and on the third cycle, pushing him
away failed to slow things down.  Pamela began to shake, moaned loudly, and
grabbed his head, crushing his face against a suddenly spasming opening as she
rolled her hips and shuddered, "Oh, GOD!"  This lasted a good thirty seconds,
while she blew like a horse on the backstretch at Santa Anita, before she
released his head.

	Alan chuckled, "As you can see, TWO can play THAT game!"  He went back
to work, low, collecting her dew as it dribbled from her opening.

	Pamela was virtually incoherent, "I want..." she moaned.

	"More tongue work?" Alan guessed.

	"No, more!  I want... it!"  There was no question what 'it' was - none
at all.

	Licking Pamela had brought Alan rapid recovery from his orgasm, so he
chuckled and stood, pulling Pamela's legs up with him.  He stepped forward,
nosed his glans against her opening, and let himself in.  Pamela did
everything in her power to ensure he had no problems with the insertion - she
wanted it, BAD!  Alan was barely settled before Pamela's hips began to rock;
she used his grip on her thighs as an anchor to drive herself onto his penis.
Mere insertion brought her halfway to orgasm, and she covered the remainder at
a rapid pace.  "Oh!  Oh!  Oh!  Ohh!"

	Alan's grin was feral.  This was Round Two; the edge was DEFINITELY
off, and he was going to make this one memorable!  Well-positioned and well-
organized, he worked to deliver a serious pounding, watching Pamela's
flattened breasts slide on her chest like two sunny-side up eggs on a Teflon
skillet.  Pamela's first orgasm roared through ninety seconds later to the
tune of, "Ooh! Ooohhh!!  OOHHHH!!!  OOOOHH GOD!!!!"  Alan didn't let up, he
just kept on swinging.  He had her RIGHT where he wanted her!

	Over the next twenty minutes, Pamela came six more times, in a pattern
of one huge shuddering surge followed by two smaller, gentler pops while her
capacitors recharged for the next big one.  Alan began to feel two things: his
age, and that tickling feeling in his shaft that presaged orgasm.  Time to
pick up the pace!

	Pamela, who had just finished Number Seven and should have been in a
low point in her response cycle, wasn't allowed to go there.  Repeated, rapid-
fire shocks to clitoris and an incremental increase in the girth and stiffness
of Alan's plunging penis turned the corner for her and she began to climb
toward Number Eight.  Moments later, she passed the gentle peak point and
began to surge and pant.  This fed the fire in Alan's loins and he AGAIN
picked up the pace, settling for something thoroughly shattering!  Just as his
cock slipped ALL control and he began the final ascent, Pamela went stiff as a
board, howled
"OooooooooOOOOOOOOOOOOOAAAAAAAAAAAIIIIIIIIIEEEEEEEEEEEEEEE!!!!!!!!" and hung
there, spasming.  Pamela totally whited out; as the first pulse of his orgasm
surged along Alan's cock, he watched Pamela's eyes roll up in her head!  Alan
had NEVER seen ANYTHING like it!  Alan was a lot quieter, forcing a tense
"Huuurrgh!!" out of constricted lungs while he tried to bury himself in
Pamela's depths - but it was no less intense; Alan was totally wasted.
Finished, he disengaged, (there WAS no other option), rotated a limp Pamela
until she was fully on the bed, circled to the other side, climbed in,
snuggled up, and collapsed.

	Pamela returned to consciousness fairly quickly, to find an arm across
her chest just below her breasts, a nose in her neck, and gentle snoring
sounds coming from her right.    Well, that worked.  Stretching, she managed
the switch on the bedside lamp and fell asleep rubbing the arm, absently.

	THIS night, there was no second round; the appetizer and the serious
main course left no room for dessert.  Alan awoke at about one a.m., suffering
from urinary urgency, which he got up and dealt with rapidly.  Returning to
bed, he pulled a heavily sleeping Pamela against him and returned to slumber.

