When Arnold, Pam, and Janet arrived at their Art class the next morning, the privacy screens were already in place around their tables. The teacher waited until everyone showed up to speak.

“I want you all to try and refine your choices for music. Don't go directly for what you enjoy this time. Pick something just slightly out of your genre.” Miss Josephine heard a groan and chuckled. “I don't mean you should pick classical if your music choice is pop rock. I mean, if your choice is easy listening, try classical. If it's pop, perhaps slip into a rock song. If it's rock, try a ballad from the same genre.”

She saw understanding on their faces and nodded.

“I'll be passing around sheets for you to write down your change of selections, then I'll step out to give you all more privacy. I don't want to hover too much and dampen your exploration.” Miss Josephine said and handed the papers to the students. “Have fun and don't be shy about trying new things.”

The students watched her leave and then went behind their screens.

Arnold, Pam, and Janet sat down and the girls took out their cell phones to start searching for something to add to their revised song list.

“Arnold?” Heather whispered as she poked her head around their privacy screen. “One of your friends needs your help.”

“Heather, I don't think...” A very familiar voice whispered.

“Get in here.” Heather eased Kelly into the closed off area. “She's having a lot of trouble with her shyness and her decision making.”

“That... that's not...” Kelly blushed.

“I've convinced her that she needs to get over her distaste of sharing.” Heather said, confidently.

“You don't like sharing, either.” Kelly countered.

“That's beside the point.” Heather said. “Kelly needs to learn to relax about it. This is a relaxing class and since you don't give two shits about music, I thought you could help her relax and she can help you relax.”

“Are you serious?” Pam asked, surprised. “You can't just...”

“She needs your help, too.” Heather said with a smile. “Someone needs to suck on Arnold first for her to try and get over the thought of sharing.”

“I'm in.” Pam said.

“Pam!” Janet gasped.

“I doubt she can do it.” Pam said. “But, she deserves a chance to try.”

“She already tried.” Arnold said.

“She didn't have a cheering section before.” Heather said. “We're going to help and encourage her.”

“I really don't think...” Kelly and Janet started to say at the same time.

“Look, it's simple, right?” Heather said. “Arnold's already hard.”

The four of them looked down and saw the bulge of his erection in his pants.

“I won't have sex with you.” Arnold said.

“I... I know.” Kelly said. “I'm not going to magically be fine with all the girls you sleep with.” She admitted to the surprise of the other girls. “I just want to... to...”

“She needs to try. It's the first step.” Heather said.

“What about you?” Janet asked.

“Eric and I are taking a break for a few weeks while he's busy with his damn class project.” Heather said with a sad tone. “He hasn't touched me besides kissing for weeks.”

“That sucks.” Janet and Pam said together. Neither of them asked if there were any girls in his class project. That would set her off on a tirade and they both knew it.

“Don't worry, though. I haven't done anything with Arnold since we broke up in high school.” Heather said. “A whole bunch of things have happened since then and the way I see him... well...”

“We're going off track here.” Pam said and looked at Kelly. “Are you sure you want to do this?”

Kelly took a deep breath and let it out. “I want to try.”

“Just so you know, Pam absolutely loves doing this.” Janet said, almost as a warning. “If you see her getting enthusiastic about it, don't start freaking out that she's doing too much. It's just normal. For her.”

Pam chuckled. “Geez, thanks a lot.”

“You're welcome.” Janet said and smiled.

“Arnold, if you would.” Heather said and Arnold carefully moved the chair back from the table and sat on the edge of it, then undid his pants and exposed himself.

All four women reacted in some way. Pam moaned a little, Janet licked her lips, Heather bit her bottom lip, and Kelly blushed.

Pam didn't hesitate and knelt on the floor as she gave the tip a kiss. “Hi, there. I'm going to suck you now.”

Janet chuckled and Pam gave her a wink, then Pam gave Arnold several licks. She worked around the head and teased a little, gave the shaft a few licks and kisses, then she slipped the tip into her mouth and flicked her tongue over it.

The others saw him throb for her, then she plunged down onto him. Heather and Kelly were actually surprised she went all the way down and took all of him into her mouth. It was impressive to start out that way and not have to work up to it.

Pam did half a dozen long sucks and then eased off and worked the tip. “You do not want to start off like that.” She said as she paused. “Use your hand as a brace and try not to choke yourself.” She wrapped her hand around him and it left less than half of him for her to suck on. “You might need to choke up more than this, depending on if you want him to hit the back of your throat or not.”

Heather and Kelly watched as she demonstrated it for them and the strokes and sucks were shorter and faster, because she wasn't working with very much.

“You're not trying to gag yourself, either.” Pam said. “You want him to feel good and you want to enjoy him feeling good. Otherwise, there's no point.”

“Why not?” Kelly asked.

