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“Now, Peter,” Emma said, standing up, her pale, full breasts glistening with his cum. “Allow me to show you how to pleasure a woman's breasts.”

She wasn't going to clean his cum off her breasts, she wanted to see if he would be able to stomach his own cum or if he'd be like most teenage boys: wanting women to taste themselves but refusing to consider the reverse. If the latter was the case, she could work on desensitizing him to it, or she could use a more direct approach and simply edit his mind.

Emma sat down in her desk chair, and Peter obediently followed, his young eyes staring at her cum covered tits with an eagerness she hadn't seen since she'd had her last actual boyfriend. It had been a couple years since then, and the last few days had her libido burning in a way that she hadn't experienced since then. She would be making Peter pay for her abstinence over the past couple years.

“Come here,” she said, patting her thigh. “You will learn more by doing than watching.”

Peter was quick to obey, and soon found himself kneeling in front of her, his face mere inches from her chest. He wasn’t certain what he was supposed to do, but the way she looked at him was like she was hungry, and he was a meal.

“Kiss them, lick them, suckle my nipples,” Emma ordered.

He leaned forward, and pressed his lips to her right breast, kissing it lightly. Aroused, nervous, and eager, he quickly started trailing kisses over her soft skin.  His tongue shyly reached out to lick at the streaks of white slowly running down her generous bosom.  Emma sighed contentedly, her hands going to the back of his head, guiding him, directing him, and praising him for a job well done.

“Oh yes, just like that,” she moaned.

As he kissed, licked, and sucked, Emma continued to direct him. It had been far too long since she had a partner like this: inexperienced and willing to be taught. It wasn’t until his lips wrapped around her nipple and began sucking, drawing it out and swirling his tongue around the erect nub that Emma felt a spike of pleasure and she let out a genuine moan.

“Such a good boy,” she murmured, stroking his hair and pulling him closer, while at the same time sending a sharp spike of lust and arousal to May.

May’s breath hitched, and a low, needy moan escaped her lips. Emma could feel the woman’s arousal growing and kindling on its own, and knew that her plans for the pair were on track.

“A very good boy,” Emma purred. “Switch to the other breast, keep cleaning up your mess.”

Peter dutifully followed her instruction, moving his attention to her left breast. May’s breathing was becoming ragged as she watched, and the sound of her need was beginning to affect her nephew, causing him to grow harder and needier. Emma, however, was in no hurry, even as the older brunette couldn’t take anymore and began undoing her belt.

“I believe your aunt is enjoying herself is she not?” Emma asked with a mild smirk, knowing full well the answer but wanting to hear it from Peter, for him to acknowledge what the woman who raised him was doing.

“Yeah,” Peter whispered, pulling back and staring at May as the woman began touching herself, slowly rubbing a single finger against her wet slit. “What…”

“Do not worry about her, she will be taken care of, I assure you,” Emma said while guiding Peter’s head back to her with a single finger under his chin. Still, his gaze continued to drift towards May.

With his eyes distracted by his aunt’s actions, Emma took the opportunity to push his mind to the edge, spiking his desire and need higher and higher in time with May’s actions. It took very little prompting after that to get him back to pleasing her, and soon Emma was once again moaning and sighing in pleasure.

“That’s it,” she cooed, her fingers running through his hair. “Yes, yes, that’s it. Keep going, Peter. Just like that. Such a good boy.”

“I want to be a good boy,” he murmured with adoration, his voice muffled by her breast, his lips still working her nipple.

“You are,” she assured him. “Such a good boy.”

She continued to murmur encouragement to him as she watched May, the woman's fingers pumping in and out of her pussy, her thumb rubbing her clit. The older woman's free hand was groping her own breasts, pinching her nipples, and Emma could see her thighs tensing.

“Mmmm,” Emma moaned. “That's it, just like that. I'm so close.”

A surge of arousal and need flooded May's system, and with a gasp and a cry, the woman came.

“I'm so close,” Emma repeated, her own need growing, her hips arching off the chair, pressing her breasts against Peter's face.

And then she had her own orgasm, her legs shaking and her thighs tensing as waves of pleasure rolled through her.

