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An Interesting Photoshoot


Portfolio Update
Part 1

My head spun and my mind raced a thousand miles an hour to catch up with time that brought me to this narrow street. A street in arts district, a row of quaint and time frozen buildings in this small coastal town I had come to call home. I glanced at the crumpled paper in my left hand one more time to confirm it was the correct address. Sure enough, the numbers I had scratched onto the paper matched those on the face of the restored old building. Once a beautiful home of a wealthy part time snowbird, it was now renovated and converted into a beautiful apartment house. I hesitated for just a moment as I pondered how quickly I could be subjected to ridicule and embarrassment, how only seconds from now I could be standing in her doorway being humiliated by the mere fact of my presents.

You see I had come here today as a result of a series of E-mail messages send, and received over the last two weeks. I had opened my E-mail one night to find a message from Noelle, a former employee. She had been my personal assistant at my last place of employment. We had been close there and kept in touch since I had moved on, mostly through E-mail. I had looked upon her as a daughter, at least I had tried to, since Noelle was a gorgeous young woman about 21 or 23, I never did keep track of that very well. At any rate she was almost thirty years my junior. I had trouble keeping my eyes off of her when she worked for me, and I think she knew it, although nothing was ever said. She was a thin girl, about 5’6” or 7”, maybe 105 Lbs., with olive skin and tight body she kept in tone with morning jogging or walks before coming to work. She had short straight brown hair with a few blonde streaks in it, and the most hypnotizing brown eyes I had ever seen. Her figure was fantastic! She was small breasted, but for her petite frame they were perfect. Her waist was so slim she looked fragile and her hips, well they flared out a bit lower than average with a little spread to them. In the old west, it would have been said, “she was built for having babies”. The way they spread out low from her waist gave her the most erotic look I had ever seen when she bent down to do filing, or other office work.

She had come from money so her wardrobe was top dollar category. She worked a second job in a very upscale ladies store and used her discount to stay on the “best dressed” list for this town. It would have been impossible for any man I know not to fanaticize about a few minutes alone with Noelle, and I was no exception. I had worked very hard to be protective of her because she was so young, instead of for wanting her myself. It had worked and our relationship had blossomed because of it I thing. We had stayed friendly and she would often ask me for advice, in the area of work every time she thought of a job change or opportunity.

So when the first E-mail message arrived I was kind of stunned. The message said she wanted to know if I would use the digital camera to help her expand her portfolio. Now, I figured a beauty like Noelle would do at least some modeling, but I never expected her to ask me help with a portfolio, so she could keep it on the computer, or E-mail it. I knew she had a long distance boyfriend of some kind, and maybe she wanted to keep him updated, so I sent back a message that I would gladly scan the photos if she wanted, but advised that I was not qualified to do portfolio quality digital work.

That is when Noelle blew my mind. She replied to my E-mail with a message that said that would be great, but she still wanted me to use the digital camera because she wanted some nudes, and was too shy to go a photographer she did not know. She went on to explain that not only did she know that I had the equipment, but that I was the only one she could think of that she trusted for the job. She said that she was afraid that any other man might get touchy/feely, or even worse if she was nude in front of them the way she wanted for these photos. I was both flattered and deflated by this comment, but replied that if this is what she really wanted, that I would be glad to help her.

Over the next few days, Noelle had asked, VIA E-mail, about where she could find they type of photos on the Internet that she could use as a sample or guide for her portfolio. I sent her a few newsgroup addresses and WWW addresses I knew of that featured nude women. She advised that she had looked with some luck, but would want us to schedule the entire day of the photo shoot so I could use her computer to go out there and find the samples she could as a guide that day. I agreed, and she set the date for this day.

