I'm sitting at my PC and having already cracked my knuckles and taken a bite out of a chocolate chip cookie wondering how to begin this story. What I mean is, well everybody has a 'first time' and each and every one is unique in a way. Like you know, you've never actually DONE it before and there's a lot of anticipation about IT and all. What makes mine different enough to make it better than yours? Nothing--it really isn't different at all.

But the lead in sure is and the sex that follows isn't all that uninteresting either. Beside I had to go to a lot of trouble to put this in it's proper perspective. These stories take a lot of effort you know. Since most of them involve my own limited sexual experiences I don't have all that much reference material. Dredging memories for material is almost traumatic. What I've found helpful is getting up around two in the morning, making myself a large scotch on the rocks and listening to singers like Johnny Hartman, (Bridges of Madison County Soundtrack) Sinatra, (The Capital Years) Peggy Lee, (anything) and maybe some K. D. Lang. All this serves to evoke a certain mood, and halfway through the second scotch I get kinda drowsy and slip into a state from which a line in a given song triggers a memory that I nurture along until I have the beginnings of a story line. If I play with myself, (don't you?) the memories become sharper and sharper, until...

So I finish the scotch, clean myself up and turn off the stereo, although not necessarily in that order and head for the PC to jot down what I call the jism stream of consciousness.

The next day or two the plot is refined, the lines reworked. Then I drop it for a while moving on to work on another story. There are times when I have three or four stories going at various stages of progress. I don't have a proofreader. I mean, I'd like one, but haven't had one come along, you know? (Write me at: the_panda@hotline.com if you'd like to help out here.) So every time I get back into working the story I make major changes, which of course makes finishing the story a longer process. But, my first time? Come on... how hard could that be? Everyone remembers his or her first time. But all the details? It took forever to finish this one. I hope you enjoy it.

MY FIRST TIME

Here's the deal -- I was a 130-pound sophomore in high school, worried about acne, happy as hell to be a member of the state champion's baseball team. But like anyone just turned sixteen, in desperate need of cash. Cash of course, meant I could ask a girl out on a date, or save for THE car I'd need next year. Cash--it moves the world and I was ready to help move it.

Which is why, when my best friend Foxie told me they were hiring at the local A&P I hustled my butt down there to fill out my first job application. The Assistant Manager, a tall, thin wiry Italian named Dominic greeted me warmly and escorted me to the rear of the store, sat me down and handed me several forms to fill out. I was in the middle of this paperwork when Foxie burst into the room.

"Have you got to the math test yet?" he babbled. "I know you're not to strong in the math department. I can help with the problems. Hey, I got a 98 in Geometry." (I should point out the Foxie is exactly one year older than I. He HAS transportation. And I'm usually sitting beside him when he cruises for chicks. So far we haven't been very successful.)

"No, not yet Foxie," I said.

"Gimme that page, I'll do 'em for yuh. I did these last week and got 'em all right. I really want yuh working with me," he said, throwing his head back and laughing like a maniac.

Handing him the page he wanted I continued with the problem solving section. Actually the test was easy, and with his assistance, we finished it quickly. Foxie managed to vanish moments before Dominic returned to collect my answers and other personal information. The next day I was working in the produce section, learning the fundamentals of loading and unloading produce trucks. (Lift, carry, place on conveyor, run upstairs, lift off conveyor, carry and stack for future use.)

As the next few weeks passed, I settled in and began to enjoy the hard work and people it brought me into contact with. Boom-Boom, Black Bart, Alex, and of course Dominic and Foxie, not to mention several other high school classmates and one or two other guys I'd met on the ball field. Everything was fine that is until Foxie got word through the grapevine of a certain contest to be held in the privacy of the meat-cutters workstation.

"What?" I said, not believing what I'd heard.

Foxie was only too glad to repeat himself. "Yeah, like I said, it's a cock-measuring contest. And hey, hey, I know you're hung, so like I entered your name."

"You entered my name," I managed to gasp. I was in shock.

"Hey, hey. Of course mine is only average. I got no business in a contest like that. And come on Frank, you're new, and you'll make a big impression."

"A cock-measuring contest?" I sputtered. "I'm not going to do it. No way! Foxie you're nuts! I just won't come in that day. When is this... this contest?"

Foxie laughed that maniacal laugh of his and said, "In an hour, so yuh better get pumped up. Ah, don't worry, it's just the guys."

Well, that was quite a lie. An hour later I was hustled into the back room with the butchers and 'other' spectators, of whom there were quite a few and bewildered to find they were mostly women. Some of whom I recognized as packers and checkers, but the rest were customers and friends of the other women.

I was wondering, how in the hell did they all know about this when Foxie put his arm around my shoulder, reminiscent of Burgess Meredith, "Rocky's" impish trainer.

"Don't worry, you're a cinch to win," he spouted. "I've seen yuh and yuh got 'em all beat."

I'd heard his sales pitch quite a few times in the past, so I thought to ask, "Have you seen them too?"

"Well, not exactly," he admitted.

