Linda’s mother had been spectacular, so much so that I practically forgot about Linda. We kept seeing each other, but when I was with her I found myself thinking about her Mom.
After all, it was an competition of sorts. While the 18 year old Linda had the advantage of youth and was more classically attractive than her mother, Millie had experience and the fact that a 50 year old woman found me desirable was a boost to my ego.
They both had great tits; Linda with her perky cones that jutted out so proudly with the plump strawberry-like nipples that were so awesome to suck, and her mother with the full globes that looked even larger on her slight frame.
As for the hair, I found Linda’s golden brown swirls of armpit hair just as erotic as the wild jungles of brown hair that filled her Mom’s underarms, and they both had delightfully hairy pussies.
The difference? Simple. While I was being pleasured by Linda’s hand and occasionally her mouth, with her mother Millie, I got it all. Having gotten it once, I wanted it more, so I called the Groves’ house that next Tuesday morning, hoping for an invite.
“I was hoping you would call,” Millie Groves said. “You certainly can come over. Please do.”
It was about that time that I realized that my Marketing class on Tuesdays was going to suffer this semester, but faced with a choice Millie Groves was a clear-cut victor.
So I flew over to Linda’s house, just missing running into her as she drove past me on her way to work. Even though Linda knew and approved of my meeting with her mother the previous week, it was a strange area that I tried to avoid.
After knocking on the door, I heard Millie call out for me to come in, so I followed her voice into the kitchen. I was poised to attack Millie when I saw her standing at the sink with her back to me, wearing a yellow sleeveless blouse and blue shorts, when I happened to glance over at the kitchen table.
Millie had company. There was a woman with silver grey hair sitting at the kitchen table, and when our eyes met I sensed a flash of recognition. I knew this woman, and she knew me. Not well, but I know that we had crossed paths before, and it wasn’t until Millie turned and spoke that I figured it out.
“Tony, this is my friend Barbara,” Millie said, gesturing over to the woman, who rose to meet me, and it was after she stood up that I remembered who she was.
“Ms. Couse,” I mumbled, shaking the hand of my old health teacher from junior high.
“Long time Anthony,” my former teacher said as her long, bony hand grasped mine in return.
As soon as she stood up, rising to her height of at least 6′ tall, I remembered her. Even now, I was still an inch or two shorter than she was. Her hair was now totally grey instead of red, but she was still as skinny as she ever, and still had that same authoritative voice that made her health class such a hoot.
Hearing this regal looking woman discussing testicles and ovaries so solemnly was a lot of fun back then, but while I hadn’t done anything in her class to make me uncomfortable now, my main concern was that I wanted to get in bed with Linda’s mother, and hoped that she would lose this company as soon as possible.
Instead, Millie filled Ms. Couse’s coffee cup and told her to make herself comfortable, even suggesting that she take off the blazer that she had on.
I groaned inside when Ms. Couse took her up on the offer and shrugged the blue blazer off and put it on the back of her chair. My first reaction was seeing that Mr. Couse was still as flat-chested as ever, with only the tiniest swells on her chest just like back in the day, when we would joke that she had the smallest tits in the seventh grade classroom.
The second thing I noticed was that when Mr. Couse took of the blazer, she was wearing a soft blue sleeveless blouse. Her arms were reed thin, with freckles covering the lower parts of the limbs. I liked freckles on girls a lot, but it wasn’t the freckles or the slender and trim arms that had got my attention.
Instead, it was noticing that when Ms. Couse had reached back, hidden deep in the hollow of the deepest armpit imaginable, were a few long reddish-grey hairs.
I felt my face flush with embarrassment when I realized that was careful observation did not go unnoticed. In fact, not only did they both notice me checking out my old teacher’s armpit, but they exchanged glances after the fact.
After Millie offered me a cup of coffee, which I declined, she returned the pot to the stove and came over to stand next to where Ms. Couse was sitting.
“So you two know each other?” Millie said, putting her hand on the back of the chair Ms. Couse was sitting in.
“Yes,” I managed to say. “I was in Ms. Couse’s Health class in 7th grade.”
“He’s so polite,” Millie said to her guest. “You can call her Barbara. It took him all day last week to start calling me Millie.”
“Yes, Anthony was always a gentlemen in class,” Barbara Couse remarked. “Of course, he was much different back then. He had a weight problem back in those days, but he’s obviously taken care of that and become a very – ahem – well built young man.
The fact that Ms. Couse was staring at the front of my jeans was not lost on me, and my erection only surged more when Ms. Couse looked over at Millie. She was practically at eye-level with Millie’s breasts, but she was looking at the hairs that were peeking out from the fold of Millie’s arm.
