Marilyn Bear was upstairs in her bedroom packing a suitcase for her trip to California. She was due to start her new job with Chambers and Associates, the company that had just hired her to be their media marketing director. Marilyn and her husband, Bill had argued long and hard over her taking a job but she had ended up winning. After all, as she pointed out to him, they had agreed ten years ago when she had finally become pregnant that she could go back to work when Susan, their daughter, entered the first grade. And Marilyn had waited an extra couple of years to make sure that Susan was settled into her school and then she found the perfect job.

Marilyn and Bill had married late in life when Bill was 35 and Marilyn 32 and having a child at an older age had been a bit of a risk but everything had worked out just fine. Now at 42 Marilyn had rejoined the work force and was looking forward to flying to Santa Monica for a week of training with her new employers. Chambers and Associates were a growing public relations firm and had hired Marilyn, even though she had been out of the job market for ten years, because she still had a wonderful reputation for developing and selling television advertisements. When she left her former company to have her baby she had already won two highly acclaimed national media awards for advertisements, one for the industry giant Coca-Cola. Because of her industry reputation Chambers and Associates had acquiesced to her demand that she be allowed to work out of their Chicago office and not the more prestigious Santa Monica office.

Marilyn looked through her closet and chose her clothes; three conservative suits, two pant suits, a cocktail dress that showed off her breasts just a little bit, but not indecently, and a pair of jeans and slacks for casual wear. She opened her lingerie drawer and picked out her panties and bras and then as almost an after thought she threw in her new green bikini. She looked over at the clock and saw that it was almost ten in the morning and realized that her cab would be at the house in less than two hours. God, I've got to get going or I'll never be ready, she thought.

In the bathroom Marilyn dropped her robe and stepped into the shower and began to lather up. When the washcloth touched her triangle and then rubbed on her clitoris she felt the familiar pangs of excitement building up in her and without even realizing it her other hand began to massage her breast and pinch and pull on her nipple. Between playing with her breast and her clit Marilyn reached an orgasm in less than two minutes. Good grief she thought, I'm down to playing with myself in the shower! Why the hell isn't Bill taking care of me like he used to? She thought back trying to remember the last time they had made love and she honestly couldn't remember the month much less the day.

Out of the shower and drying off Marilyn turned to evaluate herself in the mirror. She was just a tad under five feet seven and weighed a hundred and thirty two pounds, only eight pounds more than when she had gotten pregnant ten years ago. She had light colored skin that contrasted nicely with her fiery red hair and freckles. Her breasts were a perfect size for her body, 34C's with silver dollar sized areolas and small but very sensitive nipples. Her nipples had always been a perfect compliment to her sexual life because when they were played with they sent tingling sensations directly to her clitoris and made her have tremendous orgasms, so huge that early in her life she was actually embarrassed by them.

Now back in her bedroom she donned a matching set of black thong panties and a black bra then slipped into a pair of khaki slacks and a plain white blouse. She had just finished dressing and hauled the suitcase downstairs when she heard the honking of the cab. She grabbed her jacket and walked out of the house, locked the door and was on her way to the airport.

Six hours later she found herself unpacking her luggage in a small suite in an exclusive hotel in downtown Santa Monica. Her two-room suite over looked the pool terrace some three floors below and the Pacific Ocean on the horizon. What a beautiful view she thought! Once Marilyn had all of her clothes packed away in the closet and dresser she took her purse and went down to the lobby to browse through the shops in the hotel. After some window shopping she felt a little hungry and when she looked at her watch and realized it was after three in California she went into the hotel café and ordered a BLT and an iced-tea. She was reading a novel while she ate when she noticed several teenagers enter the restaurant and take a table near hers. As they ordered their burgers and fries they goofed off, teasing each other and just had a good time.

As she watched the teens she singled out one boy in particular. He was a blonde haired, blue eyed California surfer type, and she thought how beautiful he looked. His sculptured teenage body sent shiver up and down Marilyn's spine and caused her panties to dampen. Her staring continued until the boy noticed her, and he stared back for mere seconds then smiled at her too. Oh my God, she thought, I haven't been away from home 24 hours and I'm already ogling teenagers. In the past few years one thing that had changed dramatically about Marilyn her was her penchant for thinking about young men as sex objects. Marilyn wasn't even sure when it first started but when she lay in bed at night, alone and horny, her thoughts turned to men, young men — boys with hard cocks that she could play with, suck on, and, of course, fuck. I've got to get a grip on myself, she thought as she sipped on her tea.

The teenager rose from his chair and sauntered across the restaurant to where she sat. He put his hands flat down on the tabletop and leaned close to Marilyn. "Hi, my name is Brad." He smiled down at her, his brilliantly white teeth gleaming in the florescent light.

She looked up and smiled back. "Hello, I'm Marilyn."

"Well Marilyn is there any chance you are interested in having a good time?"

"A good time?" God what was they boy asking her. "I'm not sure what you mean."