	Wednesday morning brought disarray similar to Tuesday, if for slightly
differing reasons.  Alan hadn't fixed the alarm clock, and two people, rather
than just one, required the use of the bathroom.  The previous evening's
ablutions had been totally abrogated by the activity that followed; aside from
being sweaty, Pamela was, well, gooey!  Factor in an additional ten minutes in
the lobby, collecting a second room key for Pamela, and the pair was glad of
the excuse of awful traffic to cover their late arrivals in the city.  Pamela
returned first, letting herself into the room somewhat self-consciously, but
Alan didn't allow himself to be trapped, this day, and arrived a bit after
six-thirty.  After a quiet, conversational dinner in the hotel restaurant,
they cuddled on the bed watching television, contenting themselves with mere
intimacy until after the lights went out, and then having the kind of gentle,
spooning sex that characterized the second bout Monday night.  This time,
Pamela bent herself to the point that Alan had no trouble getting purchase and
they never went to doggie-style; Alan merely quietly vented his testicles,
drew a four times contented Pamela to him, and drifted off, nuzzling her neck.

	Thursday morning was finally fairly organized.  Oh, the pair still had
to duck each other in the bath, but they had expectations and planned for
them.  They were able to be less hurried, could banter and help one another
with things like neckties and zippers.  Neither was late for work, although
both were distracted by thoughts of the night to come.

	Pamela raced home after work, intent upon swapping her used outfits
for a fresh replacement.  Margot came in to find her coming down the stairs,
re-packed overnight bag in hand.  "Going back?" she asked mildly.

	Six emotions blended themselves into Pamela's expression - not all of
them pleasant.  "Tonight is... all we have," she husked.

	"Go get it then, Sweetie!" Margot encouraged, hugging her and rubbing
her back.  "You're gonna have to tell me all about it, later."

	"I will," Pamela promised, and let herself out the door.

	The awareness of the imminent end of the interlude brought an
intensity to the evening's activities.  The pair ate in the adult room of the
restaurant, and while they were not nude (two other couples were, and one was
dressed in the ubiquitous bathrobes), they necked, kissed, and fondled freely,
playing off the other couples.  Returning to their room, they deliberately
played voyeur with the computerized hosting system, watching groups engage in
various acts in the sauna, Jacuzzi, swimming pool and fitness center as they
prepared frantically for the climactic sex acts that were to be the climax of
their stunted relationship.  When the time came, it was no holds barred as
they raced together in a frantic attempt to merge permanently, first in a wild
doggy-style bout triggered by some steamy sauna action, then, after a short
breather, a long bout of straight missionary sex.  Each was inclined to be
frantic, and each was aware that the ultimate target was a case of sated
physical exhaustion.  Pamela nursed Alan's erection to life again after the
second bout, and rode him cowgirl-style until her legs gave out, then Alan
lifted her off, knelt her up and somehow scraped together enough semen for a
third orgasmic deposit from a long doggie fuck that left them too wasted to
even turn off the TV/computer.

	Friday morning was deliberately hurried; clearing the room added a
distracting urgency to events.  They parted in the parking lot after a searing
hug and a kiss, having exchanged addresses and phone numbers, Alan carefully
entering Pamela's number, ("It's actually in Margot's name, you know...") in
his PDA.  Neither of them really had any illusions, however, and both went
about their daily duties in a subdued manner.

	That evening, while he was rearranging his various items of personal
equipment prior to going through the security screening, Alan's attention was
momentarily taken by an altercation of some type going on on the stairway that
adjoined the security checkpoint line he was standing in.  As he looked over
the rail, a heavyset man in the section of the line next to him mishandled his
bag, crashing it into Alan's arm.  Alan's PDA left his hand and described a
graceful arc to the floor twenty feet below, where it shattered, causing
further uproar there.  Somehow, Alan managed to make his plane, despite a
lengthy interview with disgruntled airport security personnel who apparently
insisted upon believing that he'd dropped his PDA for some nefarious purpose.

	Pamela was in instant withdrawal.  It wasn't just the sex; Alan had
been pleasant company, and they'd forged a bond.  Margot suggested that they
go out clubbing, but Pamela just wasn't interested; for the first time in a
long time, sex wasn't high on her priority list.  Margot got her started and
let her rattle on about her adventure, but it became rapidly apparent that the
more she described the state of joy she'd attained in the past four days, the
more it contrasted with her state as she related it.  When Vern called at
eight-thirty to suggest that Margot spend the night with him, Margot leapt at
the chance of escape gratefully.  Pamela, alone, distracted herself in various
ways for the rest of the evening; physical satiation provided a buffer against
her redoubled loneliness.