“That's it,” she whispered. “That's it. Just like that. Such a good boy.”

Slowly, her breathing returning to normal, her heart rate slowing, she leaned back in her chair, a contented smile on her face. Her gaze went to May, who was leaning back against the couch, her chest rising and falling as she recovered from her own orgasm.

“Did you enjoy yourself, Mrs. Parker?” Emma asked, a knowing smile on her face. A brush against May's mind reduced the shame and guilt that had been forming to nearly nothing, and made her feel a rush of pleasure and desire instead.

“Oh, oh my,” May replied, blushing. “I...uh...I didn't mean to…”

“No need to apologize, Mrs. Parker,” Emma replied, giving her a reassuring smile. “It is perfectly natural for you to enjoy seeing your nephew pleasing me.”

Emma turned her attention to Peter, who was still kneeling between her legs, his face buried in her breasts, his cock hard and aching.

“You may have earned a reward,” she told him, gently guiding him back. “But you still have a lot of learning to do.”

“Yes, Miss Frost,” he replied, looking up at her with wide eyes, his face flushed with need and desire.

“There will be a great many lessons in the future, but first your reward,” she purred, part of her surprised at her own feelings of anticipation. It had been some time that she'd physically been with someone, rather than using her telepathy to make them think she did.

“What's my reward?” he asked, his voice a whisper.

“We will go to the bed attached to this office, then I am going to ride you, and make sure that your cock never feels as good as it will with me,” she informed him, a seductive smile on her face. “Does that sound like something you'd like, Peter?”

“Yes, Miss Frost,” he replied, the desire evident in his voice and on his face.

“Very good,” she replied, standing up, and gesturing towards the door to the adjoining room.

“After you, Peter,” she instructed, following him into the next room.

“Mrs. Parker, would you like to watch?” Emma asked, already knowing the answer.

“Yes,” the older woman replied, a note of eagerness in her voice.

“Very good,” Emma replied, sitting down on the edge of the bed. “Join us, if you would.”

She reached for the zipper on her skirt, unzipping it, and then standing up and letting it fall to the ground. With a flick of her fingers, her panties slid off her body, and she stood there, completely nude, her pale skin a stark contrast to the dark carpet.

“Brace yourself, Peter,” Emma said, her voice a soft command.

“Yes, Miss Frost,” he replied, his cock hard and aching.

“Good boy,” she replied, straddling him, his cock nestled between her ass cheeks.

“I am on birth control, so do not worry about cumming inside of me,” she informed him, before lifting herself up, positioning herself above him, and lowering herself onto his cock, her pussy stretching and wrapping around him.

“Oooohhhh,” he moaned, his eyes fluttering closed as his cock was enveloped in her warmth.

Like any teenage boy in the presence of a beautiful, naked woman, Peter was “in love.” It wouldn't take more than another orgasm or two and a touch of her telepathy to make that love real and permanent, sealing him to her forever. But, as her hips settled against his, her pussy fully sheathing him, Emma could admit that he was one she wouldn't mind regularly using.

“Miss Frost,” he gasped, his hands going to her waist, holding her tight, as though he was afraid she was going to disappear.

“Just relax, Peter,” she purred, leaning forward, her breasts pressing against his chest, her lips a hair's breadth away from his.

“Yes, Miss Frost,” he responded, his grip tightening.

“Good boy,” she whispered, before pressing her lips against his, her tongue pushing its way into his mouth.

His lips parted and his tongue met hers, and she began to move her hips, sliding her pussy up and down his shaft, his cock pulsing and throbbing inside of her. His hands gripped her waist tightly, and she could feel his hips moving, bucking and thrusting, trying to match her rhythm.

“Easy, Peter,” Emma murmured, her breath hot against his ear. “There is no rush.”

“But Miss Frost,” he protested, his voice pleading. Before he could say anymore, she interrupted him.

“Shh,” she whispered, kissing him again.

He relaxed, allowing her to set the pace, his hips no longer bucking and thrusting. She continued to ride him, her pace slow and deliberate, his cock gliding in and out of her pussy, her clit rubbing against his pelvis. Emma squeezed her internal muscles around his shaft, earning a groan from him, his hips twitching, and a smile from her.