"Well I couldn't help but notice that you were staring at me and I know that a lot of women who travel alone like to have some, ah... company for the evening... so I was wondering if you were interested."

Marilyn thought about it for a moment, my God he's offering himself to me! She was definitely interested in him, but it was just too risky. "Uh, no I'm not interested in your company but thanks anyway."

"Alright Marilyn, you're loss."

She watched the boy go back to his group and she got up and quickly paid for her lunch and went back to her room and changed out of her clothes. She pulled an armchair over to the window and sat there, facing the ocean, in just her panties and bra. No one could see her so she wasn't worried about that, she just wanted to relax and take in the majesty and serenity of the Pacific Ocean - and think about the beautiful young boy named Brad and what his body looked like. With her hand inside her panties and two fingers on her clit she rubbed small circles until she came then she fell asleep in the warm sunshine.

Marilyn woke up with a start. She had a crick in her neck and was cold. When she looked out the window she saw that it was completely dark. She looked at her watch, good grief it's after eight at night. She rubbed her eyes, got out of the chair and picked up the room service menu and ordered a late dinner. After the light meal she took a quick shower, put on her negligee and slipped under the covers. Marilyn closed her eyes and once again the image of the young blonde surfer, that's how she thought of him, entered her mind and again she reached between her legs and began to gently rub on her clit and without even realizing it she drifted off to sleep.

Marilyn woke on Sunday morning to sunshine and blue skies, the typical California morning. After dressing and having breakfast in the café she walked out of the hotel and down the boardwalk to the Santa Monica pier. As she strolled down the pier she was interested in watching the variety of people who were fishing, running or just enjoying the morning like she was. With nothing better to do Marilyn decided to go window shopping downtown. While shopping she stopped in a bistro and ate lunch, then returned back to her hotel. As she looked out her hotel window she realized that the pool was almost completely empty so on a whim she decided that it would be a perfect time to get some sun and just relax. Marilyn undressed, put on her bikini and then a hotel robe and took the elevator to the third floor. She went out onto the pool deck and grabbed a deck chair and turned it towards the west and the warm sun and lay down. She opened her paperback and began reading.

It was about twenty minutes later that she saw a mother with two boys; both of whom looked to be in the 10 to 14 year range, enter the pool area. The mother, a woman who was probably in her middle 30's, settled down in a chair, rubbed on some sunscreen and watched while her two boys played in the pool. The mother was wearing a bikini too only it was definitely risqué, showing off her body to anyone who cared to look. Both boys were wearing little Speedo trunks and Marilyn could see the outline of the older boy's cock through the thin material of his suit. She couldn't take her eyes off the boy's cock so she adjusted her chair so that she could watch him then held up the novel and for all outward appearances looked like she was just tanning and reading.

"It's just beautiful out here isn't it?"

Marilyn was startled by the woman's voice and turned to see the boy's mother standing behind her chair. "What... Oh hi... well yes it is."

The young woman sat down next to Marilyn. "I was just thinking that it was so beautiful out here on the patio and when I saw you watching my boys I guessed that you probably had grandchildren about their age."

Marilyn was immediately ticked off by the woman's arrogance, thinking that she was a grandmother. Shit, do I really look that old? Then she responded, "No, not really, actually I was thinking of my own child — I have a ten year old girl and I guess I just miss her a lot."

The woman looked in horror at Marilyn. "Oh my God! I'm so sorry; you must think I'm an idiot for thinking that you were a grandmother. Look my name is Betty and these are my two boy's Terry and Jeff. Terry is fourteen and Jeff is twelve and we're out here with my husband, John, whose working on a corporate sales account. John's been pretty busy lately so we've been alone a lot and just fending for ourselves, although that has been okay too, I mean a free hotel on the Pacific Ocean, how can you complain?"

The woman rambled on and on until Marilyn interrupt. "Betty, I'm Marilyn and I just started a new job too so I'm here for some training."

"Oh wow, that's really neat, your own job, wow. What do you do?"

"I'm in media advertising, an account executive at least that's what I used to be before I resigned to get pregnant and then raise a child. Now that she is in the second grade I'm back in the job market. Where are you from Betty?"

"Oh. Oh... well we're from Des Moines — which is in Iowa. I think that's why I'm enjoying the sun and fun so much."

Marilyn laughed. "I understand completely, I'm from Chicago and having sun this time of year certainly is a luxury for me."

"Look Marilyn, if you're all alone would you like to share dinner with me and the boy's tonight? I mean Terry and Jeff and I would love to have you up to our room for dinner and my husband won't be home until... well late and... well, I could use some adult company. Oh... please! Come on Marilyn, how about it?"

Marilyn thought about it and then looked at the two boys playing in the pool, their nubile bodies shining with the dampness of the pool's water. "Well, OK. What time are you going to eat?"

"I was thinking around six-ish, you know so I can get the boy's fed and in bed at a reasonable hour."

"I'll be there at six. Oh, what room are you in?"

"914 and... thanks Marilyn, I really appreciate this."

