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Mary Windham met the guy in an online chat room. Every night they'd flirt and talk dirty over the phone. Mary's husband, Max, would sit beside her and stroke her arms and thighs as she confessed her sexual preferences and fantasies. The stranger's voice turned Mary on. And that turned Max on.

One morning Mary and Max piled into their Honda Civic and rode off to meet the guy at a Chili's in a podunk East Texas town. Mary donned a denim skirt and lacy black tank top. They spent an hour and a half making sexual innuendos and winking knowingly while lubricating their intestines with burgers and nachos.

Enough small talk, Mary finally decided. It was time to get what they'd come for. She signaled her approval to Max with a raised eyebrow.



"At this point I was so wet and horny I decided to ask my honey to find us a hotel room" is how Mary captures the moment during a salacious description of the hookup, which she later podcast from her home in suburban Kingwood.

Podcasts, as teens and techies already know, are audio files that can be downloaded to a computer, MP3 player or iPod, hence the name. The user-friendly technology, created a little more than a year ago, has spawned thousands of Webjays, or amateur radio hosts, like Mary, whose shows would be X-rated if a ratings system existed.

Unlike the erotic storytelling featured on some of her other shows, Mary's account of the ménage à trois is based on an actual experience that happened over the summer. It's one of her earliest podcasts and by far the most popular.

The raw, uncensored narrative rivals your typical Penthouse Forum fare: The men kiss and caress Mary. They slowly strip her down to stockings and garter. The attentive husband goes down on her, then pulls her to the side of the bed and penetrates her while she blows their new friend. Mary's body quivers and quakes. They rotate positions. Now she's on all fours, shrieking at every thrust.

"I don't remember if it was several orgasms or just one very long one," Mary coos into the microphone. "I just remember I did not want it to stop."

As Mary tells it on her show, the guys eventually blow their wads and they all break for chow. They later return to the Comfort Inn and watch some TV until the guys are ready for round two. This time Mary mounts and rides her new friend as Max enters her from behind -- or, as she calls it, fifth base. "I never really thought I would be able to handle that," she says demurely.

And on it goes. Mary peppers her testimonial with the occasional "Unnhhhh" and "Mmmmm." Toward the end of the show, she serves up some false modesty: "Wow! I can't believe I actually told you guys that."

With so much porn out there, you wouldn't think sex-themed podcasts like Mary's would garner much of an audience. Her shows are nonvisual, run a measly ten minutes and clearly are made on the cheap. The sound of her bumping up against the $25 mike connected to her laptop is frequently heard.

Some of Mary's shows are downright unsettling, as she switches abruptly from talking about readying her kids for school to the hazards of anal sex. "Stick something in someone's ass with no prepping, that's gonna hurt," she rightly advises. Whether she's discussing boilerplate laundry-room fantasies or the hot sex she had one afternoon in a pickup truck parked on Westheimer, Mary's insights and escapades hardly break new ground.

But in just a few months she's built a loyal following of several thousand listeners in countries across the globe. She gets weekly fan mail from women and men alike who praise her sultry Texas twang and seek her advice on sex and relationships.

When the hurricanes hit the coast and the show didn't air for a couple of weeks, Mary got an outpouring of letters from people who wanted to be sure she was okay. She's received dozens of thank-you notes, including one from a guy in Australia who says he received the best blow job of his life after his wife listened to her how-to program. The trick: deep throat combined with prostate massage.

Mary's show, called Kiss and Tell, may be the most downloaded podcast produced in the Houston area. One Web site that offers a podcast directory gave it a coveted five-star rating. Voters at Podcast Alley, a directory site based in Arlington, have consistently ranked her show in the top 500 of more than 10,000 archived. In all, her shows have been downloaded some 20,000 times.

But Mary's risking a lot, and it's not even clear to her why she podcasts at all. She hasn't earned a penny from it, and likely never will.

A 37-year-old dental hygienist with three kids, Mary is convinced she would be fired from her job and face social estrangement if her friends, parents or neighbors ever found out about Kiss and Tell. And yet she posts pictures of herself online -- she wears a plaid bathing suit in one, a tight-fitting T-shirt in another -- and is willing to come out for this article. (She allowed the Houston Press to publish her real last name, but not her first. Mary is the handle she uses on her shows.)