I had not spoken to her on the phone or in person and was worried that maybe somebody had set me up, and I was about to be made out as a fool. I had rented some light stands, and other professional photographer stuff and had it all loaded up in back of the Jeep. I had relied upon her E-mail and the address headers to be truly her, and now was sweating as I began to unload the stuff. I had told her I would bring my 35mm camera, and a camcorder as well to make sure she had everything she wanted. She agreed only after I assured her I would develop to film myself and nobody would see it but her, and she would get the negatives, and that I would leave the Video there with her when I left. That all of this was for her eyes only, except of course what mine would see as I did the original photo shoot. This was my fantasy come true, at least mostly. To see Noelle naked, even though I could not touch was truly a dream come to life.

If someone had set me up I was about to find out, as I pushed my fear aside and hauled the Digital Camera, 35mm, the camcorder, and my scanner up the apartment steps, into the hallway and stood knocking on Noelle’s door at exactly the appointed hour of 9:00 am.

My heart skipped a beat as the door opened and there stood Noelle, then it raced into high gear as she smiled and said, “right on time, come in”. Boy, was I relieved, and frightened all at the same time. I had not been made a fool of, and yes, this was really happening! I set the cameras down and made two more trips to the Jeep to haul in the tripods and the light we needed for a really good photo session. Noelle had turned on the computer and arranged the couch for the session. The apartment was small, a living room, a kitchen and the bedroom was all it had. We set up so I could use the entire living room, focusing on the couch in the center.

Noelle had turned on the computer and looking at some pictures she had downloaded over the last couple weeks. She had found one of the places I had given her and was checking out the photos there. It was kind of mild nude shots, as I had sent her alt.binaries.celebrities, but I had figured that is what she wanted to have, Noelle was conservative, and I had assumed she wanted her photos that way as well. She told me she was only able to get about fifteen shots and that she thought there was better stuff out there on the net.

I told her there was everything you could imagine on the net, and asked her what it was she exactly wanted. She was not sure but wanted me to show her some things. After a while it became obvious to me that Noelle really wanted to see a wide range to decide what she wanted to do. I clicked a few times and stopped at, there I knew would be a wide range, and with any luck at all she would not be exposed to any, or at least not too much hard core porn. I hit the jackpot quickly. I found a string of posts that were from a URL I recognized as having high quality, high resolution pictures and the series was all women’s names, with only a few breaks in the string of posts. I clicked on the first and the screen scrolled down a shot of a beautiful woman naked and smiling at us, then a second and third when Noelle said this was more like what she had in mind. We decided to download about fifty or so and began the process.

After about fifteen downloads we hit one that was more than just a nude. I tried to act shocked but Noelle just smiled as the screen scrolled down the image of a beautiful woman, with her lip inches away from an erect penis. She looked like she was about to kiss the huge thing. The next was again a nude lady then two more then we hit one with a woman’s face contorted in pleasure and as the screen scrolled down it showed her astride her partner, legs held up, her eyes out of focus and his organ buried half way into her. I click it closed quickly, but knew Noelle had seen it before I closed. Five more nudes and Noelle suggested we use these as a guide to start, we could download other stuff as a further guide, later in the day. I agreed and began.

I was nervous and I think Noelle was too as I turned on the lights and set her up sitting on the couch fully dressed in the business type suit she had on when I arrived. I had her begin unbuttoning the jacket, then the blouse. I was in Heaven, as this day became more interesting with each passing minute. By the time Noelle had gotten down to her bra with her skirt still on, I had taken half a roll of 35mm and needed to download the digital camera. We had decided on high resolution and I had explained to her that we would have to stop and download ever 16 shots. This seemed fine to Noelle.

As we began again it was obvious that she would soon be topless. I was nervous, but was busy with the two cameras and camcorder, Noelle was nervous and I tried to reassure her. She smiled directly at me and reached around to unsnap her bra. I had my face in the camera but still was awestruck at the first sight of Noelle naked breasts. There was hardly a sign of a tan line, and the digital camera would have difficulty detecting it for sure. Her nipples were smallish, much better than I could have ever imagined in my dreams, with tight circles outlining the dark buds that topped her perfectly shaped small tits.