"Not exactly? What the hell does that mean?" I wrested myself away from him, intending to bolt for the door, but Boom-Boom stood in my path. Perhaps this is a good time to mention how Boom-Boom got his somber nickname. It seems for two years running, he'd knocked his first three opponents out -- early in the first round at New York City's annual Golden Gloves. But his buddies always took him out to celebrate and got him drunk just before he was to meet his fourth and final opponent and he was stopped each time. He was also known to have punched out a belligerent customer or two while working the register up front.

Boom-Boom smiled knowingly at me and made a motion with his head indicating that I get back to where I'd been moments before. My defiance sagged and I turned back and saw the first competition lining up. Alex versus Dominic, yes, even the Assistant Manager was in on this. They had already removed their pants, and sporting respectable erections, placed them on the butcher block. Oh, let me tell you, thoughts of castration raced through my mind, after all, this WAS the appropriate place for it.

The butcher block was constructed of inch-wide strips of different colored wood, i.e. the measuring device. (These days I smile when I hear a woman ooohing and ahhhing over butcher block counter tops and how much they'd love to have one.) But before I could watch anymore, I found myself in the grip of an older woman, perhaps in her mid-forties, pulling me to one side before whispering in my ear.

"We've got to get you ready for your turn. Ya want to make a good impression don't cha?"

Sullenly I replied, "I guess."

"You guess? Don't cha know there's a lot of money riding on you?"

"What?"

"Sure. They're betting on whose got the longest, or the shortest, or the fattest."

"Oh my God," I stammered, in shock and embarrassment.

"Sonia," she called and a short, cute brunette sauntered over to us.

"Get him up for it, will ya?"

What next I wondered?

"Okay," said Sonia, a girl I'd never seen before and would never see again. I stood there transfixed and received a lovely smile from her as she unbuckled my belt. My pants dropped forming a pool around my feet.

"I won yuh in the lottery, honey."

Whoa, another shock. Won me? I went cold. Oh this is ridiculous, I thought.

I was anything but up for it until the moment Sonia took my limp dick in her fingers and began to knead it steadily. Naturally I responded. I glanced around the room and saw the unimaginable. One sultry looking blonde had her leg up on a chair so that her bush was visible to the contestants. I had never seen a woman's bush before. (Yeah, yeah, I'd played doctor and even humped a few girls in elementary school, but they didn't have anything more than a light-fuzz.) Then I noticed Tony, a checker, over in the corner, dry humping one of the female checkers from behind, his hands were busy roaming over her belly and breasts. To this day I can't recall her name, but it was enough to overcome my fear and I started to rise up. Sonia took care of the rest. I felt her rhythmic contractions as she closed her mouth tightly around my cock. Closing my eyes, I placed my hands on top of her head. It wasn't going to take long, not at all. Just as it was getting better than good I was pulled away. (To this day I can still feel and hear the sound of my dick popping from her mouth; and visualize the long, thin string of saliva stretching from Sonia's tongue to my dick.)

I was spun around to find myself at waist level to the butcher block. On the other side my opponent was peeling off his shirt. Black Bart, one of the meanest guys I'd ever met. The room filled with shouts and cheers, mostly for him, but surprisingly I heard my name being called out as well. Was that Foxie? (Later I was told he bet against me!) Someone pushed a brick against my foot and told me to stand on it. This raised me to the proper height for the competition.

Ronald, one of the meat-cutters who turned out to be fronting the contest, gruffly ordered us to "Get the meat on the table."

As I leaned forward to comply, the bustling room suddenly came to a hushed quiet.

"Nudge yourself as close to the block as possible, cause every millimeter counts," Ronald said slowly and distinctly.

I did, but made the mistake of sneaking a look at Black Bart. Had I not had a massive erection, I'd probably have peed all over! He was gigantic! I thought his snake-like cock was going to slither across the block and attack me! No contest, I told myself. He had muscles where it's not fair to have muscles and now this! No way! I never thought anyone could possess a dick that long--why I'd seen horses smaller than him!

Glancing away I saw Tony with his hand inside the checkers blouse, fondling her tit and she was squeezing his cock although it was inside his pants. Sonja blew me a kiss and I got dizzy with fear. Someone stabilized me and I managed to avoid fainting by looking straight down at my dick.

The ladies set about measuring the two of us. I was recovering nicely by studying the sultry blonde's bush when I heard Monica the chunky dairy maid announce that I was nine and one quarter inches long. She managed to brush her hand up and down my shaft as she took her measurements. I didn't mind at all. The noise seemed awesome, like that of a prizefight. I gazed across the block and watched as another younger women I didn't know take Bart's sword in hand count the blocks. I was not surprised to find that Bart (a white man, by the way) measured twelve and one half inches.

Then an older woman was tying a string around mine, measuring its circumference. Carefully marking the string with a black marker, she laid it out on a ruler.

"Seven and one-eighth inches thick," she announced to the crowd, and a murmur of approval went through the group.

She approached my opponent with the string only to have her hand shoved away by a glowering Black Bart. I had won something, only I wasn't sure what, since some people were pounding me on the back while others, I fervently hoped it was only the women, were touching and squeezing my dick. Meanwhile I sensed Black Bart glowering at me. I started to shrivel.