“He could use a sock to get off, or his hand.” Pam said. “That's a waste, though.” She saw their faces asking why and she smiled. “It's supposed to be fun. The look on his face when you get him off is almost as good as when he's inside you.”

Heather and Kelly were a little surprised to hear that.

“It takes work and cooperation.” Arnold said and the four of them looked at him. “It doesn't just happen. If you both aren't into it, it won't happen.”

“Exactly.” Pam said and wagged his penis. “You both have to like it or there's no point.”

“You said that about making him feel good, too.” Kelly said.

Pam nodded. “There's lots of things to consider... at first.” She smiled. “Once you get a good rhythm going, then instinct usually takes over. You can still use techniques; but, it's mostly automatic when it's happening. You get into the groove and go at it until, whammo blammo, it's over.”

“That... that's another thing.” Kelly said and blushed again. “What do you do with it?”

“There's lots to do with it and every girl will handle it differently.” Pam said. “Personally, I absolutely love getting a load sprayed down my throat.”

Janet and Heather shivered for different reasons. Janet because she hadn't been able to do it and Heather because she had gotten used to Eric doing it to her.

“Don't worry about that today, though.” Pam said. “It's much too soon for you to decide what you like and don't like, so I'll take it.”

Kelly's eyes widened. “But...”

“We can't leave any evidence.” Pam said with a smile. “Not that I ever do, anyway.”

Heather and Kelly exchanged surprised looks and Janet hid her laugh with a cough.

“My knees are getting sore.” Pam said.

“I'll grab a couple of the cushions.” Janet said and disappeared for several moments. She came back with two of them and Pam knelt on one.

“Come on, Kelly.” Pam pat the second one. “You need to be close and watch.”

Kelly took another deep breath and let it out, then she knelt. Arnold's slightly wet penis was right there in front of her and she stared at it.

“I'll do what I did before, so watch carefully.” Pam said. “You use your mouth and gauge the distance you think is safe for not gagging.” She did it and put her hand to her lips around the shaft, then slid off. “Give yourself another finger's width of grace.” She moved her hand up and not down. “Then have fun. No danger of choking, gagging, or cutting off your airway.”

Kelly watched as Pam easily sucked and played with Arnold. Right there. She was sucking off the man she loved right there in front of her. The emotions she felt were new for her. Indignation, jealousy, envy, desire, hatred, denial, and so much frustration that it almost overwhelmed everything else. Suddenly Pam stopped and let it go.

“None of us expect a miracle from you, Kelly.” Pam said. “It's difficult to share, especially for single kids like us.”

“Wh-what?” Kelly looked at her with surprise.

“I used to be such a greedy bitch.” Pam said and looked up at Janet. “Then I met my first best friend and I realized I was being stupid. It actually felt good to share. Food, a room, classes, homework, other friends, it all became easier and easier over time.”

“Then we met Arnold.” Janet offered and Pam nodded.

“It didn't start out well and we all made mistakes... then... then we miraculously became friends. After that, sharing was better. It was conversation first, then meals, then time together. After that... well...”

“Now, we're best friends and share everything.” Janet said and Kelly and Heather stared at her. “No, not each other.”

“Nope! No kitty licking for this confirmed penis only lover.” Pam chuckled. “Not that there's anything wrong with that. I just can't see Janet that way. I love her and that's all. No sexual feelings at all.”

“I'm the same way.” Janet said. “Not once did I look at them going at it and want to kiss her.”

Kelly almost looked relieved and Pam touched her shoulder.

“I'm sorry you thought we shared each other as well as Arnold.” Pam said. “No wonder you are having a hard time adjusting.”

“I... but...” Kelly stammered.

“I'm not going to kiss you, or rub your parts, or in any way will make you uncomfortable.” Pam said. “Neither will Janet.”

Kelly looked from one to the other, then at Heather.

“Hey, we've tried kissing and there was nothing. It was like kissing my sister.” Heather said and looked at Arnold's penis. “However... in the heat of the moment... I can't honestly say if I would or not.”

“Well, at least you're honest about it.” Pam said. “Anyways... Kelly.”

Kelly turned and looked at her.

“Do you love Arnold?”

“Yes.” Kelly said without hesitation.

“Then stand up and kiss him.” Pam said. “Arnold, five seconds. Get her going.”

“Okay.” Arnold said and held a hand down for Kelly.

Kelly took it and stood up, then he kissed her very well for five whole seconds. Her face was flushed red when he stopped.

“Kneel down again.” Pam whispered and she did. “Now kiss this.”

Kelly hesitated and was sure that she couldn't do it.

“Close your eyes.” Pam said. “You just kissed the man you love, didn't you?”

“Y-yes.” Kelly said.

“Do you want to kiss him again?”

“Yes. Oh god, yes.”

