When I was just entering puberty and starting to take an interest in boys and in the changes to my body I had an experience which left me phallophobic---scared of penises. That happened because some doped-up fuckhead in his twenties tried to jam his bad smelling and slimy cock down my throat. After suffering bad nightmares for a year or more and having lots of counselling I thought I was over the worst. When I was 16 and starting to date I found out to my horror and embarasment that I was fine when it came to a little kissing and having my breasts fondled---it was when a guy started getting interested in me touching his dick that I started freaking out. Even touching a penis through pants got me breaking out in a cold sweat and sometimes gagging. It became so that I couldn't even take pleasure in masturbating. In spite of counselling and other attempted remedies something inside me just wouldn't let go. I felt so useless. I started dressing down and avoided boys whenever possible. This went on for a couple of years. Enter Scott. I met him one day at the local library. He was 20 and an arts student at college and he looked like an older Harry Potter type; he also had a nice smile and was so even-tempered I took a liking to him. I even had the courage to take up his offer of helping me with some of my schoolwork and visited him at his small apartment. One day we were sitting on his sofa looking at something on his lap-top. For some reason I was kind of tired and I found my eyes starting to close. Next thing I knew I had dozed off and when I started waking up I found my head was pillowed on something warm and comfortable. I felt much better and for about five minutes lay half awake, lazily running my fingers over and around my pillow and wondering about why it felt slightly lumpy. When I suddenly realised that my cheek was resting on Scott's thigh and that I had been rubbing his penis through his pants I jerked upright and nearly screamed. I felt so fucking mad that he had taken advantage of me that I turned to slap him---and found he was asleep. Shit! I was trembling and I wanted to puke. I burst into tears. Then Scott had his arms around me. He was stroking my hair and asking what was wrong. It felt so comforting and I just bawled my eyes out as I told him what I had been going through. He was the first guy I had known who just sat there and listened and cared. Finally I finished and sat next to him sniffing. I thought I must have looked a real mess but he just kissed me sweetly and told me I was beautiful. Wow! Scott's jaw nearly fell off when I blurted out that I wanted to see his cock. He said things like "Are you sure?" and "Is this REALLY a good idea?" and he looked so shocked I found myself laughing. It was so weird to have to be almost demanding to see a guy's cock! Finally Scott unzipped his pants and I practically ripped his boxers off. And there it was ! As I knelt there on the sofa, looking down at my nemesis I started thinking that it looked, well, kind of cute and cuddly! The penis that I was looking at wasn't the horrible slimy, smelly object of my fears. Cautiously I reached down and touched it, watching it stir. I was surprised at how soft the skin felt. Some stupid thought entered my brain and I said "Hi Fred". Scott laughed and asked why I said that. I thought it was the most harmless sounding name I could think of. I settled down against Scott and let him put his arm around me and I carefully wrapped my fingers around Fred, who was starting to come to life. Scott and I kissed and I felt brave enough to take my sweatshirt and bra off. Then I lay back down on Scott's thigh. Gently I pulled down the foreskin and out popped this lovely dark red bulb, with a single, friendly looking eye. I ran my fingertips all over Fred, enjoying the feel of his pulsing. Then I teased his balls and gently tugged at the thick curly hair. Scott's tongue and lips felt really good on my breasts. He slipped his hand into the elastic of my pants, and I pushed them further in. I was so happy feeling Scott's fingertips gently rubbing at my cunt that I almost purred. I pushed my pants down my thighs and let Scott have a good view. His hand felt good as he rubbed gently at my mound and teased my labia open. I sighed happily when he gently slid a finger into my vagina and felt around with a fingertip. Suddenly he laughed, patted my cunt and said "Hey, how about I call her Mary?" It was so stupid that I got a fit of the giggles. Fred enjoyed the joke and bounced around in front of my nose. I held him against my lips and planted little kisses up and down his shaft. Scott eased another finger into me and started a gentle, rythmic vaginal massage which was sending little shocks of pleasure through my body. I started squeezing my muscles, and rocking my hips slightly, matching his rythm. Finally I just lay there, kissing Fred as the orgasm I hadn't felt for such a long time built up inside me. Finally it surfaced and I squealed and yelped as spasms of pleasure burst through my cunt. The relief I felt! I was laughing and crying at the same time.
After a gift like that I just had to give back. Slowly I let Fred ease his head past my lips and into my mouth. He tasted just fine, and there was nothing wrong with the warm, firm, fleshy feel and that slightly musky, masculine scent. Scott sighed and grunted and his thighs quivered a little as I set up my own rythm, holding his shaft with my right hand and teasing his balls with my left fingertips as my head bobbed up and down. A couple of times I let Fred go in a little too far, making me cough and gag a little, but I was enjoying myself too much to let it stop me! Scott groaned and grunted some more. He started massaging my bare bum and teasing my labia as I felt Fred starting to pulse and grow. I pulled him out of my mouth just as he squirted a lovely white ribbon high into the air and splattering over my face and hair . Scott was really happy. So was Fred, and Mary. And ME!
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