A few years ago, I moved out from my family home after a few years of local college. I had landed my first real job in the nine-to-five world, and I was loving life as an independent young man in his early twenties. 

One particular day, I was at the downtown shopping mall right in the center of the big city I lived in. I was not really shopping for anything in particular. It was cold outside and I had the day off. I was really just looking for an excuse to get out of my apartment. 

When I got to the mall I spent an hour or so just browsing around the bookstore, checking out some clothing shops and the record store. I also spent quite a while just walking around, people-watching. I noticed several sexy women shopping, too. However, I wasn't particularly in the mood to put in the effort to chat any of them up. I was just hanging out, but minding my own business.

I had nice clothes on. I was clean-shaven and my hair was styled neat and nice. I'm glad I'd groomed myself earlier, as I did catch several attractive women looking my way many times. They would look quickly. Some would smile and others would try to act aloof. No matter to me either way, as I just didn't really feel the urge to act on any of them that day. As it happened, I was getting a lot of pussy in those days - maybe too much. So it wasn't like I was out there desperately hunting.

Getting a hungry feeling in my stomach, I decided to go to the food court for a burger. Even though it was very busy there, I decided it'd be worth the wait in a long lineup.

While I was standing in line, someone tapped me on the shoulder. At first, I thought it must've been a friend from my school days or someone I presently worked with.

However, I was really surprised when I turned around. I knew her right away. It was my family doctor from when I was a teenager! She was a tall, shapely, redheaded British woman with beautiful green eyes. In her mid to late thirties, I thought. Older than me, but very foxy. Her charming accent was the same as it had always been. I was quite taken aback by this moment, I must say. Wow, she really looked good. It must've been five or six years since I last saw her at the medical clinic, and she looked even better than I remembered her. Doctor Emily B. Cox was her name.

She said she saw me from afar, but that she wasn't sure it was me at first. Only when she got closer did she then know it was me. She seemed very pleased to see me and was genuinely curious about how I was doing. She asked what I was up to now. We chatted for quite a while as I was standing in the lineup, and she told me she couldn't believe how much I'd become a man. She said in such a way that it almost seemed awkward, but I enjoyed hearing that from her.

I told her I was very surprised and happy to see her, too. I said I'd moved out on my own downtown and hardly knew anyone in this neck of the woods yet. I explained I was now much closer to the urban core, on my own, and a long way from the suburban clinic where I'd seen her numerous times before as when I was younger. She told me she now lived nearby, on her own in a condo with her tabby cat, since getting divorced a few years earlier. She explained that because she didn't want kids, it eventually created a rift between her and her husband. But, the good thing was how they'd split up amicably and that he'd recently re-married with another woman. 

Ultimately, the message I got (reading between the lines) was that she was single and really enjoying it. She said she loved her new freedom, and how living and working downtown was ideal for her. I mentioned how I'd moved out recently on my own too. I was also enjoying my new freedom downtown as well. 

She asked about my older sister and how my Mom and Dad were doing these days. We all used to go see her when any of us were ill, or just for regular, non-emergency check-ups. We were her first family clients when she first began out of medical school, practising in the local drugstore/clinic near our home. She was probably in her mid-twenties back then. My mom had known her from her yoga class and we all really liked her. Since then, we'd sort of lost touch. Nevertheless, we were now having a nice catch-up conversation together and it felt really good.

Talking to her reminded me how much I liked her personality as my family doctor, all the way since my younger years. I always really liked her personality and her English accent. She'd say things in a way that was mildly authoritative, yet in another way kind of breathy and sexy.

I must mention here also I was always very attracted to her and fantasized about her while masturbating. This reality definitely made for a few awkward appointments in her presence on more than one occasion. More about one of those visits later.

As it became my turn to put in my food order, I asked her if she'd like to join me for lunch in the food court. She said she was there for lunch too and she agreed to join me as it'd be nice to catch up even further. She said she'd get her order at another place but then rejoin me at my table, wherever I could find one. She said to just go ahead and begin eating without her.

As she walked away, I couldn't help but notice and then stare at her lovely ass. It was apparent that she still did yoga and kept very fit. She was wearing tight, faded jeans and that left very little to the imagination. Curvy and shaped so nicely. I could see her panty line up high over both sides of her buttocks, and it was a very nice sight. I took my order tray and sat down at an available table nearby. I began eating my meal, but kept watching her as she ordered her meal from afar. 

All the while, I was thinking about how attractive she looked right there in front of me. She was about thirty-five years old, and though I hadn't seen her in probably four years or so out of high school - she still looked very sexy for an older woman. As I'd noted earlier, she had a very nice ass, and when she turned around - she had a beautiful crotch area too. I could see an attractive-looking thigh gap as her jeans fit her very well, in a hiked-up sort of manner. Beautiful legs.

She had a pink sweater on, and it rested on her body in such a way that I could see the shape of her breasts quite clearly. I'd never seen her without her white lab coat on, and I was amazed and impressed at how large, nicely round and heavy her breasts appeared to be. They jiggled a bit as she walked. She had red lipstick on and a bit of make-up around her eyes. She looked very hot, and she'd be sitting with me as soon once her order came in.