“Yes, Tony is indeed a well-built fellow,” Millie said with a wink.
After glancing up at me, Barbara Couse leaned over and inhaled deeply, her nose scant inches away from Millie’s overflowing armpit hair.
“Judging by the raging aroma of pheromones in the air, I fear I’m in the way here,” Ms. Couse said. “I should take my leave.”
“No, Barbara,” Millie said, putting her hand on her friend’s shoulder as she started to stand up. “I don’t want you to leave. Tony doesn’t want you to leave either, do you Tony?”
I didn’t know what I wanted…
This was like nothing I had ever experienced or had even remotely expected. My former teacher, who despite looking very elegant and attractive had to be near 60, and my girlfriend’s mother who was around 50, and I had an erection throbbing in pants over them. They were acting like they were not only old friends, but could it be?
“Stay,” I heard myself saying, and after I spoke Ms. Couse was motioning for me to take the two steps needed to be standing right in front of her where she sat.
Millie was now at me side, her hands on my arm, and watching with interest as Ms. Couse unbuckled my belt and undid my jeans, pulling them down to my knees before running her hand over the bulge that curled over to the right in my briefs.
My former teacher’s weathered hands were now taking down my underwear, exposing my cock as it sprang wildly around after being freed.
“Oh my,” I heard my teacher say. “You were right about him being well developed. Tony does have a marvelous penis.”
My knees were shaking as Barbara took my cock in her hands, giving it a couple of strokes before pinching the glans and running her tongue along the opening. Then her mouth was sliding down the shaft, her lipsticked lips gliding all the way down to the base.
She took all six thick inches without blinking, and I suspected that if I had another six Barbara Couse could have inhaled them as well. Millie’s hands were tugging my t-shirt over my head and running them all over my chest while my cock experienced things unknown to me moments earlier.
Barbara’s mouth, tongue, lips, teeth and hands were driving me insane. It was all I could do to keep my feet as my cock and balls got worked over. I tried desperately not to cum because I didn’t want it to end, and actually managed to hold off my orgasm for a couple of minutes before my groin began to tingle.
As Millie sucked and pinched my nipples, I exploded into Barbara Couse’s mouth, sending volley after volley of my seed down her long throat, and not only did she take it without blinking, she seemed to be trying to siphon every drop out of me, sucking on my cock until it went utterly limp.
“Let’s go upstairs, okay?” Millie suggested, and I followed the two ladies upstairs, holding up my pants as I went.
This time I was brought into Millie’s room, the theory likely being that we would need a larger bed than Linda’s. Millie said something to me in passing, something along the lines of being nice to Barbara, but that wasn’t necessary.
Besides, I wasn’t going to be nice to my old teacher just because I had manners. The fact of the matter was that she excited me, despite her age, and after getting the blow job of all time from her, I had gained a whole new level of respect for her.
So as Millie and I lifted Barbara’s blouse up over her head, I didn’t care that she was flat-chested. Indeed, when Millie undid my former teacher bra and exposed the smallest breasts I had even seen – tiny buds about the size of golf balls with pink boyish nipples – I found her androgynous look very erotic.
As the bra came undone, my mouth attached itself to Barbara’s little titty and tried to do to it what she had done to my cock earlier, and when the nipple got hard under my tongue I let my mouth slide over.
My hand ran down Barbara’s freckled arm, taking her wrist in hand and raising her arm high above head. Her armpit was a pale deep pocket, and I nibbled my way into the cavern, focusing on the dozen or so hairs nestled in the center of her moist underarm.
As I licked the long rust-hued hairs, pasting them to her white skin, I happened to look over at Millie, who was doing the exact thing to Barbara’s other armpit. Seeing Millie’s tongue licking Barbara’s armpit made my cock come back to life almost immediately, and as we kept licking Millie nudged Barbara’s slacks down.
Barbara’s legs were rail thin, with some freckles on her upper thighs. She had full cut panties on, and when they came off I saw that Ms. Couse had a very wide-ranging triangle of reddish-silver hair. Her bush was not dense, but her delta was very large and felt nice to the touch
As I stroked her pussy, it occurred to me how unlikely it all was. Who would have thought that I would be standing naked next to my health teacher, or even more strangely, that I would find her virtually curve-less body sexy?
Now after giving Ms. Couse’s armpits a through licking, the attention went to Millie. Her blouse was removed, and then her bra came free. Barbara’s long slender fingers grabbed them as they came free, and as she kneaded the full globes from behind Millie, Millie raised her arms to reach for the much taller woman’s head.
I took that opportunity to first rake Millie’s armpits, and then nuzzle into them. By the time we got Millie’s slacks off she was wet, and when we went over to the bed, I went down on her.