Marilyn returned to her room just after ten that evening. Surprisingly the dinner had been a lot of fun and Betty had turned out to really be a very nice woman, someone that Marilyn could really like. Then her husband had returned to the room just before she left and the three of them sat in the living room and had a glass of wine and chatted. Yes, Marilyn thought, they were a nice family and she adored the two boys, but for a much different reason than most women. Terry and Jeff had been all over her after dinner, teasing her, playing tricks and just being boys but as they crawled around and under the table Marilyn could feel her panties getting wet just thinking about their bodies. When it was time for the boy's to get ready for bed Betty sent them off to take showers. When they finished Betty asked Marilyn help get the boys off to bed and she actually got a peek of Jeff's cock as he changed into his P.J.'s in the corner of his bedroom while his big brother changed in the bathroom.

While continuing to think about the two boys Marilyn changed into her nightclothes and climbed into her bed. She set the alarm for six in the morning then took her vibrator and put it on extra low and inserted it in her still damp pussy and curled up under the covers and wished that it was Terry or Jeff instead of her mechanical friend playing with her clit. She fell asleep with the vibrator still running and didn't wake until the next morning when the alarm shook her out of a dead sleep. Oh my God she thought, I've let that damn vibrator run all night, shit I'll be sore the entire day.

She got out of bed and quickly showered and dressed the walked down to the lobby and had them hail a taxi for her first day at Chambers and Associates.

That evening Marilyn drug her tired body back to the hotel just after five and when she slid her plastic key into the door lock she could hear the phone ringing. She dropped her briefcase and ran across to the bedside stand and grabbed the receiver. "Hello?"

'Oh hi Marilyn, it's Betty."

"Hi Betty, what's up?"

"Marilyn I have a big favor to ask and I hope the answer is yes, please say yes!"

"Slow down honey, you haven't told me what you want yet."

"John called me from the office and he has been invited out to dinner with some real important clients and they ask that I come too, but... well obviously I can't take the boy's and I was thinking that maybe you would..."

Marilyn was tired and as much as she would love to be with the boys she had decided to just crash for the night. "Oh I would love to Betty but I'm really beat, why don't you get the hotel to baby-sit them while you're gone?"

"I already thought about that but I hate to have some stranger in my room and with my boys, p-l-e-a-s-e Marilyn."

"Okay, okay I'll watch them for you, what time do you need to leave?"

"I need to be in the lobby by 6:30 so if you could be here around 6:10 that would be great."

"Sure. I'll be there."

"Thanks Marilyn, I owe you big time."

Marilyn knocked on the door just after six. Betty opened the door wearing just her bra and panties. The panties were high cut French style panties and the bra was a push-up that made Betty's breasts almost pop out the top and both undergarments were almost see-through.

"Come on in honey, and God have I said thanks yet?" Betty kissed Marilyn on the cheek then hugged her, Betty's breasts pushing against Marilyn's blouse.

Marilyn was just a little surprised that Betty would run around in just her underwear with two teenagers around but then everyone had different ideas about how to raise children. She sat on the end of the bed in Betty's bedroom and watched the younger woman get dressed. Terry and Jeff were running in and out of the room and as Marilyn watched she was pretty sure that Terry had more than just a passing interest in his mothers' partially nude body because he was definitely ogling his mom. When Betty finally finished dressing she hugged Marilyn and then admonished her son's to mind Marilyn and be good and not to cause any trouble.

"We won't mom, honest. We're just going to play some games with her, that's all." Both boys' said in unison.

After Marilyn closed and locked the door the boys ran up and hugged her. "We want to play a game Miss Marilyn, can we huh?" Jeff asked.

"Uh... sure, what did you guys have in mind?"

"TWISTER! We love to play twister. Do you know how to play Marilyn?"

Marilyn sat down on the couch and thought about the game. Sure she knew how to play Twister for God's sake, everyone had played when she was in college and usually it was done in a sexual context. The boys were always trying to get the girls to show off parts of their bodies or to touch them in places they shouldn't. Yes it had been a great game especially as a prelude to sex. "Yea guys, I know how to play, but I don't think I'm dressed for this." Marilyn was still wearing her skirt and blouse from work and knew that if she played she would have to show off a whole lot of leg if not her panties.

"Awwwwwww, come on Marilyn, you're okay in those clothes, honest." The boys pleaded with her.

"Okay, okay but first we eat dinner." Marilyn called room service and ordered the boys their hamburger dinners and she ordered Caesar salad and a chilled bottle of Chardonnay for herself. They ate dinner sitting at the table and Terry and Jeff told Marilyn about their day at the amusement park, the rides their mother had taken them on and especially about the cotton candy, they had never had cotton candy before. Marilyn kept up with their conversation and in doing so managed to drink three glasses of Chardonnay. Finally they finished their dinners and the boys pushed the serving cart into the hallway and then began chanting... Twister, twister, twister...

"Okay you two, let's get started. Terry you set out the mat on the floor and Jeff you get the spin dial. Does everybody know the rules?"

"Tell me again," Jeff, asked.