As I waited and ate my burger, my thoughts drifted back to a particular time and place that I remembered her vividly. It was one medical visit I remember particularly well, when I was just out of high school.

It was early in my freshman college year. I was eighteen and still living at home. I'd had a bit of sexual excitement with a girl at a nearby lake earlier that summer, but that's a whole other story. Anyway...

My school track team administration had requested me to go in for a full medical check-up with my family doctor. It'd be a full body physical examination, as a requirement for being on the team. Something to do with insurance and liability, so I won't bore you with any more of that. At any rate, I was nervous because it was the first time in any prior memory that I'd be naked in front of a medical professional. After several regular checkups and various visits (always in clothes) over the years with Dr. Cox, this was altogether different and I was very nervous about seeing her in this context for the first time.

The following is most of what I remember.

Though she had put me very much at ease with her devout professionalism, she eventually had me there in only a loose and ridiculously short gown. It just barely covered my equipment that was hanging down. I was feeling very awkward and exposed in this situation.

I was also feeling intimidated by her intellect and her English voice. Not to mention her beautiful face, hair and body. She had medical gear and lab clothing on, but I could still make out her sexy figure. Her nurse assistant was also there with us to help conduct the medical exam. Her nurse was in her fifties and frankly, very stern and unattractive. In retrospect, this was a good thing. Having two hot ladies there would've been too much.

Cutting to the chase, I was eventually fully naked in front of the both of them, but let me get to that again in a minute.

Initially, I remember Dr. Cox inspecting me all over with the usual sorts of things. The nurse would scribble things down on a clipboard as Dr. Cox spoke and examined me. She measured my height and weight. She checked my breathing, my pulse and she did a bunch of reflex tests. She told me all the while what she'd be doing in the exam as she did it, but then eventually she gradually became silent while conducting the rest of the exam. It would then be the nurse's turn to explain the rest as the doctor continued examining me. I was nervous, but still relatively comfortable in my gown.

Dr. Cox's nurse then directed me up and onto the patient table. Telling me to face forward on all fours, she told me to have my legs spread apart so the doctor could inspect behind and under me. My genitals were hanging down between my legs as I was positioned there, my eyes staring at a wall. Not seeing what was going on behind me, I was wondering what would happen next.

I was still warm, and therefore my penis and testicles hung low, loose and flaccid. The first really awkward moment was Dr. Cox's gloved hands and fingers around my bum. Then on my balls. She took them quickly and lifted them up, squeezing them briefly in a calculated sort of way, and feeling in and around them with her fingers for what felt like an eternity. She then lifted my scrotum and dropped my testicles up and down in the sack a few times. She tugged at my scrotum and continued to feel my testicles. I sensed she was looking at them and scrutinizing them up close. I couldn't see her face the whole time, but I could sort of feel traces of her breath on my scrotum. As she dropped my balls for the last time I heard her mention something to her nurse about booking me for an ultrasound. This made me a bit nervous.

Next, as I continued to dangle in this position, she wrapped one of her hands around my flaccid penis. I happen to be very well endowed and her hand initially seemed to almost flinch back, as if she wasn't sure what it was she was reaching for.

A second later, her hand reached back and took ahold of the meatiest part of my shaft. I sensed by her hand motion as she lightly squeezed, that she was surprised by the flaccid thickness, size and length. Her hand then circled around the penis base where she continued to feel and lightly squeeze slowly down to the head region. Her fingers then pinched around the head of my penis, which is covered in foreskin almost to the tip. With one hand holding my shaft, the other hand pulled the skin back and felt in and around my cockhead.

The funny thing at this moment was how I heard her breathing change. It was her rhythm and the amount of air she was drawing in and out. Again, I could feel the air of her breath on my penis and scrotum. She then let go, allowing my equipment to flop down and sway once again. She said something to the nurse that I wasn't able to hear. There seemed to be a note of surprise in her voice.

Next, her nurse asked me to get down from the table and stand while facing her. She then asked me to lift my gown up for the last reflex test. I agreed to do this, but I gulped a bit.

This last part I'll certainly never forget. Though my explanation is long, it probably actually only took a minute in duration.

As I stood there with my gown up, exposing my genitalia, Dr. Cox was sitting down on a stool nearby. She rolled it over to me closer to where I stood, looking at my penis and testicles intently. I can't describe the expression she had on her face very well. One eyebrow appeared to be raised slightly, and though her mouth was closed, her lips were almost smirking at one side and her chin was up. She had glasses on now and her eyes were looking downward, carefully inspecting scrutinizing my equipment. With her gloves still on, she held my penis up for a few seconds and then allowed it to drop as she reached for a medical utensil. Locking her eyes on my equipment again, I cannot say for sure, but she almost seemed to be looking at my penis and balls in awe, or even in admiration. She continued to say nothing.