Her bush was thick and dense, and I noticed for the first time that the hair didn’t stop between her legs, but continued to grow right up her ass crack. Making sure that Millie was ready for me this time, I climbed up onto her and slowly pushed my cock into her.
It was clear that I was going to have to develop some way to keep from cumming fast, because Barbara had climbed up over Millie and was straddling her face with her thighs. From my vantage point I could see Millie’s tongue lapping at Ms. Couse’s pussy, and I had to close my eyes because everywhere I looked there was something guaranteed to turn me on.
Soon even the sound of Millie’s tongue slapping at Barbara’s pussy was getting to me, and it was all I could do to hold off until after Millie came. Once her pussy slammed down around my cock I let loose, filling her womb with my seed.
“May I?” I heard Ms. Couse say softly in my ear as I dripped my sweat onto Millie’s body.
I pulled my dick out of Millie and fell off to the side as my former teacher climbed between Millie’s legs and went down on her. Her face immersed in the jungle of pussy hair, Barbara licked away at her cum-filled pussy while I attended to Millie’s tits and pits.
Soon Millie was cumming again, and after she did we all flopped on our backs on the king-size bed. I was so drained that I thought I could just sleep for the rest of the day, but somebody else had other ideas.
The voice was that of my former teacher, who, as I would later learn was older than Millie and me combined. You would never know it, because there she was, laying across my thighs with my dead dick in her hands, gently rubbing the fat stub as if she expected something to bring it back to life.
“Haven’t been with a gentleman in quite a while,” Barbara said. “Hate to pass the opportunity by.”
Who was I to argue with that, especially since the woman was the most accomplished cocksucker I had yet to encounter, so I laid back and relaxed as the silver haired instructor proceeded to do everything in her power to bring me back to life.
For what had to be 15 or 20 minutes, Ms. Couse gave my cock and balls the most intense and passionate attention imaginable. So skilled was she, that by the time she lifted her mouth off of my cock, it not only was erect again, it was as hard as it could get. The beet-red skin of the head of my member was so taut that it looked like it was going to explode like an overblown balloon.
“Fuck her,” Millie whispered in my ear. “Fuck her good.”
Barbara protested, saying that she was content just doing what we had been doing, but we wouldn’t take no for an answer. Millie fingered Barbara until I worked my way around and climbed between her skinny thighs, and then Linda’s mother took my cock and brought it down between the lips of Barbara’s pussy.
She was beyond tight. Ms. Couse’s pussy, having experienced nothing for several years besides Millie’s tongue according to her, treated my cock like it was going through the ringers of an old-time washer. I was afraid that my fat stub would come out flat from the pressure, but it felt so good that even though I could only get a couple of inches inside of her, it seemed to be enough.
Millie had leaned over Barbara’s face, dropping her big tits down so the older woman could suck on them. Millie even slid farther over so that her armpit was in Barbara’s face. I think she did that for my benefit, and the sight certainly had an effect on me, forcing me to look away for fear of cumming.
Millie massaged Barbara’s breasts, which had completely disappeared when she was laying on her back, taking Barbara’s tiny nipples between her fingers and pulling up on them. The effect was immediate. Barbara’s scream was muffled by the tits she was being smothered with, and her legs kicked wildly as she came, causing me to pop my load into her pussy.
I spent the rest of the day with my two mentors, mostly watching them doing marvelous things to each other, although I was able to get hard a couple more times.
I enjoyed another exquisite oral experience from my former teacher, who confessed that she was a bit of a cum junkie. She had always enjoyed it when her husband would cum in her mouth, and after he had passed away she had continued to do it whenever she could.
I didn’t even know she had ever been married, assuming that since she had looked like an old maid she probably had been one. Goes to show how wrong I was on all counts, because she was one hot lady. No wonder her husband had passed away, I figured. How many of those ball-draining, practically out-of-body oral sex experiences could a guy take?
As for the three of us, I continued to see Millie fairly frequently, although we had to be more subtle after her daughter and I broke up. We even included Ms. Couse in our fun a few times over the next year, until she passed away at the ripe old age of… 71!
Ever have sex with a 70 year old woman? I did. Don’t knock it until you try it, and don’t wait until you’re 70 yourself either.
The end for Millie and I came shortly after Ms. Couse had passed. She didn’t have to tell me. I could tell when she came into the grocery store for a few things. She was wearing a sleeveless top, and it was plain to see that there had been some changes made. Those once gloriously hairy armpits were now smooth.
“He begged me to take him back,” Millie said sheepishly, explaining that her ex-husband had come crawling back to her, and in exchange for his pledges of eternal love, Millie shaved her armpits.
It was for the best, of course, because my life was about to change as well.