Elly

I'll never forget Kelly. She was easily one of the most beautiful women I've ever seen, but there was so much more to her than that. People often talk about "old souls"...Kelly was certainly that, in many ways, but there was also something very innocent and totally unpretentious about her. For someone so beautiful and only 22 years old, she was very comfortable in her skin. She was... elegant.

When we first met, Kelly was dating my good friend Rick. He was doing his PhD and teaching intro biology at the local university, she was an undergrad in the Psychology Department. Rick brought her to a dinner party at my place. I was dating a very hot, blonde costume designer named Angela at the time, so it was a comfortable couples evening - wine and good food.

The moment she walked in the door I was struck by her beauty. She was about 5'9" and quite thin, but she moved with stunning grace. Long, straight, light brown hair, pale green eyes that smiled as beautifully as she did. Over the course of the evening it became obvious she was not only beautiful but well read, intelligent, thoughtful, well-spoken and a pleasure to be around in all respects. I could see why Rick was willing to risk the sort of hassle that could follow an academic who dated a student.

As the evening progressed it became very windy outside. A storm was coming up from the ocean and looked to be a strong one. The bay windows were bowing in and out from the force of the wind and the howling was making us raise our voices. I love heavy weather and there was a brilliant full moon that night, so I suggested we go out on the roof of the building to see the storm clouds before the rain opened up. We rode the elevator to the roof.

Outside, 18 stories up, the wind made standing difficult, but we all managed to get to the railing. The view was amazing. With winds gusting 80 miles per hour and a bright moon, we could see the clouds sailing across the night sky at amazing speed. Everyone has seen a cloud that resembles something else...I saw one rush past the face of the moon and heard Kelly's voice exclaim, word for word in unison with my own as we simultaneously pointed, "That one looks like a lobster!" It was a goocher! Kelly burst out laughing and threw her arms around me. There are frozen moments where things drop into place and you just know something is right. It's like deja vu, except you know it hasn't happened before...just that it was supposed to happen and did. This was one of those moments.

Because Rick and I were close friends I found myself spending a fair amount of time in Kelly's company. She and also became close friends and often would meet on campus between classes for a coffee or a bite to eat. I recall one of those meetings shortly after Angela and I broke up. I had moved into a bachelor apartment and not bothered to shave in a few days - having no girlfriend tends to make getting away with three days growth a whole lot easier. Kelly said I looked good with a beard, but wondered if it wasn't itchy. I smiled and told her that while it might tickle a bit from time to time, it was entirely worth it considering the way it would tickle the inside of her thighs. Kelly looked at me blankly for a moment as the meaning dawned on her. She grinned, told me I had a one-track mind and then headed off to class. I watched her go. Beautiful, tight, lean legs and hips and that graceful walk. What a treat. My buddy Rick is a lucky man, I thought.

About two weeks later Rick called me in a panic. He asked me to come over immediately, so I hopped in my car. When I got there he was half pissed and half terrified. Only my harmless, happy, hippy scientist Rick could have gotten himself into this one: He and Kelly had been out to a movie where they had run into one of Rick's students. A female student. Now, while Kelly was not in any of Rick's classes, this female student of Rick's apparently got it into her head that Prof. Rick might be open to a wee dalliance with another cute little undergrad.

At some point over the next couple of days, the slinky little tart managed to corner Rick, thankfully not entirely alone, and proposition him - which proposition Rick rejected point blank. Downside? Female student reasons that Prof. Rick shouldn't be dating a student (if he's not going to date her as well, apparently) and starts some loose talk about possibly filing some sort of sexual harassment claim. This is not going to do Rick's career as an academic any good, not to mention years of research and a thesis potentially down the tubes. It has the potential to be a career wrecker. A life wrecker.

I probably forgot to mention it, but I was in law school at the time. And while that by itself only makes you

un

qualified to fuck things up (the difference between that and a lawyer being the lawyer is

qualified

to fuck things up

at $250 per hour

), Rick needed to try and get a handle on the situation and thought I could help. We talked about trying to reason with the tart, but that seemed unlikely. She was nutty enough to hatch the proposition...what can you expect from a nut rejected? Reason? Next idea.

