A famous author once postulated that when you're dying the only thing you have left in life is your memories. Smart fellow! I'm lying here in my bed, propped up on pillows and thinking about my life. Two months ago everything was coming up roses then, during a routine medical exam, I was diagnosed with inoperable, untreatable and incurable brain cancer — no shit, a bad day — you think? Yea, well once you're given three months to live you tend to look at things a little differently. Now I've had a good, long life so I really don't have any regrets about dying but as I lay here thinking back there are some things I wish I could relive just one last time before the good Lord takes me into his arms.

My name is Barbara Greenfield and I was born in 19 ... well you don't really need to know when I was born for this story to make sense. My husband Jeff passed away many years ago and my daughter Laura and I kind of took care of each other until she got married and then she and her new husband Paul moved in to our house and the two of them have been a tremendous help to me, especially now.

Laura and I have always been kindred spirits and I love her so much it's going to be hard to let her go when I leave this earth. I can still close my eyes and remember the day Laura was born and, in fact, I can remember the exact moment that she was conceived! You may find that hard to fathom but it's easier than you might think, you see up until that very moment in time I was a virgin and Jeff was the only boy I had ever let touch me ... you know, down there between my legs. Jeff was a senior in high school and I was a sophomore and one afternoon we simply slipped away from school and into the park for some time to ourselves. We were in a secluded place, one that we had always though of as 'our place' and a place we could be alone to kiss and hug and talk about our future. But on this day kissing and hugging led to something else and before we realized what we were doing we were both naked and he was between my legs then nine months later, give or take a few days, Laura was born. Back in those days girls weren't allowed to go to school if they were pregnant much less have their baby with them after giving birth so I ended up doing home study and getting my GED. Certainly Jeff was a responsible man and father and as soon as I learned I was pregnant he agreed to marry me and we spent our entire lives together until his early demise from lung cancer. We both found it ironic that neither of us had ever smoked and yet he came down with lung cancer. So much for clean living! Anyway with the money from his life insurance we managed to pay off the house and still have enough to live on although I did have to take a job in the local hospital working as an administrative assistant to the director of medical records. Still Laura and I never went without any of the essentials in life.

After Jeff passed Laura and I leaned on each other quite a bit and because she was the love of my life and I spoiled her rotten! There was only one time that I did something that I shouldn't have and although I have never regretted it I have always had the urge to confess my sins to my daughter. I've never had the courage, so you've been chosen to hear my tale of lust and woe.

Laura brought her future husband Paul home to meet me after their second date. I can still remember her words to this day..."Momma I'm going to marry that man and he is going to be my husband forever ... just like you and daddy!" I smiled at her and told her that I hoped that she would be half as lucky as I was then promptly forgot all about it, after all he was a high school senior and Laura was just a sophomore, puppy love I thought. Then I realized the irony of what I was thinking because it was so similar what actually happened between Jeff and I that it was uncanny!

Laura had invited Paul over for dinner the following Sunday afternoon and I took an immediate liking to the young man. He was nice looking, handsome even and tall at six-one and he had a very muscular build, probably from playing so much football and basketball. He had brown hair that flopped around on his head like some cartoon character and he had the deepest blue eyes I had ever seen. My immediate thought was that he had movie star quality blended in with being a real gentleman.

Over the next few weeks Paul was a regular guest at our house and it soon became apparent that he and my daughter were very much in love. The more I watched them falling in love the more I worried about my Laura ending up like I did ... pregnant and still in high school. I began watching them carefully for any signs of sexual activity and I had a long talk with my daughter about premarital teenage sex. Laura assured me that she and Paul were not having sex and that she had said no to all of his advances. I nodded with a motherly approval but in my head I knew that with enough pressure Laura would eventually give in to his demands and that I had to do something to make sure that didn't happen, she would not end up like I had!