Noelle smiled at the camera and at me as she watched me have to make a few adjustments to both the lens and my pants. Soon, this nervous stage passed and we were into some serious photo work. At the point we needed to download the camera again, Noelle was wearing only garter belt, hose and panties. She leaned over me now seemingly comfortable with her topless state as were watched the new set of images download into the computer. We compared them with the images we had gotten from and felt we doing a great job.

Noelle hesitated only for a split second when it was time to remove her panties, again smiling at my need to make adjustments in my trousers, as her nakedness became all but total. There was a noticeable tan line on her olive skin this time, but it was erotic, not much more than noticeable. Her soft brown pubic hair was trimmed short and she had shaved it to a small triangle so she could wear a slim bikini if she chose to go to one of our great beaches. Several rear and then frontal shots and we needed to download again. This time we took time to really study the images and make comments to each other about how to do it better. This was really becoming a fun project, for more reasons than being alone with Noelle while she was naked.

She wanted to know how those models in the images managed to keep such erect nipples with that fresh look to them. I told her I had read an article years ago about a Playboy, or Penthouse photographer and then asked is she had a spray bottle around. She did, in fact, for her plants. I emptied it out and filled it with chilled water from the refrigerator. She looked suspicious for the first time, so I told her to sit on the couch and just as I was about to click a photo, I sprayed a fine mist of the cool water on her nipples. They stood out at attention far more than I had expected, bring a huge smile to Noelle’s beautiful face. She held her chest out and I took several very close up shots for her, then moved back to savor the fantastic look. I told her looked like a lady in heat and about ready to explode with passion. “That is the look I am after,” she replied.

At the next download, she wanted to get more images from the Internet, so we took a break for an early lunch and sat at the computer downloading as we ate. We continued from the last time in and found more of the same high quality images. This time Noelle was clicking the mouse and I could not quickly enough close any images that came up if they were not the same types as the high-resolution nudes. Soon she hit a series I had earlier, and pretty quickly the screen filled with images of men and women in several positions of intercourse. Where I had click on the cancel or closed the images while they downloaded, Noelle let them open just like the plain nude shots. I was a little surprised, but said nothing as she moved through about a dozen before getting back into a string of high-resolution nudes again. These were a little raunchy as the women were shown more open and several were masturbating for the lens.

Noelle had set up a series of the shots and said she wanted to do hers’ just the same, she told me as I came back from setting a new tape in the camcorder and fresh film in the 35mm. I nodded my head in acknowledgement and she returned to the couch. I was a little shocked as I looked over at the monitor with the slide show she had set up, and as I looked back to Noelle, I knew she was serious. This set was of her, splayed wide open, in several very revealing positions, including her on her knees in the doggie position, looking back like she was about to take a mate. She was very good at her facial expressions and made a great model.

When this series was finished, and we downloaded the camera, Noelle clicked on few more shots and then showed me what she wanted to do next. Noelle was deadly serious and I was in shock as the screen scrolled down and the image of a woman with her lips wrapped around the shaft of a man’s erect penis. I said no, and she looked at me with a smile and told me I could focus the camera for a close up and that nobody would be able to see that it was me. I still said no. It took several minutes for Noelle to convince me that it was Ok and she really wanted to see what she looked like in this pose.

I agreed and set her up on her knees in front of the couch, the camera a foot from her beautiful face. Then I set the timer and moved in front of her. Nervously I undid my belt, and just like the pose she had showed me, I leaned forward jutting my throbbing erection out to her. With little time to spare before the flash was to go off, Noelle leaned forward, took my shaft in one hand, lifted my testicles with the other and wrapped her lips around my penis. I thought I was going to ejaculate instantly, but the flash went off distracting me from the pleasure of Noelle’s warm mouth on my swollen manhood. I pulled back and Noelle asked for one more shot like that. We did one repeat before I pulled my trouser up and Noelle began another series of open, masturbation shots, then it was time to download the camera again.

As I finished downloading the camera, Noelle pointed to three images she had on the monitor and said this was the next series. I immediately said No, as I looked at the screen showing a close up of woman with a man penetrating her. I did not want to go that far, I told her. But Noelle was very sure of herself, and wanted this shot. I told her I did not have any condoms with me and besides that, I might loose control. She insisted and we debated for about fifteen minutes. Finally, as I knew it would be, she won the debate.