"Look," I told Rick, "the entire premise of the tart's claim is not that you directly harassed HER - it's obviously going to be tied to the fact that you're a professor dating a student. Leaving aside the fact that it's difficult to understand how your relationship with Kelly is harassing to the tart, as well as the fact that you rejected the tart's proposition in front of witnesses, it's still loaded with risk. The university is not going to like you dating a student - even one not in your class. It doesn't even have to be likely - they are not prepared to risk being sued by a distraught undergrad for the orgasms she suffered at the hands of a paid employee of the institution. That's why they have the policy you and Kelly are currently mutually disregarding. If the issue comes up, regardless of the validity of the tart's claim, the facts have the potential to hurt you, Rick."

"What if I wasn't dating Kelly?"

I didn't even consider that he was serious. Everything is a hypothesis, right?

"If you and Kelly were not involved...say that movie date was a coincidence, you just happened to be in line together, sat together, purely platonic movie viewing...then it all disappears and if the psycho tart even raises the issue it appears like a bitter, rejected girl trying a revenge play on a professor."

"I've been thinking about cooling things off with Kelly," Rick admitted. "There's a 12 year difference in our ages and even as bright as Kelly is, man...I mean, she's 22 and I'm 34; she's finishing up her arts degree, I'm about to defend my thesis. We aren't going to get married and this is probably as good a time as any. I'll talk to her tonight."

The next day I met Rick for lunch.

"Problem solved," he sighed. "Kelly and I had a long talk. If it comes up, the movie was totally platonic and there was never any relationship beyond that. We talked most of the night. We really care about each other, but she agrees that it's probably not a forever thing and under the circumstances, we decided to stop dating and try to be friends."

Christmas exams were wrapping up. End of the week, I had rented a huge stack of movies and planned to hibernate in my apartment, read nothing, eat bad food and get stoned a lot. But before my descent into the cave, I hit the club for a beer, figuring to hustle a few games of pool and relax. The five dollar night. Buy a beer, leave a tip, put a dollar on the pool table. So long as I win, it's free beer - the standard wager on a game of eight-ball, winner holds the table. More than a few nights I walked in with five dollars and staggered home at closing time with that five and a handful of others alongside it.

The scene downtown was boring, so I finished my beer and started the 15 minute walk back towards the university. As I crossed the street I heard a female voice call my name. I turned to see Kelly and her friend Jill coming toward me. Kelly threw her arms around me and hugged tight, "I'm SO glad to see you. It's such a drag downtown, everyone is gone for the holidays. Where's the fun?"

"Yeah," I laughed, "No barrels, no monkeys. I'm going back to my place to watch some movies if you and Jill want to come."

"We're supposed to meet some people," Kelly said, looking sad, "but if they aren't there or it's boring, maybe we'll come by. Did Rick tell you the news?"

"We had lunch today," I answered, "How are you feeling?"

"I'm okay. It's all for the best and Rick and I are still going to be friends. I think I'm cool with it."

We chatted for a few more minutes, but Jill was getting fidgety so she and Kelly went on their way and I again headed home. Friday night. Girls out partying. No chance Kelly's coming tonight, I thought.

About an hour and a half later I was lying on my futon (on the floor, true university student style) watching a movie when the doorbell rang. I hoped. Sure enough, Kelly and Jill. Downtown was still boring, their friends had not shown. My lucky night, I thought. I welcomed them in, took their coats and apologised for the lack of seating. I had moved the television from the "living room" to the "bedroom" in case I fell asleep watching the tape. Jill sat on the window bench, Kelly sat on the futon next to me, our backs propped against the wall and some pillows.

As we watched the movie only the light from the television illuminated the room. Jill had written her final exam that day and had been up the entire night before. After only fifteen minutes she was curled up on the window bench and telling us, when Kelly asked, that she was, "only resting my eyes...I'm still listening."

Kelly and I continued watching the movie, but there was some serious undercurrent. My heart was tripping like a Billy Cobham press roll. I had fantasized about this woman, admired her body, her character, her style and grace, but I'd never done anything more than harmless and friendly flirting. She had been almost living with one of my best friends until last night. I was debating with myself furiously. Make a move and risk destroying our friendship, not to mention Rick's friendship...or sit here, play it safe and miss out on a chance that may never come again?

