"Please don't make me…" She faltered. She stared at the older woman with a combination of fear and fascination, like a bird staring at a serpent.

"You don't have to do anything, darling," Valerie assured the nervous teenager. "Just let me love you with my hands and my mouth – let me make love to your sweet body."

Cindy closed her eyes, unable to bring herself to reply – not knowing, herself, what reply to make.

Valerie kissed her again. Cindy's lips parted immediately and her eyelashes fluttered. Their mouths locked together, lips parted, panting and salivating. Cindy whimpered. Valerie moved her hand down and then slid it up under the girl's tee shirt. When she touched Cindy's naked tit, the girl shuddered but offered no resistance. Valerie kneaded her firm, smooth tit mounds and pulled at the peaks.

"Oooooh," Cindy moaned, squirming.

"You like to be felt up, don't you?" Valerie whispered, her lips moving on Cindy's lips as she spoke.

"Yes. But…"

"Just pretend that I'm a man," Valerie said. "A hand is a hand, and a tongue is a tongue. What's the difference? I don't have a cock, but I don't need one to pleasure you."

Cindy felt all resistance drain out of her. She knew this was wrong, that it was naughty if not wicked, but Valerie's fondling and kissing were melting the girl's inhibitions.

How far is she going to go? Cindy wondered. When should I stop her? Oh, it does feel so good – will I be able to stop her? What's happening to me?

Cindy felt that she was being used, that Valerie was using her as a plaything. The girl realized now why the older woman had brought her away to this mountain retreat – that it had not been out of friendship and affection, but out of a deviate's desire.

Yet the girl couldn't feel resentful or annoyed – because she was so damned hot!

If it had been a girl of her own age who had made this advance, Cindy would have nipped it in the bud, but she was in awe of the glamorous older woman and her very shyness prevented resistance as much as the desire she could not deny.