	Saturday, however, that buffer began to thin.  That wasn't the only
problem; Alan was supposed to call, and he didn't.  As the day wore on,
betrayal was a bitter pill that seemed to increase in dosage, hourly.
Certainly, both had acknowledged that the relationship had no future, but
still...  In the time they'd spent together, Alan had never lied to her, that
she'd detected.  Why would he lie about a simple telephone call to say he was
okay?  Margot's attempted consolation, ("Honey, why prolong the agony?  He
probably decided it was best not to have you hang on the phone blubbering on
about what might have been and blew it off.  He's male, you know -- they don't
deal with that kind of thing well,") went over like a lead balloon.  Alan
wasn't like that, was he?  Sunday was worse; Pamela barely got out of bed,
indulging herself in an orgy of self-pity.  But life goes on, and Monday
brought work, inescapably.  Monday night, Margot teased Pamela into shopping,
and she took the first steps toward a new, braver, racier Pamela.

	For Alan, Saturday morning brought the realization that he was well
and truly screwed.  He fired up his laptop to extract Pamela's address and
telephone number, and it wasn't there!  He hadn't synchronized with his PDA!
He had Pamela's name, and a vague idea of her address - but the phone was in
Margot's name, and he had NO idea what THAT was!  Alan spent the morning
looking at Internet directories, and even made a few embarrassing, stab in the
dark phone calls, but he just didn't have enough information to work with.  At
work on Monday, Alan attempted to bring more resources to bear, but continued
unsuccessful.  Finally, the fact that he had already failed to keep his
promise to Pamela made the whole thing moot, and he reluctantly let it go.

	Tuesday, the new Pamela debuted at work.  There was nothing truly
outrageous here, but the length of her skirt climbed a good four inches to a
location arguably above the knee and the exposed legs were further defined by
somewhat higher heels - again, nothing outrageous, merely a little less
sensible.  Pamela's standard, frilly, button to the neck blouse was replaced
by a silky, open-necked number that threatened to show cleavage, if you could
get her to bend over, and the unpadded, less-robust brassiere passed the mark
of her always-erect nipples right through her silky blouse.

	The effect of this change was immediate and measurable.  Half of the
department's male staff displayed a reaction of one form or another, including
a couple of notably younger men.  Reactions ranged from mild confusion to the
extreme of the assistant AR clerk, who found five different occasions to come
to her desk and discuss one thing or another with her nipples, to Pamela's
mild amusement, (the kid was a little dorky, and fresh out of college, nearly
two decades her junior, after all...)  In the close confines of the copy room,
detection of a hint of her new perfume occasioned a loud inhale from Ed
Lemanski, followed by red-faced embarrassment at her detection of the
attention.  A catlike smile from Pamela at that point had him retreating from
the room in confusion.  In fact 'confused' was a good description of the
reaction of several males in the office who aimlessly orbited the vicinity of
her cube while trying vainly to work out what change she had wrought to set
off their mental alarms.

	Women had it pretty much figured out; Pamela had spent most of the
previous week displaying a satiated glow that clearly indicated the fact that
she was being regularly sexed.  A couple of them had approached her on the
matter, and a few guarded lunchtime confidences had been passed.  The men had,
by and large, noticed SOMETHING the previous week, but given that there had
been no other changes and her preoccupation with Alan had made her less
interested in other targets, the draw was low intensity.  Now, Pamela's sexual
nature was fully awakened, and the supply had dropped off, so the signals got
louder as various replacement candidates garnered her attention.  On Thursday,
the Director, Michael Duval, called her into his office.  "It has come to my
attention that you are dressing somewhat differently," he announced, patently
unsure of himself.

	"Yes," Pamela replied, surprised.  There were other women in the
office who presented a three-ring circus, by comparison....