And her presence. Oh, Kelly. Long slim legs in jeans not too tight, fine long hair cascading over her shoulders onto my pillows, our shoulders leaning - just barely touching against one another....like friends. Your beautiful face, bright smile, charming enthusiasm. There are so many levels on which desire for a fine woman finds purchase and Kelly had them all. When a man lies next to a woman like that, certain responses are inevitable. You cannot walk past a bakery without wanting a cookie; you cannot lie next to a pure form woman and not need. Even if you wind up doing it later, all by yourself, a woman like Kelly is simply irresistible - a force of nature. I felt that small shiver race through my balls as blood began to flow in response to her.

I subtlety shifted my weight, repositioned my legs as if to stretch without really moving. Just enough to hopefully prevent any further swelling from being immediately or dramatically noticeable. The pads of my fingers began crawling over that mattress one molecule at a time, seeking eventually to brush the very edge of my right little finger against the very edge of Kelly's left little finger. The slightest of contact, in the hope that she would not move her finger away.

I had no real plan after that. I really liked Kelly as a friend, as well as Rick. I didn't want to fuck anything up. But they had "broken up". And Kelly was here. I couldn't bring myself to simply make a move on her. I had to have some sign...some clue...I had to do it in such a way that if she responded positively I would know, but if she didn't I would not have gone too far. My right hand began crossing those three inches separating it from Kelly's left hand like a man crawling through a minefield - with every millimetre I expected to hear the dreaded "click"...to hear Kelly whisper, "What are you doing?" or "Please don't."

I had lost the plot line of the movie entirely, I was so wrapped up in the woman next to me, my desire for her and the multitude of ways it could go wrong. I wanted her, desperately. I wanted to kiss her for hours and drown myself in her. The breadth and depth of the desire I felt for Kelly at that moment is simply indescribable. And as this desire smouldered within me, so far completely restrained, my body decided that semaphore would be a good way to communicate.

I froze. I had planned to brush her finger with all the force of a blade of grass...but now I was getting hard, lying next to her. We were side by side on my futon, three-quarters reclined, me on the left. The damn television was also on my side, sitting just beyond the foot of the bed on an overturned milk crate. Kelly's line of sight to the television.... Christ.

It's amazing how fast one thinks sometimes. In hindsight it amuses the hell out of me, but at the time, the thought process went like this:

She will either pulled her little finger away, or leave it there.

I can always afford the up side, it's the down side I need to worry about.

If she would her finger away, then seeing Mr. Happy pogo around in my pants is going to make her uncomfortable. She will want to leave.

Jill! Shit! What if Jill sees?...okay, Jill's snoring. Relax. No! Don't relax!

Palsgraf v. Long Island Railroad is the case which gave rise to the doctrine of remoteness in tortious claims for damages which as my mother and all elderly female relatives and male relatives will tell you when I'm standing naked in a tub of ice water being growled at by hungry vicious dogs has absolutely nothing to do with whether or not those pissed off bikers are gonna kill me....

I even tried to pick up the plot of the movie in an effort to...damn. That wasn't even a twitch. That was a throb. There are many remarkable things about the penis. One of them is the speed with which, under the right circumstances, it can go from relaxed to alert. The only fair analogy I can think of is a sleeping dog. You've seen it. Rover is snoozing on the rug, utterly content. Someone closes a car door three houses away - Rover's head is instantly up, ears forward. He isn't charging the door like an idiot, but he's ready if needed. The first time "Rover" pricked up his ears might possibly have been shrugged off as "a flop"...you know, you move your leg, it flops sometimes. It's a stretch, but who wants to bring it up anyway, right?

That was no flop. "Rover" was clearly not sleeping. I was still glued to the spot, barely breathing, apologising to God for ever doubting Him and asking for a tiny bit of mercy....strike Kelly blind or something. God does protect fools. If Kelly saw the now noticeable alteration in the landscape between her and the movie, she didn't move or react to it. Every once in awhile, no matter how hard I tried not to, my cock would pulse slightly or twitch - the slightest of movements, but to my eyes I might as well have whipped it out. Still, Kelly didn't seem to notice. I considered that she might be embarrassed and not wish to embarrass me. But as much as God protects fools, we're still fools.