“Mmmmm, you feel so good inside of me, Peter,” she murmured, her breath warm against his neck, her lips brushing against his ear. “So big and thick. I could ride you all night.”

“I would let you, Miss Frost,” he whispered, his voice ragged.

“Oh, I know you would,” she replied, her breath hot against his neck.

“Would you like that, Peter? Would you like me to ride you all night?” she asked, her hips continuing to move, her pace slow and steady.

“Yes, Miss Frost,” he gasped. “I would love that.”

“Oh, I am sure you would,” she purred, her hips grinding against him, his cock rubbing against her inner walls, her clit pressed against his pelvis.

“You would let me use you all night, wouldn't you, Peter?” she asked, her voice a sultry purr, her breath hot against his ear.

“Yes, Miss Frost,” he whispered, his grip tightening, his fingers digging into her hips.

“Good boy,” she breathed, her lips brushing against his, her tongue darting out to trace along his lower lip.

He moaned, his hips bucking, and his cock pressed against Emma's g-spot, catching her off guard and causing her to gasp and shudder, her pussy squeezing his cock.

“Oooohhhh, just like that,” she moaned, her fingers tangling in his hair, her breath hot against his ear.

He bucked his hips again, his cock again pressing against her g-spot, and she gasped and shuddered, her pussy squeezing harder than she had before.

“Oh, you are a quick learner, Peter,” she gasped, her pussy clenching and squeezing his shaft, milking him, trying to draw out his seed.

“Do you want to cum inside of me?” she asked, her voice a low, sultry purr.

“Yes, Miss Frost,” he gasped, his voice ragged.

Emma chuckled, sitting upright and grabbing Peter's wrists, before guiding his hands to her breasts. As his fingers sank into the warm flesh, she began to swirl her hips, her clit rubbing against his pelvis as she did. Closing her eyes, Emma took a moment to savor the sensation of the teen's cock pulsing and throbbing inside of her, his grip on her breasts firm, but not rough.

“Mmmmm,” she murmured, her hips continuing to swirl, his cock gliding in and out of her warm, wet pussy, his grip tightening on her breasts.

“Oh, that's it, Peter,” she gasped, her breathing becoming ragged, her chest rising and falling as she rode him, his cock pulsing and throbbing inside of her.

“Miss Frost, I…”

“Go ahead, Peter,” she moaned, her voice low and sultry. “Cum for me.”

He didn't need any further encouragement, his hips bucking and thrusting upwards, his cock sliding in and out of her pussy, the tip repeatedly rubbing against her g-spot, and his pelvis repeatedly rubbing against her clit. He grunted and groaned, his fingers digging into her breasts, and Emma smiled, her eyes closed and her head thrown back as she enjoyed the feeling of his cock pulsing and throbbing as he emptied his balls into her, shot after shot of his warm cum filling her.

“That's it,” she breathed. “Just like that. Keep cumming for me.”

Peter's hips kept bucking and thrusting, his hands squeezing her breasts, and his cock continued to pulsate inside of her, his cum filling her, warming her, and she moaned in pleasure. She squeezed her internal muscles around his cock, milking him, coaxing more and more cum out of him.

“Oooh, yes,” she moaned, her pussy clenching and releasing his cock, her body shuddering as wave after wave of pleasure rolled through her.

“Ooh, good boy,” she breathed, her voice barely above a whisper.

“Miss Frost,” he gasped, his hands loosening their grip, but remaining on her breasts.

“Yes, Peter?” she replied, a satisfied smile on her face.

“I...that was...you're amazing,” he whispered, his voice shaking.

“You flatter me,” she replied, leaning down and pressing her lips against his, her tongue sliding into his mouth.

He eagerly returned the kiss, his tongue meeting hers, and his hands slowly sliding down her torso, caressing her smooth skin. Her hips ground against his, his cock still buried inside of her, their fluids leaking out and dripping onto the sheets.

“Now, are you ready to learn how to make me cum again?” she asked, her lips brushing against his.

“Yes, Miss Frost,” he replied.

“That's my good boy,” she purred.

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