I though about how I could prevent the kids from having sex for a few days and plan after plan was discarded as not being acceptable and then, like a lightening bolt striking, I had an idea that would take care of Paul's growing desires for Laura and to keep my baby a virgin until they were married. It might also help me with some my own issues ... issues like not having had any sex since Jeff passed on. My husband was a great lover and no one could ever replace him and I didn't even want to date and try other men because I knew that they would never match up with Jeff so I was relegated to using my fingers and a couple of toys to take care of my sexual needs. If my plan was going to work I needed to get Paul's buy-in and to do that he and I needed to have a very frank and open discussion, and one that only the two of us would be privy to — forever!

The other thing I needed to do was see if I was still a desirable woman, someone that a young man might still fancy so the next morning after Laura was off to school and I finished the breakfast dishes I went upstairs into my bedroom and stripped off my bathrobe then walked into the bathroom for a frank evaluation of my body. Even at my age I still looked ten years younger than I was. My 36c breasts had very little sag to them and there was no fat to be seen anywhere on my body. I turned and looked over my shoulder and saw a tight butt and strong legs and knew that my daily routine of walking two miles was doing my body proud. I stood five-seven and weighed a 133 and thought that I looked damned good. My brunette hair was down over my shoulders and nicely complimented my sea-green eyes and smile. I didn't like my areolas very much, they were too small for my tastes, maybe the size of a half a dollar and I would have much preferred to have ones that would have been three or four inches across but alas that was not to be. My nipples were lovely though, thick and sensitive and I though my pussy looked nice, kind of flowery and with a very sensitive clitoris that grew to almost a half an inch in length with the proper stimulation. I hadn't seen any other pussies in my lifetime so I didn't have anything to compare mine to but Jeff had sure seemed to like it a lot. I kept my pubic hair trimmed neatly and when I was excited you could see my cum clinging to the short pubic hairs and Jeff thought that was sexy as hell. In fact, he liked it so much that we would often sit on the bed and masturbate while watching each other ... he liked it when I came and my labia and hairs got soaked with my cum. I like to watch his cock shoot cum up onto his chest and abdomen. When he was finished I would crawl across the bed and lick his cum off his chest then bend down and suck what was left out of his cock. God those were the days!

Anyway, deciding that I still had a body that was attractive enough I put my plan into effect the following Saturday. I sent Laura to her grandmother's house to help sort out some old family pictures and memorabilia and as soon as she was out of the house I phoned Paul and invited him over so that we could have a little chat. I have to admit that I was as nervous as a cat on a hot tin roof and my stomach was doing flip-flops. He arrived just before ten o'clock and I invited him in and we sat in the living room, he on one end of the couch and I on the other. Paul was dressed in a nice pair of light brown chino pants with a green golf shirt while I was wearing my silk bathrobe with nothing on underneath. I could tell that Paul was just a little bit uncomfortable being alone in the house with me in just my robe.

Taking a deep breath Paul said, "So, Mrs. Greenfield, what's so important that we needed to talk this morning?"

I turned slightly and in the process let my bathrobe gape open just a bit, just enough so that I knew he would have a glimpse of my right breast. "Well Paul, there are a few things I would like to discuss with you. I understand that you and Laura are serious about each other and I know that you two want to get married but I'm not sure that you kids have planned well enough for that right now." He looked a little stunned at my comments but I also noticed that he peeked down my bathrobe and that was a good start.

"Gee Mrs. Greenfield I'm surprised by that, I mean Laura and I have discussed the subject several times and we both agree that we want to get married and we would like to do that after I graduate high school. What were you thinking we should do?"

"Paul if we're going to have an open and frank conversation we need to talk like we're both adults so I would feel better if you called me Barb ... okay?" He nodded his head

"Uh ... sure Barb, that's fine with me."

"Good. Now the first thing I've though about is you and Laura's ages." I uncrossed my legs then re-crossed them and let the bathrobe slip open a little so he could see my legs up to about the middle of my thighs ... and oh boy was he ever looking. "You see Paul, I know that you want to go to college and I agree with you that is a great goal. If you and Laura get married out of high school you'll never go to college, trust me on this. No, what will happen is that you'll get mired down in some mundane job trying to provide for my daughter and you'll never go back to school. And if you wait until Laura is out of high school it still won't work, I mean you will be a sophomore in college when Laura graduates so I personally I think it would be best if you two waited until you've finished with college before getting married..."