She wanted one from behind, balls deep inside of her, one from the side, and one taken from above looking down at the parted legs with the shaft half way buried inside of her, and she did not want the shot ruined by the sigh of a condom anyway. I set the side shot up first. Noelle got into position and masturbated to get wet enough of penetration, as I got all of my clothes off and moved close. The process was very mechanical as I slid the throbbing head past her moist vulva and parted her pussy lips for the shot, as the timer set off the camera and the flash.

We set up the shot from above next. I would have to operate the camera as she held us in position with me inside of her. Noelle parted her legs and I moved between her thighs as she took my now throbbing cock and positioned me for the entry. I thrust slowly sending about half of myself inside of her; we both let out a low moan as our bodies connected. As I positioned the camera, I asked Noelle if she was on the pill, just in case I slipped, explaining that it had been a long, long time since I was inside of a woman. She told me “No, she was not and to be careful”, with a smile. I asked her about what time of her month it was and she looked puzzled for a second, and said the middle, in fact she said it was day 13 or 14. I click off two quick shots and pulled out of her, leaving her a little startled.

The next shot needed the tripod again. As I set it up I told Noelle that I hoped my precum did not have any very active sperms in it as this next shot she wanted was the one that would place the dangerous head of my penis close to her womb. “I trust you,” she said.
I told her was more a matter of physics that trust, as I finished the set up.
“Two shots quick, I said, I don’t want to loose control.”
“Ok”, Noelle said as she lay down positioning herself so I could make the final lens adjustment. It was then that Noelle told me she had never had a man inside of her without a condom before. I set the timer and quickly pressed the pulsing head of my throbbing cock into Noelle’s tight vaginal tunnel. The flash went off immediately and I pulled out reset the timer and re-entered Noelle bring a low moan form her just at the flash flooded the room. I pulled out, and moved away quickly not wanting Noelle’s first condomless penetration to bring on a month of worry, or even worse. Noelle had no idea what she was doing to me, yet I was so deep into realizing my fantasy that I made no mention.

I took the camera over to the computer to download the images, even though there was more room left in storage. We reviewed the images and Noelle told me she was very pleased with how they came out. She asked if these were on the other camera too, and I told her no, only digital and the video if she wanted it. In fact I sent her to put a new tape in the camcorder. I needed her to move away from me at that moment anyway.

Once that was done, I had no idea what Noelle wanted next, so I asked her if we were finished. No, she advised me she came over to the computer and clicked on a few images and asked me if men really liked that, as she pointed to a hairless pussy on the screen.
“Yes, I guess it is a bit erotic”, was my answer.
“Then shave me and take pictures of me bald”, was her response.

Within seconds Noelle had gone into the bathroom and fetched a new razor, shaving cream, and a towel. She spread the towel on the couch as she lay down and opened her legs for me to begin removing the last of her pubic hair. Although I had never shaved a lady like this before, I knew pretty much what needed to be done how careful to be. After a few minutes, Noelle was bare as a newborn, and just as tender. I looked at her lying there spread open and shaved. I told her to stay there and made my way to the bathroom, where I found a small bottle of baby lotion in the medicine cabinet. Upon my return I sat down between her open legs and poured a small amount on my hand, and began to rub the lotion into her now exposed flesh.

Noelle seemed to softly moan and relax as I began to apply the lotion, she may have forgotten all about the photo shoot as she pressed her mound against my gentle massage of her tender flesh. I myself lost all sense of the photo shoot and leaned over and kissed her moist slit just below her hooded clit. This brought a low moan from Noelle and she seemed the part her legs farther. I accepted this as a sign and lowered myself slightly so I could slip the tip of my tongue just inside the moist vulva and moved slowly upward through her now convulsing cunt until the tip of my tongue slipped across her now exposed clit. Noelle shook as though she had been struck by lightening. Her back arched and her legs quivered as she gasp for air.