After a few minutes, my fingers resumed their crawl. There. Just the slightest contact. My right little finger was barely touching her left little finger. She must know it's there, I thought. I moved my finger so slightly. Again. Increased pressure so slightly. Again.

There! Her finger moved, but not away. She brushed back!

There are no words, limited as they are by their own definitions, to describe the utter thrill, the joy, the elation that coursed through me in that moment. It escalated gently but quickly. Our little fingers entwined, stroking...for minutes just that. Fingers exploring even as neither of us turned our eyes from the television. We didn't speak or move, so as to not wake Jill. It was exciting and awkward. Awkward regarding Rick, not to mention her friend snoozing on the window bench three feet from us, but enthralling and irresistible. Our little fingers spoke volumes about mutual attraction and unspoken thoughts.

I turned my head and pressed my lips just below her ear. "Oh, Kelly," I breathed, "You don't know how long I've wanted to do this - to touch you."

"Since the lobster cloud," she whispered and squeezed my hand. I squeezed back and kissed her neck gently. Kelly turned slightly to offer her smooth skin to my lips.

I felt her hand on my chest, pushing me gently back as she rose from the futon.

Damn, I thought, now comes the awkwardness. Kelly went to Jill and gently shook her.

"Jill," she spoke softly, "Come out to living room and lie down on the couch with a blanket. You're sleeping and that bench is not comfortable at all."

Jill rolled onto her feet and let Kelly lead her to the sofa. Then Kelly came back, closed the bedroom door and wrapped her body around me with an enthusiasm that took me totally by surprise. I had been worried about scaring her off! She was pulling my shirt out of my pants, sucking my lower lip and rubbing my now aching hard cock through my pants.

"I saw this getting hard. Did I do that? Is that for me?" Kelly demanded.

"Yes," was all I could manage to croak.

"I've thought about being with you so many times," Kelly gasped into my mouth as her hand felt the length of my cock. "That time on the roof, when we saw the lobster cloud...I just had this feeling like I wanted you. And that time you teased me about your beard..."

Kelly blushed.

"What?" I asked

Kelly looked down. Damn. Here was this gorgeous young woman, erotically masturbating me through my pants with such pure, unrestrained desire and yet, there was something she wanted to tell me that was making her blush like a virgin. I swear to God I almost came in my pants. Her lust-filled eyes looking so eager and so shy.

"That time you told me that your beard would tickle my thighs...it...I was..."

"Kelly, what? Tell me."

"It made me wet. When I walked away from you that time I was so turned on I went to a private study carrel in the library and....."

"And what?"

It dawned on me. "Really? You masturbated?" I thought I was in love!

"I had to...I felt so..."

"Mmmm. Kelly...what does it feel like when you're aroused? Tell me."

Kelly thought for a second as she continued to kiss my mouth and stroke her hands all over my chest and arms.

"It feels...heavy. And hot, sort of. I could feel swelling...there... and wet. It just feels like my pussy suddenly, I dunno, weighs more. It fels that way right now!"

"How was I that day in the study carrel?" I asked, grinning.

"Amazing. I came thinking about your face between my thighs. It was so hard not to scream."

At that, I began tugging Kelly's shirt from her pants. She pushed my hands away and yanked her shirt off over her head, unbuttoning and losing her jeans in the next graceful motion. She was exquisite. Small but perfectly formed breasts, slender waist, tiny hips and that sweet, tight, compact ass curving into legs that made my mouth water. Her pussy had the same light brown, fine, soft hair, but mere wisps - her swollen, perfectly formed lips were clearly visible. She saw me looking at her and ran one hand lightly between her legs, trailing her middle finger over her clit.

"I've seen you looking at me. I've wanted to undress for you and let you really look, the way you wanted to look," Kelly whispered. "I love the way you look at me sometimes. I always knew Rick cared about me, but he never looked at me the way I've caught you looking. Just your eyes make me feel totally wanted." She dropped her hands to my jeans. "We have to be quiet. I don't think Jill will wake up and if she does, she won't come in here...but we don't need Rick hearing about this."