	Michael took a moment to examine her objectively.  There was nothing
here to complain about; apparently, it was all relative.  He'd called her in
to upbraid her for flaunting herself - but that was foolish, given the
presentation before him.  How to weasel out?  "It’s...  quite nice.  A bit
more provocative while maintaining correct standards.  Some others in this
office would do well to emulate you."  There, did that do it?  And, Christ!
Were the woman's nipples erect CONSTANTLY, or...?  Pamela observed Michael's
distracted examination of her bust and those nipples actually elongated a bit,
but her primary emotion was a mild amusement that she went to some pains to
conceal; Michael was a bit portly and stuffy for her taste.  Michael shook
himself, "Uh, that's all.  Thanks for stopping in."  He broke eye contact
until she turned away, then examined her ass as she departed, musing.  Could
he handle a mistress?  And, if so, what could he offer her?

	By the weekend, Pamela was getting both used to and pleased with the
new level of male attention.  She and Margot went out shopping on Saturday and
pulled out all the stops.  The pair went out on Saturday night, (Margot had
put Vern on the back burner for a bit, to keep him from getting cocky), but
Margot summed up the situation by observing, "We've gotta go back to the Inn,
Sweetie - pickings are slim, here..."  Still, Pamela actually found the dance
floor a couple of times while sober, and, while the providers were less than
satisfactory, she collected an unprecedented, if modest, amount of male
attention.  Pamela's confidence picked up, and with it, a feedback cycle
began.  She began to get more notice, which caused her to give more notice....

	This went on for about a month, until one Thursday evening, when
Pamela's world suddenly lurched drunkenly.  It all started innocently enough;
Pamela wandered from the living room, where she and Margot were watching
television, into the downstairs bath, usually Margot's more or less exclusive
domain.  As she settled herself to empty her bladder, Margot's package of
tampons caught her eye.  For a moment, nothing happened, but then a number of
small items began to resolve themselves into a pattern, and vague unease
rapidly crystallized into shock!  Numbly, Pamela completed her toilette, and
staggered back into the living room.  "Margot," she quavered, "I'm late!"

	"For what, Sweetie?  Dinner?"  Margot was distracted by the TV, and
missed the immediate import.

	"No!  LATE, late - I haven't had my period!" Pamela retorted
emphatically.

	"What?"  Margot's face registered surprise.  "Since when, Sweetie?"

	"A week ago Tuesday, on my regular cycle."  Pamela began to look
frantic.

	"Well, Sweetie, maybe you're just slowing down.  It's a little late
for you to be getting pregnant."  Margot, in an attempt to soothe her, went
instantly into denial.

	"I don't think so," Pamela argued, "There are a couple of other
things...  changes..."  Suddenly, Pamela was certain, sure.  Yes, she was
pregnant.  Oh, God!

	Margot required more objective proof, occasioning a trip to the local
pharmacy, but two different types of pregnancy test confirmed Pamela's
instinct.  "Well, Sweetie," Margot chuckled, "There is no question who - Alan
spent most of a week washing your ovaries, and I haven't noticed anyone
since..."  Pamela nodded; she'd come a ways, and had even begun to pick out
possible targets, but....  "Well, you need to tell him, then."

	"What?" Pamela retorted.  "Not that!  You KNOW what he'll think!  Oh,
God!"

	"What are you going to do?" Margot smiled ruefully.  "Do you know?
Bet you don't.  Guess what?  Embarrassing as it is, it's partially his fault,
and partially his responsibility, and he has half-interest in whatever it is
you're growing.  You OWE it to him to tell him!"  It took twenty minutes'
worth of gentle persuasion, but eventually, Margot got the point across....

	"Alan Hamilton."  Business habit had him answering the phone with his
name.

	"Alan?" a feminine voice issued from the earpiece, "It’s...  Pamela."

	"Pamela!"  Instantly, guilt ravaged him.  "I'm glad you called!  I'm
sure you think I'm an unfeeling jerk, but I can explain..."

	Alan's reception sidetracked her.  "Maybe I should have called
before..."  Margot, listening on the extension, rolled her eyes.

	"I sure wish you had!" Alan averred.  "I dropped my PDA down the
stairs at the airport and broke it!  I spent two days trying to find your
number!"

	"Um, well, okay," Pamela tried to get back on track, "I need to talk
to you about something."

	"Okay, but give me your number first!" Alan replied.  "I don't want to
go through THIS again!"  Margot began to wonder; either the guy was honest, or
he was a world-class liar....