“Keep your eyes and mouth closed and Arnold is going to kneel for you.” Pam said and held her hand up in a stop gesture to Arnold and shook her head. “Now give him a kiss on the cheek.”

Kelly leaned forward and did just that. Her lips met blistering hot skin and a thrill went through her.

“Again.” Pam whispered.

Kelly did it again. With her eyes closed, the sensations were unlike anything she had felt before. She wasn't sure why she liked it. Did she love him so much that even kissing his cheek gave her a thrill?

“Now kiss him... and open your eyes.” Pam whispered.

Kelly did and slowly opened her eyes to see that her lips were firmly pressed to the head of Arnold's penis. She gasped and opened her mouth, which gave Arnold's penis the perfect opportunity to slip right in.

Pam put her hand there as a brace and pushed on the back of Kelly's head.

“Muh!” Kelly mumbled.

“It's in now, so do what I said.” Pam said.

Kelly moved down to where it almost touched the back of her throat and used her hand to make a stopping point for her. She started to move off and met resistance when she was going to pull his penis all the way out.

“Don't half-ass it.” Pam said. “If you stop now, you'll never want to try it again.”

Kelly looked at her with her eyes and saw her smile.

“Trust me. You do not want to stop.” Pam said. “Oh, and stop looking at me. If you're going to look at anyone, look up at the man who loves you back.”

Kelly did so and she saw a look on his face that she hadn't seen before. Is... is that... pleasure? She asked herself in surprise and sucked on the tip a little. She saw his reaction and it made her heart go pitter-patter. She wanted to see more emotion on his face, so she started to move her head and kept her eyes on him. His face started to go back to his normal expression and she knew she was doing something wrong.

“Change things up a little.” Pam whispered.

“Throw in a little tongue action near the top.” Heather said. “They all like that.”

“Watch the hole, though. That can be too tender to touch sometimes. Flick the little bit of skin under the tip.” Janet encouraged.

“Add an occasional long lick.” Pam said and Kelly tried to pull him out of her mouth. “No, do it with him still in there.”

Kelly raised her eyebrows and she chuckled.

“Yes, it's possible.” Pam said. “Just lay your whole tongue against the shaft and move up and down. Not too many times, though. It's supposed to be titillating, not repetitive.”

Kelly started taking their advice and she felt Arnold throb in her mouth. She looked back up at his face and saw pleasure there. Her heart beat faster, knowing she was making his normal stoic expression change like that. She kept going and going, changing things, listening to the other girls and their encouragement.

“P-Pam.” Arnold said.

“I'm sorry, Kelly. The expert has to take over.” Pam said and tried to pry her off.

“Mhm hmm!” Kelly mumbled and held on.

“You're not ready for that, dammit!” Pam exclaimed and then it was too late.

Kelly felt him finish and it filled up her mouth, with what she thought must have been an impossible amount, and it didn't stop. She started to choke and cough, sending it everywhere, and she had to let go.

“Tissues!” Heather handed over a wad of them.

Kelly grabbed them and coughed and gagged. She spit out most of it and she tried to wipe it off, then some dribbled out of her nose.

“Jesus, Kelly!” Pam used more tissues to wipe off Arnold and the spray that Kelly had spread over his pants. “Not only did you make a mess, you wasted a great opportunity!”

“Pam.” Janet said.

“She did!” Pam said and sighed at the state of Arnold's pants and tucked him back in and did them up. “Dammit. You need to change, Arnold. I'll run to your dorm and get you clean pants.”

“Thank you.” Arnold said and bent over to kiss her, then handed her the key.

Pam stood up and glared at Kelly. “I hope you understand what you just did.”

Kelly coughed again and looked up at her. “I... what...”

“Do you think Arnold enjoyed seeing you do that?” Pam asked, almost as an accusation. “You finally got your chance to please him like you've always wanted! He allowed you to and you ruined it by getting hurt!”

“I'm... not.” Kelly said and coughed again. Her face was red and her eyes watered from choking.

“It's coming out of your goddamn nose!” Pam exclaimed.

“Pam, calm down.” Heather said.

“You!” Pam turned to glare at her. “Stop pushing so fucking much!”

“Hey! I'm trying to help my friend!” Heather said.

“At Arnold's expense!” Pam said loudly and the rest of the class went quiet as all the music turned off. “I went along with this because he loves her. He wanted to make it up to her after what happened the last time. He does not want to hurt her again!”

Heather opened her mouth to argue when the teacher came back into the room.

“I hope you've all found something that has taken you out of your comfort zone.” Miss Josephine said.

“Some of us definitely have.” Pam said. “Janet, watch them and keep Arnold safe. I'll be back.”

Janet nodded with a determined look on her face. Pam left the classroom without even asking the teacher if she could leave.