Every week Mary pens a script on topics ranging from why women shouldn't fake orgasms to how men can build tongue muscles for performing cunnilingus. She then sits cross-legged at the foot of her bed beneath a giant framed Pink Floyd poster and records a new show for anyone to download and listen to.

Her lone goal is to break into the top 50 at Podcast Alley. If that happens, she promises her listeners a "special show" that would feature her having sex. It wouldn't be a quick in-and-out, either, but rather a long, loud, sweaty performance similar to the three-way depicted on her show.

So vote for Mary's podcast. Just don't tell her boss about it.

Kiss and Tell is one of more than 25,000 podcasts produced worldwide. Not bad, given that the first debuted just 15 months ago.

The technology for creating podcasts was invented by software developer Dave Winer and Adam Curry, the former MTV VJ from the late '80s with the big blond hair who resembled Jon Bon Jovi. Last August, Curry wrote a computer program allowing automatic downloads of new audio shows using the online subscription technology known as RSS, or really simple syndication. The subscription service lets listeners receive new shows on their PCs or portable players without having to go to a specific site to download them.

The result is on-demand radio that's free, unregulated by the Federal Communications Commission and can be heard anytime, anywhere. Podcasts are often likened to TiVo because they enable users to download only the programs they want to hear and to skip advertising. They're the next big thing in consumer-controlled media, freeing listeners from the grip of media conglomerates to let them customize their own playlists.

This development has radio executives squirming. Though no one has yet made their fortune in the new medium, some of the best-known podcasters have already sliced into the estimated $30 billion in annual ad revenue generated by commercial radio.

"The era of folks sitting around waiting for a program on the radio or TV is waning," says Steve Pierce, executive director of New Media Alliance. "People are trying to get away from the pervasiveness of crappy content and overcommercialization that's polluted radio."

Podcasts are as easy to make as they are to download. All that's required is a computer with a connected microphone and Web access. This has opened the door to thousands of homegrown radio personalities.

Since licensing fees haven't been determined for music podcasts, most programs are talk shows. Touted as a tool for citizen journalism, the British Broadcasting Corporation earlier this year declared podcasting "the effective rebirth of radio."

As bloggers have influenced journalism, podcasters have the potential to transform radio. Though podcasting is still in its infancy, the numbers already tell a familiar story.

Back in 1999 you could count the number of bloggers on your hands and feet. Now more than four million people spout their opinions into the blogosphere. Similarly, in September 2004 a Google search for the term "podcast" resulted in just 24 hits. One month later that number spiked to 14,000, and today there are more than 70 million listings.

Though most podcasts are produced by amateurs, large media corporations have already hopped on the bandwagon. Everything from National Public Radio's This American Life to CNN's Business Update to the NBC Nightly News to countless other mainstream news shows can be downloaded as podcasts. Dozens of daily newspapers are experimenting with podcasts, featuring news highlights and interviews with journalists.

According to Mediaweek.com, podcast subscriptions for Rush Limbaugh, Jim Rome and others have generated more than $10 million for Clear Channel Communications' Premiere Radio Network.

Podcasts also are being used in classrooms. Duke University led the way by providing free iPods to all incoming freshmen last year. Lectures accessible via podcast have been especially helpful for non-native English speakers, according to Judy Ashcroft of the Division of Instructional Innovation and Assessment at the University of Texas.

The number of Americans who listen to podcasts is projected to grow from 800,000 in 2004 to 4.5 million in 2005 to 57 million in 2010, according to the Diffusion Group, a technology research firm based in Plano. This trend is being fueled by the popularity of MP3 players and other portable devices that topped this year's Christmas wish lists.

Perhaps it's not surprising that explicit, sex-themed podcasts like Mary's Kiss and Tell represent the fastest-growing area for the new medium. Digital Podcast, which runs a program directory, reported in October that although "erotica" makes up less than 1 percent of all its listings, the category attracts 11.3 percent of all visits.

"Without sex," Mary says, "I know I would lose my fan base."

