MaryAnn stayed with my girlfriend and me for about a month after her divorce. At the time, it was a "separation," but ultimately, she divorced. She and her ex hadn't had any children, and during the separation, she was looking for a new start and location.

My girlfriend and I were winding things down. We had already broken up – had been slowly breaking up for about a year and had already been through all of the drama. We were getting along better than usual with everything resolved and the pressure lifted. We even continued to have sex for a few months before I moved out; the sex was more frequent and wilder than ever.

It was a weird situation, but it was working – no more arguments or uncertainty. My girlfriend Morgan was ten years older, and I was not ready to settle down, so I had made plans to move back to my hometown at the end of the summer and go back to school for a semester.

I had gotten to know MaryAnn pretty well. She had visited us several times while I was living with Morgan. The three of us got along and always had fun going out when she was in town. Our house was tiny, two bedrooms, one small bathroom – a cozy house near the beach. MaryAnn was drowning her sorrows in wine – Morgan and I were more than happy to drown with her.

I think MaryAnn appreciated the support and not being alone that month; however, the main reason she was staying with us was that she had to wait a month before she could move into the house she bought. Who buys a house to live in during a "separation?" Someone as rich as MaryAnn. She was family money, set-for-life level rich, and generous.

My soon-to-be-ex Morgan had more than once shared her suspicions that MaryAnn "wanted" me, so the fact that Morgan invited MaryAnn to stay with us indicated the extent to which Morgan was "over" me and moving on emotionally.

The two bedrooms were side by side at the back of the house, our walls were thin with little to no sound insulation, and we all had to share the one bathroom in the center of the home. Having MarryAnn in the next room made sex with Morgan even more exciting. I'd try to get Morgan to cum really hard so she'd make enough sound for MaryAnnn to hear. I'd ask her to say things like, "I want to lick MaryAnn's pussy," while we were fucking. Morgan wasn't bisexual; it turned us both on, and we continued to play on that theme throughout MaryAnn's whole month with us. Within the first week, it was certain that MaryAnn heard us a few times.

On the first Friday night after MaryAnn's first week with us, we all made a fancy dinner and went through three or four bottles of wine, really good wine, thanks to MaryAnn. MaryAnn talked about how she and her husband had been hardly talking all year and how long it had been since she'd had sex. She joked about how long since she'd seen any dick.

"Well, Duncan can show you his," my girlfriend blurted out.

I was as caught off guard by the suggestion as MaryAnn was. We looked at each other, not knowing what to say – it was funny, though.

"Just trying to help," my girlfriend added.

"Well, thank you, but I'm not that desperate yet," MaryAnn said. "No offense Duncan; I'm sure it's lovely and everything."

"Might cheer you up," my girlfriend said, amused with herself. "Just saying."

"Well, I did flash him and his friend on Easter," MaryAnn joked.

It was true; MaryAnn flashed a friend of mine and me the last time she visited after a bunch of us friends went out for a champagne brunch. The friend was my sister's ex-boyfriend, who lived on a houseboat in the Marina. The restaurant was right by my friend's dock, and MarryAnn offered to come with me to help cheer him up after hearing about how my sister had just broken up with him.

MaryAnn was your average, low-key, girl-next-door type but got wild and flirtatious when she drank. She had small boobs but wasn't shy about them. She had the kind of boobs that one could go braless and get away with it – the kind that will probably stay perky her entire life.

It did make me wonder about my girlfriend's motive. Was she trying to show me how over me she was? Was she trying to tease MarryAnn? I asked her about it later that night when we were alone in our bedroom. Morgan said it really wouldn't have bothered her, and probably would have given MaryAnn a thrill.

I was an artist then and was home daily with MaryAnn while my girlfriend went to work. Some days we'd go run errands or shop for furniture and things for MaryAnn's new home, and a few times, we'd start happy hour a little early at home. I went with her to buy a new car, furniture, clothes – all kinds of stuff. For the sake of brevity, I'll jump right to the beginning of MaryAnn's third week with us, when she insisted on buying me some clothes.

We were at Macy's department store, and I reluctantly wandered around looking for some clothes to try on. MaryAnn would often take wine with her on our shopping excursions. I always drove, and she almost always took a "to-go" cup with her, a tall Starbucks-type cup with a cap. The day we went to Macy's, she had finished her to-go drink and bought a bottle of wine while we were out.

MaryAnn followed me back into the dressing room after I found some pants to try on. She wanted to refill her "to-go" cup and promised she wouldn't look. She sat on the little bench in the dressing room and busied herself with coordinating her cup, purse, and bottle of wine. I went ahead and got started trying on three pairs of pants I had picked out.