As all the fussing came to an end and I was safely tucked away, Dominic pulled me aside.

"Listen kid," he said earnestly, "this goes no further than this room, understand?"

I nodded.

"Good, we have this contest once a year. Except for the winner, contestants can only enter one time. This year there were two winners, you and Bart." He squeezed my shoulder as though to emphasize his statement.

"Congratulations, and believe me I mean that. I've never seen a cock as thick as yours. But do yourself a favor steer clear of him for a day or so. Bart's got a nasty temper and will take a little time to get over losing to you. He's really a nice guy and will come around, just keep away from him for a while, okay?"

He didn't need to tell me twice. Black Bart could break me in half if he wanted to. I'd be glad to stay away from him. I told Dominic so and he grinned at me and told me I'd be fine.

I turned to leave and bumped into a fair-haired woman I recalled worked in the dairy section.

"Hi," she said. Her eyes were sparkling and her smile was... overwhelming. "I'm Claire and I wonder... could you meet me after work? I'd really like to talk with you about... today's activity."

My eyes secretly spied her body. It was awesome.

"Well, I." Was the best answer I could manage. However, Claire took it as though I'd had a better offer. (I only realized this later, when I received another enticing offer.) And she leaned forward and whispered in my ear, "I just have to suck that big ole cock of yours. You wouldn't deny a lady a treat like that would you?"

"Deny?" I almost came in my pants.

"Okay," I managed. "Where?"

"What time do you get off?"

"Four," I gulped.

"Ten after, I'll be parked in back, all right?"

"Sure," I said, gulping again. Claire smiled at me then turned and moved away.

I couldn't believe my luck. Here I am, not even in my third year of high school, and a babe, no... a woman telling me she wanted to suck the old dickeroo. Wow! Unbelievable!

Evidently my ego was still to be stoked some more. For as I headed back to the produce section to resume working I was intercepted by an attractive brunette shopper, pushing an empty cart, who also had these sparkling eyes.

"Hello there. I'm so glad to run into you," she said, softly and sexily. Somehow I knew this wasn't accidental. Her hand reached out and touched my cheek. "So soft," she said as if to herself.

"Umm, can I help you, err, Miss?"

"Call me Mary Lou. And oh my yes, yes you can help me. What time do you get off work, err, Frank isn't it?

"Yeah, Frank," I said beginning to understand. "I, err, get off at four, but... "

"Good, I'll meet you out front. I'll be driving a blue caddy."

"Err, Miss, err, Mary Lou?"

She gave me a very seductive smile, arched her eyebrows and said, "Yes?"

"I, err, have a date for this afternoon."

"Break it," she said, still smiling.

"Umm, I'm sorry, but I can't break it. But I have no plans for tomorrow," I said hopefully.

Mary Lou's smile went cold. "I've got some wonderful plans for us Frank. Break the date. Tell her you're sick or something."

"I can't do that. We just this minute made all the arrangements."

"Tomorrow?" She said heatedly. "Look at me! You want ME to wait until TOMORROW?"

I saw Dominic at the end of the aisle, watching us. Fearful of a conflict with a customer, I turned and walked away from her, cringing as she cursed my back. From the corner of my eye I watched Dominic approach her. Later I saw them together, leaving the store during the lunch break. I thought nothing of this at the time. Later, weeks later, I reconstructed the event many times while having a stroke session. I could'a done this, or I could'a done that. Oh baby, Oh baby, OOOOH BABY!

The next few hours flew by and at the stroke of four I bolted upstairs and changed into my street clothes, checked myself out in the mirror, ran a comb through my hair. I looked like a little kid. T-shirt, khakis and sneakers, I was mortified. I had a woman with a capital W waiting for me and this was the best I could do.

Mortified or not, I went out back and there she was, provocatively leaning against her car. Damn, but she had legs up to here and a dynamite ass. But her tits clung so tightly to a light blue silk blouse that I thought they were gonna burst out to greet me.

Claire threw her cigarette down and carefully stepped on it. She actually opened the door for me and I got in.

"Sorry," I mumbled eyes downcast. I was afraid to look at her, afraid of getting a boner. I babbled on. "This is what I wore to work. I didn't have time to go home and change into something decent."

"You look good enough to eat," she said smiling. "Don't worry, you really look good to me. And besides, didn't you know that the clothes don't make the man?"

"Yeah?" I said.

"Yeah," she said and her hand drifted over to my leg and squeezed my thigh. My dick rose up immediately. Claire put a hand around my neck and drew me close to her face. "I'm gonna kiss you Frank, I'm gonna kiss you good."

Our lips found themselves lightly touching and then Claire increased the pressure until they were meshed together.

Breaking the kiss, Claire said, "Open your mouth a little, so you can breath."

That didn't make sense to me at first, I was to busy reveling in the feel of her tits crushed against my chest, but I did, and immediately felt her tongue move sinuously into my mouth licking in little circles. Slowly I caught on and responded in kind.

"Mmmmmmm," Claire sighed.

I breathed in her perfume and I sighed too.

"Are you beginning to see what it is that makes the man?" Claire asked as her hand continued its journey along my leg.