	Pamela wandered totally off-track while she fulfilled the request.
Alan completed both inking it in his address book and applying it to his
laptop database, and announced, "Okay, now that I can call you back when you
hang up, you can start yelling at me."

	"Um, the yelling may all go the other way, I'm afraid," Pamela replied
tonelessly.  "I've got this telephone thing pretty well beat. This has to be
the most embarrassing collection of clichés we're collecting, but...  Alan,
I'm pregnant."

	There ensued a long silence while Alan's mind went rushing along,
remembering that first night and his conscious decision to assume that Pamela
had birth control handled.  The idea that he might not be the sole contender
in the paternity stakes never occurred to him.  Finally, he murmured, "Sorry."

	"Sorry?"  This sounded bad...  Pamela began to feel a little
congested.  Tears were coming.

	"I should have asked, that first night, but I was afraid I'd just
scare you.  After that, it didn't seem to matter."  He paused again.  "Do
you...  have plans?"

	"Um, not yet," Pamela admitted.  "Margot convinced me that you were
an... interested party."

	"Thank Margot for me," Alan replied.  "This isn't a conversation we
should have over the phone.  Hang on a sec, will you?"  It was late, but
Alan's corporate travel provider offered twenty-for hour online service.  It
took about five minutes, but when Alan came back on the phone, it was to say,
"I'll be in at eight-thirty tomorrow night on Continental.  Do you want to
meet me at the airport, or should I plan to get a rental?"

	Margot waved a dismissal.  Pamela responded, dazed, "We'll pick you
up."

	"Okay.  Try to put it aside until we talk.  No need to get all
stressed out playing a thousand scenarios in your head.  We'll go over it all
tomorrow night.  Okay?"

	"Okay."  Pamela's agreement was a bit faint.

	"Okay, I'll see you tomorrow night, then.  Bye!"  Alan was already
mentally packing his bag.  He'd stay over Saturday and return Sunday night.
If she wanted to keep the baby....  Now Alan was the one playing scenarios.
Thing was, he wasn't mad, or even particularly upset.  He felt....  strange.
God only knew what she thought of the whole thing.  It surprised him that she
hadn't taken precautions - but then she was an incredible innocent, sexually,
despite her age.  Why mess up her metabolism with birth control pills when
you're not having sex?  If she was pissed at him, that could make things
awkward...  Oops!  Quickly he dialed the number she'd given him....

	Margot put down the phone, impressed.  "You know, Sweetie, he really
might HAVE accidentally broken his Palm Pilot or whatever.  I'm kinda
surprised..."

	The phone rang.  Pamela picked it up.  It was Alan.  "Dear, can you
recommend a local hotel?  I don't think I'll want to go to the Inn; besides,
isn't it a little distant?"

	"Um, one second," Pamela turned to Margot.  "Alan's looking for a
hotel."  She shrugged.

	Margot eyed her, eyes laughing. "Sweetie, if he's being this nice
about it, is he gonna stay in a hotel?  We'll look, in case things don't go
well, but just tell him we'll handle it.  Just like that.  Okay?"

	"Okay."  Turning back to the phone, Pamela relayed, "Don't worry about
it - we'll handle it."

	"We?"

	"Margot and I."

	"Okay."  Alan chuckled; he thought he'd detected Margot's fine hand in
things....  "I'll see you tomorrow night, then.  I'm planning to go back
Sunday night, so whatever you find should be for the two nights, okay?"

	"Okay."

	"See you tomorrow night, Dear.  Bye!"  Alan sat there, thinking, 'I've
got to find a better diminutive for the woman...'

	Margot eyed Pamela.  "You know, I don't think he's gonna come all this
way to tell you what a slut you are and that the kid's not his and you can go
piss up a rope over child support."

	"He may want me to abort it," Pamela replied, thoughtful.  "He might
offer to pay, and see me through the thing, or something."

	"Well, you need to start looking into that basic issue.  Are ya gonna
want to keep it?  You're no spring chicken ya know."

	"No," Pamela grinned.  "But this is likely to be my only shot."

	"True enough, Sweetie, but at your age there could be complications.
You might want to try to go see your doctor tomorrow and get HIS advice."

	"Hers," Pamela mused.  "I'll call early.  I'll still be lucky to get
in...."