He interrupted me. "Uh, gee Mrs ... uh, Barb that's a long time to wait!"

I held up my hand for him to stop talking. That gesture in itself open my robe a little more and I was positive that he could see my entire right breast. "Paul, just wait a minute and let me finish my thoughts." I dropped my hand and could feel the sag in my robe and from the look on his face knew that my breast was completely exposed. "Honey I know that you love Laura very much and I know that she loves you too but until you're able to adequately provide for her, really provide for her, I won't allow you two to get married, and as far as I'm concerned you'll need to have a college education to marry my daughter! The other thing you need to understand Paul is that when my daughter walks down the aisle in her virginal white wedding dress she is indeed going to be a virgin ... do you understand me Paul?" He nodded his head but I could tell that he was already thinking of ways to get around my edict.

"Sure Barb, I understand and I can assure you that Laura and I are not having sex and I think I can wait until we're married."

I nodded my head very slowly and smiled at him. "Do you want to know what I think Paul?"

"Uh, sure."

"I think you're full of shit, that's what I think. I know that you've already been pressuring Laura to go to bed with you but trust me on this Paul ... that just isn't going to happen!" He looked crest fallen.

"But I..." He said, almost whining.

I held up my hand again. "Look Paul, I know that all teenagers have hormonal urges and that at your and Laura's age they are running amok, hell son just look at me ... I was pregnant at sixteen! I can't and I won't let that happen to Laura but I think I have a solution that will ensure both of us get what we want. Are you interested in hearing me out?"

He slowly nodded his head. "Uh ... I guess so but I'm not sure what..."

I stood up, unbelted my robe and let it fall open. I knew what he could see and in some small perverse way I was even enjoying being an exhibitionist. "Here is my deal Paul. You will quit pressuring my daughter to have sex with you and in return for that I'll provide you with whatever relief you need." I shrugged my shoulders and let the robe slide down until it was just a puddle on the living room floor. "Do you understand what I'm offering you Paul? I will be Laura's sexual surrogate until you two are married and then it will stop. I will do anything you ask me to do, no matter how perverted you might think it is and the only line I'll draw is that it will only be the two of us, no one else. No friends! Can you live with that Paul?" His eyes were as big as saucers and he couldn't even manage to talk. "Do you think I'm pretty Paul? I mean I'm not too old for you am I?" He shook his head no, and then he stuttered.

"Oh God Mrs. Greenfield ... Barb, you're beautiful! Do you mean it; you'll really let me do anything I want?"

"Yes Paul that's exactly what I mean and that exactly what I'll do!" I could see the growing bulge in the front of his pants and knew that like most men he was thinking with the little head, not the big one. "Come over here honey and let Barb see what you're hiding inside those chinos." Mesmerized he stood up and slowly walked over to me. "Don't be afraid Paul, you can touch me ... I won't break." He slowly lifted his hands up and touched my breasts, cupping one of them like he was weighing it then her ran his fingers around my nipples. I hadn't had a man touch me since Jeff died and I could feel myself getting wet. "Oh that's nice baby, just remember, be nice and gentle with Barb." I reached down and caressed his cock through his pants and he seemed to be a nice size, for a teenager. "Paul ... have you been with a woman yet?" I could tell by the way his face reddened that he hadn't.

"Uh ... well not really. I dated a girl before Laura and one night at the drive-in she let my suck on her breasts while she played with my co ... penis but I got off so quick that I was embarrassed and she was so angry and demanded that I take her home."

I wanted to laugh but that would have been cruel so I nodded my head understandingly, "I know Paul, that must have been embarrassing for you but I'll teach you how to make love to a woman properly. Another thing honey, while I understand your ... uh ... need to be respectful of me but I think as long as we're going to be lovers we need to talk like lovers. It's not a vagina or penis; it's a cock, dick a pussy or whatever. Okay?" He nodded.

"Uh Barb would you ... I mean I would love a ... give me a ... uh..."