Mary started podcasting on a whim. Her husband had read about it in a tech magazine and thought it might make for a cool hobby. In their first show, Mary and Max discussed seeing a movie together. It came off like an audio version of a dull, meandering blog and drew few listeners.

After that, Mary insisted on hosting the show alone. Instead of everyday stuff, she would make the show about their sexual adventures swinging in Houston's northeast suburbs. They had attended several swinger parties this past summer. The following week she gave a heart-pounding rendition of their recent threesome. Suddenly her site was getting thousands of hits.

"Sex sells," Max says thoughtfully. "Unfortunately, we have nothing to sell."

As amateurs like Mary and Max scratch their heads over how to make a buck off the new technology, adult-industry honchos are licking their chops. The recent release of portable video players has them projecting huge profits by spreading porn to cell phones and digital music and game players.

The sale of adult entertainment for downloading to digital players -- known as pocket porn, pornables or podnography -- is already a multimillion-dollar business in Europe. The portable-porn market could grow to nearly $200 million a year in the United States by 2009, according to the Yankee Group, a Boston-based research firm.

This past spring, adult film companies like California-based Sin City released trailers to watch on Sony's PlayStation Portable within weeks of its debut. Last month saw the launch of a new company called Xobile that focuses exclusively on selling porn for cell phones and handheld computers. And both Playboy and Penthouse have announced plans to offer soft-core movies for viewing on portable players.

The adult industry is driving the new technology much the way it did the VCR and the Internet. The VCR mainstreamed pornography, allowing people to view it in the privacy of their homes rather than in the sticky seats of a seedy theater. The Internet made viewing porn even easier, letting viewers sidestep stares from cashiers at adult video stores.

As everyone knows, porn is big business on the Web. The Internet accounted for $2.5 billion of the adult industry's $14 billion in U.S. revenues last year, according to the trade magazine Adult Video News.

"Every time a new distribution platform comes along, we're there to take advantage of it immediately," says Steven Hirsch, CEO of Vivid Entertainment Group, the country's largest adult film producer with more than $100 million in annual revenue.

"The difference between Hollywood movies and adult movies," Hirsch continues, "is that we have very little red tape. We don't have to deal with agents and managers and screen actors guilds and all of the different things that the major Hollywood studios have to deal with before they can get things approved for a different sort of distribution platform."

As with adult Web sites, an age-verification system requiring credit card information will be used to keep pocket porn away from minors. But most observers scoff at this, since kids find ways of getting around such constraints.

Not everyone is convinced that portable porn will be the phenomenon that adult-industry execs anticipate. Porno Jim Graham, a Manhattan resident who podcasts reviews of X-rated films, says he can't understand the appeal of watching sex on a tiny screen.

"Most people don't want to view pornography while riding on the subway," he says. "At least, let's hope not."

Most podcasts based in the Houston area aren't racy. It's impossible to know exactly how many are made here, since some opt to remain anonymous. Most directories list fewer than two dozen.

Some of the locally produced podcasts are on predictable topics such as technology or sports. A few churches, like Christ the King Presbyterian Church, podcast their sermons via "godcasts."

Unfortunately, most of the personality-driven shows are dry as sandpaper. A Montrose-based music teacher podcasts interviews with local artists. Michael and Wendy Chung record a current-events quiz show that's like NPR's Wait Wait…Don't Tell Me! minus the humor. Two overly earnest 35-year-old men from Spring hope to meet their spouses through their podcast. "Once we find the right girl, we shut the site down," says one of the hosts.

Then there's 27-year-old Cypress resident Joshua Meritt, who specializes in gross-out humor. In one show, Meritt phones several Chinese restaurants to ask if their egg rolls will give him bird flu. In another, he asks God why genitals stink. "God, if you wanted me to lick it, why didn't you make it smell and taste like an Orangesicle?"

A young bohemian couple in Montrose podcasts a show about parenting. They plan to record the delivery of their first child, due this month. "Has there been a birth on a podcast? I don't know. Maybe we'll be the first," says Miah Arnold, a creative writing student at the University of Houston.

It's tough to imagine the appeal of an hours-long audio clip of a woman in labor. It's not surprising that these local podcasts, like countless others, attract few listeners. But the lack of an audience doesn't discourage them, reinforcing the maxim that podcasting is where everyone is famous for 15 people.