“Ooohhh! She cried out, nobody has ever done that to me,” As she seemed to be exploding into orgasm at this very little attention to her swollen clit. “I’m Cummming she moaned as the electric bolts of her orgasm reached her brain and then rocket out to her extremities. I continued to massage her clit with the tip of my tongue as she convulsed uncontrollably on the couch. I reached up, around her legs and for the first time, I massaged her soft breast meat, then rolled her swollen nipples between my forefinger and thumbs. Noelle seemed to come down once from her orgasmic state, only to immediately arch her back, contract every muscle in her body and explode into a second mind blowing orgasm.

I kissed all around her pulsing cunt as she returned to reality, then gently sucked her over stimulated clit between my lips and flicked my tongue over the tender bud, sending her off on another series of explosive orgasms. When Noelle returned to some level of reality she seemed totally exhausted. Her pussy was soaked both from my saliva and the massive flow of her own orgasmic fluids.

I had been naked since the penetration shots, and was so hard I was in pain from this exposure to the woman of dreams over the last year or so. I lifted myself so I could move up Noelle’s body, leaving a trail of tiny kisses from her dripping cunt over her tight, flat stomach to her perfect breasts, with the most beautiful erect nipples I had ever seen.

I circle one with the tip of my tongue before sucking the hard bud into my mouth. As I did this my throbbing erection brushed against Noelle’s pulsing pussy lips. Before I really knew what I should do next, Noelle reached down and guided my throbbing cock to the center of waiting slit.

Subconsciously, I pushed forward, splitting Noelle’s outer lips and drawing a nice low moan from deep in her throat. In one fluid motion I sent the entire length of my throbbing manhood deep into Noelle as she lifted her legs and accepted the intrusion willingly. When I felt the base of my cock surrounded in a warm wet vice grip, and my testicles bounce on her tight ass, I stopped and held perfectly still. I did not know if I was going to loose control and cum right then and there or if I could hold out longer and savor the fantastic feeling of Noelle wrapped around my throbbing organ. I was prepared to pull back quickly if I lost control, and hoping against all hope I could wait, just a little while.

I looked up into Noelle’s eyes as she looked back into mine and remained still as I settled down to decide just how to proceed with this situation I found myself in, and unprepared for. Time seemed to stand still with me, until Noelle decided to speak. Smiling up at me she whispered, “We are now exploring virgin territory together”.

Puzzled, I looked down at her and she continued, “I have never had sperm inside of me before…. and you’ve never fathered a child before”

Stuttering my response through the pleasure intensified senses of my body; I told her I would be careful.

“No, she whispered, I want to feel you cum inside of me”

“But Noelle, I began to protest this is your most fertile time of the month, I will surely impregnate you if I cum.”

“I know, was her reply. I have always wondered what kind of life would create together, and now with you cock so warm, and alive inside of me, I know this is what I want.”

“That is just lust talking”, I grunted back.

“No, I want it, I want it more than anything I have ever wanted. This is your one chance, she smiled up at me. Seed me, my love, send you sperm inside of me, flooding me and impregnating me with your baby, I really want this.”

I was lost and I knew it. I pulled my cock almost all the way out of her and saw her tighten, perhaps thinking I was going to withdraw. Then as the head of my throbbing cock felt the cool air of the room, I plunged my pulsing poll deep inside of Noelle’ tight cunt, sending a rippling wave of pleasure through both of us. Noelle groaned out at the sudden assault. I had expected to loose my control and explode already, but her words just brought more manhood out of me than I thought I had. Repeatedly I plunged my full length into her, pounding the pulsing head off her cervix with each powerful thrust.

It had been much more than a year since I had been with a woman and I knew I had stored a large load of my virile sperm up for this one time opportunity to see fantasy come to life. Noelle smiled up at me as she took each thrust like it was all she lived for. I brought my right hand over her mound and with my thumb, I began to massage her exposed clit. I had heard that a woman was more likely to conceive if she was in orgasm when the flood came, so I worked to get Noelle as close as I was.