She looked so damned sexy. I couldn't help it, but I was gradually becoming aroused. My large penis was beginning to slowly fill with blood and lengthen, right in front of her. Up close, she then took the long metal medical utensil in her hand and gently ran it along my inner thigh up my left leg right beside my low-hanging balls. She watched intently as my testes lifted themselves slightly for a moment on their own, eventually falling back down in place. Yes, my reflexes were definitely working that day. 

Meanwhile, my penis continued to lengthen and grow much thicker. I tried to make it stop by concentrating on something else, but I simply couldn't. My penis started to curve over to the side and up halfway. It must've gotten to about 9" horizontally, yet continually rising, thickening and lengthening more.

Dr. Cox didn't react to this event at all and she made no mention of it to me or her nurse. She was totally professional all the while.

Then, seemingly out of courtesy, she turned her attention aside to her clipboard where she scribbled something down quickly while biting her lip. Watching her though, she was still continually watching off and on as my manhood continued to stiffen and throb back and forth.

Once I could see Dr. Cox realize that my penis was growing to its fullest extent, she seemed to smirk a little as she told me to sit back down on the table. Just then, her nurse handed me a sheet to cover myself up with. The sheet came to me just as I was becoming fully erect. It was about 10" long with a upward curve, and probably over 7" around the thickest part of the shaft. My balls continued to hang down.

Again, both women were professional all the while.

Obviously overwhelmed and embarrassed, I got my nerve up and sheepishly apologized for my massive erection. However, Dr. Cox laughed and told me there was really nothing to worry about. She said it was very common with young men my age and that such things as erections were to be expected when touch examinations are deemed a necessity.

She went on to reiterate that it was a common physiological response to such an examination, assuring me that my response was a totally normal response.

But then, matter of factly, she said the only thing that was abnormal was the very significant size of my penis and testicles. To this, she added that I would need to go in for an ultrasound. Because of my testicle size, in particular, the doctor recommended that I that be analyzed further just in case there was a problem. On a notepad, she referred me to her friend from medical school, a woman who ran an ultrasound clinic nearby.

That concludes my flashback to about five or six years earlier.

In the food court, that memory had come back in a flash and then seemed to settle in my pants in a big way. As Dr. Cox walked back to me with her food tray, she smiled as she sat down. She had bought a hot dog, and strangely this got my mind racing a bit. I thought it was funny for a doctor to order something as unhealthy as a hot dog. She said just she wanted one really bad today and laughed. I wanted to reply with something cheeky but I refrained. I stealthily watched her eat it, without her really noticing. Seeing that tube steak enter her lovely mouth was almost too much.

Wow. She was such a sexy, amazing woman. Sexy, smart, funny, and of course, that English accent. Once again, this really got me.

Once we were both finished our meals, we walked together around the mall, continuing to chat and taking in the various sights. I dared not say anything, but I couldn't get my mind off what had happened the last time I'd seen her. I sensed she was thinking the same thing as me, just by how she was looking at me from time to time. I was definitely picking up on her cues of attraction. I figured she saw me as a man now, and possibly wanted to pursue me!

We ended up near a green space which was really just a quaint garden area inside the mall. There was a coffee stand there and some bench seating along a flowery path that had a fair amount of privacy. We grabbed some coffees and sat down. The last thing I'll mention about this encounter is the following moment.

As we sat there talking, I caught her glancing at the large bulge in my pants. I pretended I didn't see her looking, but as a consequence of her frequent glances I became very aroused and hard. In her English way, she pretended to ignore my bulge. However, I kept seeing her glance at it.

When it was naturally time to depart, I wanted to get her number but she beat me to it. She asked me for my number first. She told me that she was taking new patients again and that she'd be happy to have me as a patient once again. It was then that I got my nerve up and leaned in for a kiss. 

She gasped and moved closer in. We embraced a kissed for a long while. A slow, sexy, wet kiss. I occasionally felt her heavy breasts rub against my chest. I wanted to grab them, but we were in the mall garden. Instead, I caressed her back while her hands gently did the same to mine.

Not wanting to rush things, we agreed to see each other again soon. After exchanging numbers we went our separate ways, occasionally looking back to one another, smiling.

Later that evening when I was at home, she texted me asking for a sexy picture. She specifically wanted one of me in only my underwear. I promptly took off my clothes, and put on some sexy briefs. I then took a picture of myself in the mirror, prominently displaying my large but still soft equipment.

She then daringly texted me to make my cock huge for her, and that once it was fully erect I was to send her another picture, but with my underwear still on. I agreed to do that. I asked her to give me a few moments while I stroked and worked on a full erection.

She was excited by this and asked me to send video of me stroking it through my underwear, making it fully hard. She then sent me an intimate picture of herself in lingerie, asking me if this picture might help. She said she had it taken of her recently. My jaw dropped upon seeing it.

That very picture is attached to this story. Have another look.

Seeing this picture indeed helped. I began to get so hard I could barely contain all of my equipment in the cotton fabric of my briefs. I sent her the video of my erection in progress, which took only a few minutes. When my underwear became fully stretched with my giant cock I stopped the video and took also took a picture for her. I then immediately sent both to her.

The rest gets even more hot. But that's a whole other story. Part 2 is for another time!