I almost laughed because it was so obvious what he wanted. "Do you want a blowjob Paul? Do you want me on my knees sucking on your cock? Do you want to cum in my mouth and have me swallow all of your cum? Maybe you want to cum on my face? Is that what you want honey?" He just nodded and for a second I thought he was going to pass out. "Okay if that's what you want then let's get started."

I dropped down onto my knees and reached up and unbuckled his belt. While I did that he kicked off his shoes. I unzipped his pants and tugged them down over his butt and then he stepped out of them. He was a wearing a pair of black Jockey style shorts and not only was there a bulge there was a big wet spot on the front from leaking pre-cum. I licked the front of his underwear and he shivered then I put my fingers into the sides of his shorts and pulled them down. I was surprised by his size, not that he was some sort of porn star or anything but for a teenager he was pretty well endowed ... maybe six inches and just thick enough that I could get my fingers all around his cock. I looked up into his expectant eyes. "Look honey you're so damned horny and tense you'll probably come very quickly but don't worry about that, it's just your first time, you'll get to cum a lot more today before I send you home." He just nodded and his eyes seemed to just stare at my naked body.

"Okay." His reply came out as a squeak.

I leaned in and kissed the tip of his cock then licked my way down his entire shaft. At first he just stood there with his hands at his sides then he got into the action and wound his fingers into my hair and tried to guide my head. I used my free hand to caress his ass and play with his balls as I slowly bobbed up and down on his cock. I could feel the tension building in his balls and because of the way he was moaning and bouncing on his toes that he was pretty close to cuming. I stopped for a second and looked up into his face. His head was leaned back and his eyes were closed. "Paul it's alright, I want to taste your cum, go ahead honey and shoot it in my mouth!" I started bobbing a little faster until I felt his cock swelling and I let him slip to the back of my throat.

"Oh ... OH GOD! Oh fuck Barb ... I'm ... I'm ccuumminnnnggggggggg!!!!!!"

Paul held me tightly against his groin as his cock spilled his hot seed into my mouth. I swallowed all of it and thought that it tasted nice, not as nice as Jeff's, but nice. When he was done I felt his cock beginning to wither and I back off, stood up and pulled him into my arms. "How was your first blowjob Paul? Did you like it?'

"Oh my God Mrs. Greenfield that was great. Fantastic! I've never felt anything like that before."

"It's Barb ... Paul, Barb and this is just the beginning of your education. Now come on with me up stairs to my bedroom." I kissed his cheek and took him by the hand and we went up to my bedroom. I wanted to chuckle looking at the teenager walking beside me, his cock already starting to get hard again and sticking straight out from his groin, naked except for his golf shirt which he hadn't removed. I closed the door to my bedroom, grabbed onto the bottom of his shirt and pulled it up and over his head. "Okay honey, let's take a nice shower and then we'll practice foreplay."

"Okay."

Paul and I showered together. I took a sponge full of soft soap and washed his entire body. It was fun for me because it had been a long time since I had been able to play with someone besides myself in the shower. I kissed Paul's lips as my sponge caressed his balls and cock which, of course, was hard again. God the wonders of youth! When I got down on my haunches to wash his legs and feet I slipped his cock into my mouth and gently sucked on his cock. He didn't cum but I knew he was close when I sat back and smiled up at him. "I see you're enjoying you shower honey."

"Jesus Barb this is really fun ... can I wash you now?"

"Absolutely! Look let me show you some things about women." I gave him a crash course in female anatomy and what turns on most women and where to be gentle and where to be a little more aggressive then I let him wash me. He was a quick learner, kissing my neck as he washed my breasts. I showed him how to roll and pinch a woman's nipples and he seemed to enjoy that too. When it came to my pussy he was much too harsh and I had to remind him to go slow and be gentle. He got the hang of it and before we were through I had two orgasms. I think it surprised him that women had multiple orgasms. Finally finished with our half-hour long shower we stepped out and I dried him off then let him dry me. "Okay Paul, are you ready to learn about foreplay?"