The obscure topics and banal banter that typify so many shows, combined with the fact that many listeners are drawn to the medium as a way to bypass advertisers, have cast some doubt on whether podcasting really can revolutionize commercial radio.

"The very specific charms of podcasting -- its freshness and unexpectedness -- make it a difficult business proposition," wrote New York Times media columnist David Carr in July.

Despite all the hype surrounding podcasts, a business model still has not been created that generates profits. But that may change. Just last month, Washington, D.C.-based start-up Podtrac Inc. developed a free Web-based measurement tool that determines audience size, gathers demographic information and offers behavioral profiles of listeners. And New Jersey-based Audible Inc. created a measuring service that tracks how many times a podcast is downloaded and whether it's actually played.

Such innovations may finally begin to lure big-name advertisers, who are married to such audience statistics. But for now the podcast success story is a rarity.

The most lucrative podcasting marketing deal so far was made several weeks ago. Two moms from Virginia, who began a podcast in March about motherhood, landed a 12-month, $100,000 sponsorship agreement with Dixie paper products. Earlier this year, the condom company Durex paid an undisclosed sum to sponsor The Dawn and Drew Show, an often raunchy podcast recorded in a Wisconsin farmhouse with a loyal audience approaching 200,000.

The issue of finding ways to cash in on podcasting dominated the first ever Portable Media Expo & Podcasting Conference held recently in California. Russell Holliman, who lives in the Heights, was one of just two Houston podcasters who attended the conference.

Holliman founded the Greater Houston Podcasting Association, a nonprofit that tries to match podcasters with local businesses. "Podcasting is a global phenomenon," he says. "People forget about the local aspect of it."

So far, though, few have had any luck landing deals. Holliman says he's frustrated by the lack of activity surrounding podcasting in Houston. As recently as this summer, he says, only a half-dozen podcasts were being made here.

"As is often the case with technology," he says, "Houston is not paying attention."

Up at 5:45 a.m., Mary Windham fixes breakfast and bags lunches, gives her husband a peck good-bye, sends their twin 11-year-old boys off to school and unloads their three-year-old daughter at day care. Then she throws on some scrubs and heads to the dental office a couple of miles away, where she spends the day under fluorescent lights scraping plaque and staving off advances from married men who hope to leave the chair with more than just a cleaning.

The come-ons range from pathetic to pathological. Some men ask if she enjoys inflicting pain. They remark that her husband must be happy to have a woman with such strong hands. A few have invited her over for a quick afternoon romp. "If you'd be my trick, that'd be a treat," one sleazebag told her between rinses a few days before Halloween.

"Some of the girls get uptight about it," Mary says. "I laugh it off."

Mary is careful to keep her private life private. Neither patients nor co-workers know about her alter ego as a late-night sexcaster.

"They think I'm such a Goody Two-shoes," she says with a wink. "They're trying to see if they can embarrass me or shock me, and of course I'm thinking, 'If you only knew, you'd be the one blushing and not me.' "

Mary enjoys her minor celebrity. She's become obsessive about reading e-mails from fans and writing all of them back. She doesn't even mind the occasional bit of hate mail telling her she "shouldn't be allowed" to raise kids. Recently she tried to talk a guy off a ledge who was about to cheat on his wife. Though she has no training, Mary has no qualms about playing the role of therapist.

Her mantra, like that of so many professional sex advisers, is that communication is the key to a healthy sexual relationship. Of course, it doesn't hurt that she's multiorgasmic -- something that her listeners may one day get to witness for themselves. In her podcast about the three-way, she claimed to have climaxed at least 20 times.

"I'm extremely fortunate," she says. "Most of the time I have sex I have multiple orgasms. And that was just a really good day."

While Mary would love to quit her day job and earn a living talking about sex, she's not banking on that ever happening. Rather than seeking advertisers, she's busy trying to come up with new topics. She's already done shows on oral sex, anal sex, lesbian sex and group sex.

In the end, Mary's libido may be stronger than her imagination.

"I don't know if I have that much material," she says. "There's only so much fantasy."

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