“Oh God yes, was her immediate cry. I’M CUUUMMMING, she called out as I thrust hard into her, bring a low grunt from her ravaged body. With one more mighty lung I planted the head of my throbbing cock tight against Noelle’s cervix and began a loud groan to announce to her that, I too, was cumming! The entire muscle structure of my body stiffened at the same instant Noelle arched her back, driving her cunt harder onto my exploding shaft in her attempt to make this a perfect mating. The thick semen blasted through my throbbing cock and I looked into Noelle’s eyes as she looked expectantly into mine and I pumped the first long stream of my sperm laden liquid offering into her. She grunted and gasp, then drove her hips upward just in time to receive the second pulsing blast of my cum flooding her virgin cervix. A third followed before I could begin to thrust again as instinct now drove us both into the frenzy that is reserved for this one moment in time.

My thrusting deep into her lasted until I was sure Noelle had completed her orgasm, and that my job of sending every drop of hot liquid seed into the deepest part of her cunt was over. Then I collapsed on top of her exhausted and spent.

I few minutes later between slow passionate kisses, Noelle declared that to be the best fuck she had ever had. I agreed as hugged her tight to my moist and exhausted body.

She wanted a photographic record, of her shaven, well-filled pussy, and I finished the last of the 16 images before downloading the camera. Noelle retrieved the videocassette from the camcorder, announcing that we were probably one of very few couples that had the conception of their first child on tape. I agreed as I began to breakdown the lights and tripods. We had each had a drink of Pepsi and relaxed without another word of the events of the day as I made the first two trips to the Jeep with all but the digital, and 35mm cameras. It had been almost two hours now since we had done the “Thing” and she was standing by the door in her terrycloth robe watching me prepare to leave. I stopped and gave her a big hug, to say good-bye.

“Thank you”, Noelle whispered as I held her.

“No, thank you”, I replied.

“This was your day” she smiled, as she said it.

“Then I have to thank you for my one time chance with you”, I whispered back to her.
“The day, was for you she said, to have all you could get. I planned this for a long time.”

With that, I interpreted that I had the day, not just the once. I slowly slipped the robe off Noelle’s shoulders and kissed her neck and then her breasts, once on each nipple. She seemed to respond, so I stepped back one pace and began to unbuckle my belt. Noelle smiled and slowly moved back until she sat down in the one large armchair she had in her apartment. When I was completely naked again, I began to move to her, and Noelle lifted her legs over the arms of the chair, completely opening herself to me, and offering the still moist slit of her womanhood to me. I lifted each of her legs over my shoulders and watched as Noelle took my throbbing cock in her tiny hand and guided me back into her. We both gasp at the sensation of my throbbing cock splitting her open once more, and I drove hard into her as she thrust her hips up to meet my thrust whit an eagerness that told me she wanted this one more time, too.

Knowing I was not going to last very long and wanting her in orgasm as I sent one more load into her waiting womb, I placed my thumb over her exposed clit, and began the gentle massage that had work so well the first time. It was the right move, with a long low groan, the smiling Noelle looked up into my eyes as her body went rigid, her back arched and she called for me to “plant my seed one more time”. It was all I could take. I felt her cunt clasp my aching cock as her convulsing body drove the warm, wet cunt down until I could feel the end of her tunnel dead end at her cervix. I grunted with her delightful moaning and ejaculated another full load of my sperm as deep as I could get into this beautiful woman that so willing gave herself to me.

My body tensed three times as stream after stream of my semen rocketed from my aching testicles, through my throbbing shaft into her tight clasping cunt and out to flood her vagina with the life inducing liquid. I collapsed in a sweaty heap as Noelle finished her orgasmic convulsing, and without another work, I stood up, dressed and kissed her softly on the lips and left, knowing I had received the best gift a man could ever hope for.

It has been about a month since that unforgettable day and this morning I received my weekly E-mail message from Noelle. Here is a clip from it:


Life is good!

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