I was right next to her in my underwear, MaryAnn wasn't paying much attention, and I grabbed a pair of pants to try on. I had undressed with my back to MaryAnn, but slacks hung on a hook right on the other side of her. The first pair was off their hanger when MaryAnn looked over. I was at the perfect vantage point to witness it, and she had the perfect vantage point to see my cock bulging out under the tight boxer briefs. Maryann had just put the wine bottle back in her purse when she noticed – the doubletake was subtle but unmistakable.

The hottest part was that she said nothing about what she saw. I faced her way again as I grabbed the next two pairs of pants and saw her trying not to look at me, but she didn't say anything. I started thinking about how immature, if not proud of my cock I must be. I thought Maryann was clearly too mature and above noticing or caring about my anatomy.

We didn't mention the dressing room until we were on our way home late that afternoon.

"Maybe best we don't tell Morgan that I was in the dressing room with you," MaryAnn said as we got close to the house. "She might get the wrong idea, you know?"

"I don't think she'd care," I said.

"I know, but still," MaryAnn said. "You can if you want, it's just going to look shady out of context; that we were both in there."

"That's fine," I said. "I was just trying on pants; it's not like we were naked."

"Duncan dear," MaryAnn said. "how can I put this? Being as 'blessed' as you are, your underwear doesn't leave much to the imagination."

"What do you mean," I asked.

"You're huge, "MaryAnn replied. "Sorry, I wasn't trying to look, but Hard not to notice."

My fetish for being seen and watched had not yet developed into what it is today. Hanging out with MaryAnn was when it started to take root. In fact, the origin of all of it, can be traced back to that single conversation in my car.

I felt different about MaryAnn after that day. After that, I thought about her a lot. A couple of mornings later, I ran into MaryAnn in the kitchen. She was still in her nightshirt, and even though I didn't see anything other than her legs, I returned to my bedroom and masturbated.

We started "happy hour" early that afternoon, at 3:14 pm. We enjoyed our wine at the breakfast table. MaryAnn asked about my sister, and I brought up how much it cheered my sister's husband up when MaryAnn flashed him her tits back when he was single, and my sister had just broken up with him. MaryAnn said she was happy to help.

"I get it," MaryAnn joked, "It's probably how I felt in your dressing room the other day."

"What about me? Who's going to cheer me up?" I complained. "I'm going through a breakup too!"

"Oh, Duncan," MaryAnn replied sympathetically, "are you doing okay? Do I need to flash you my tits too?"

"No," I said, "Not that it would suck, but I'm doing okay."

I wanted to say, "hell yes, show me."

A short while later, when MaryAnn was leaving the kitchen to the bathroom, and said, "Hey Duncan?"

I turned around to look, and MaryAnn pulled her sweater up above her tits. She wasn't wearing a bra. It was much more exciting this time. The other few times I had seen her flash her tits, it was amusing but not particularly arousing.

"Because I care," MaryAnn said while keeping her sweater above her tits. She gave it a couple of long beats before lowering her sweater.

"Thanks, " I said when MaryAnn returned to our little breakfast table in the kitchen. "That cheered me up."

"Happy to help," MaryAnn replied.

The dressing room incident had been on my mind, and it seemed like a good time to bring it up.

"So, it cheered you up?" I asked. "Seeing me try on pants?"

"Sorry, I really was trying not to look," MaryAnn replied. "But, yes, it did, actually."

"Cool," I said.

"Next time I might just have to buy you underwear," MaryAnn laughed. "So you can try that on."

"Or, just ask if you want to see something," I replied.

"I can't ask that," MaryAnn laughed.

Later that night, after Morgan came home, MaryAnn and I cooked a fancy dinner: some Lobster Bisque, Spaghetti squash, and chocolate souffle. We were both in aprons, pretending to be serious chefs; or, I was pretending and MaryAnn was doing most of the cooking. While Morgan was around the corner in the living room, I secretly took my dick out.

"Hey, MaryAnn?" When MaryAnn turned around from the stove, I lifted up my apron and flashed her, quickly.

"Morgan, your boyfriend, or ex-boyfriend, just flashed me his cock!" MaryAnn yelled.

"Duncan, don't harass our guest," Morgan yelled back.

MaryAnn turned around again and playfully gave me a scolding look. I couldn't believe MaryAnn tattled on me. With nothing to lose, I lifted my apron back up and kept it up while MaryAnn looked at my cock for several long seconds. This time she said nothing to Morgan, just looked up and made eye contact after I dropped my apron.

This is part one of three stories about MaryAnn. In part two, I'll write about the rest of her time living with Morgan and I. Part three takes place after MaryAnn moves into the large home she purchased nearby.