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Student Nurse, Part 3: Advanced Sex Ed

The student nurse finds a very eager pupil of her own.
Advanced Placement Sex Ed

When Henry awoke Friday morning, he lay in bed remembering his time with Pam and the few kisses and hugs they’d sneaked while working on a Social Studies report in her dining room. Since spring was coming, he hoped to get her to make out in the park where they could get more privacy. Henry felt frustrated and a bit ashamed that at 18, he was still a virgin. His parents, mainly his Mom, were overprotective. Dad enforced her rules even when she was bedridden, though the lad suspected his father didn't agree with them. The real problem was Pam herself. The girl allowed little physical intimacy. She was beautiful and he treasured their stolen kisses. He grasped his penis and felt it elongate and stiffen as he squeezed and stroked it. His thoughts wandered from Pam to the beautiful nurse with her enchanting bust. The older girl was his new erotic ideal. He’d never been in a room with a girl as well developed and sexy. The exciting reality of hugging and kissing Pam merged with Lois’s unapproachable beauty as he erupted under the sheets.

Henry wasn’t the only masturbator in the house that morning. Both John and Lois thought of their coupling the night before and brought themselves off, each wishing they dared approach the other’s bedroom.

As Lois prepared breakfast for all and a sack lunch for Henry, John gave her a note, saying it was some instructions. There was a food shopping list but the most important part told her that John expected to be able to take a half day and return long before Henry came home from school. The last words on the note were “Love that nurse’s uniform on you!”

Lois dressed casually in street clothes to go shopping after attending to Cynthia. Returning from the errands, she gave Cynthia lunch and medications, then went to her room to change for John. She donned a lacy push-up bra, the six-strap garter belt John had given her, seamed white stockings and panties with a satin panel over the middle and lace on the sides. Foregoing her comfortable tennies, she wore white heels. The lab coat was handy in case she needed to cover up. Wherever the uniform stretched against her, the lingerie showed through.

John never showed and shortly after 1:00 he called to say an emergency had arisen and that he’d be late for dinner. They expressed their strong regrets to each other and promised to find a way to repeat their lovemaking soon.

Lois attended to a few duties and some prepared some of the evening’s dinner, so she never got around to changing. She’d just checked on Cynthia when Henry came home, flushed and a bit damp.

“March is a lion today!” he said, shaking water from his jacket. “That wind is cold and the rain bites.”

“You look a sight. You must be chilled to the bone, Henry. Let me make you a cup of cocoa. Do you want to change your wet pants?”

“I’ll take the chocolate, thanks. These pants will dry off in a minute. They’re OK.” He followed her into the kitchen.

“I’ll join you with the chocolate and we can get to know each other better. We’ll be together here for more than a week.” Lois bent over to retrieve a pan, her back to Henry. She heard his sharp intake of breath and realized she was putting on a show. She straightened up and went to the refrigerator. At least my front is buttoned, I don’t want to get him overexcited, she thought. She heated the milk on the stove and made two cups of cocoa, adding marshmallows. She smiled at Henry and led him into the living room. She sat on the couch and he sat partway across the room in his usual seat by the TV.

Henry, excited by the glimpse of her panties barely concealed by the thin uniform, felt a bit nervous to sit with such a beautiful girl. Her crossed legs drew his attention and he forced himself to look at her face as they talked.

She asked him about school, which he said was OK but boring. Henry seemed edgy, but answered her questions. She learned his favorite sport was basketball and that he hoped he’d make the teamin college. She asked about the report he’d worked on the night before. The report was on the assassination of President McKinley and the gold standard. Lois said that sounded pretty specific for high school and Henry said he and Pam were in advanced placement.

“Is Pam your girlfriend?”

“Yeah, well, kinda. We can’t go on real dates or anything.”

“What do you do?”

“We meet at movies or parties, sometimes hang at each other’s house.”

“Those sound like dates to me. What’s a real date?”

“You know, when a guy picks a girl up, takes her somewhere for dinner, then maybe a movie. I can’t even drive and I’m not paying for a limo. Not ‘til the prom.”

Lois laughed and crossed her legs. “No, that’s expensive.” She noticed that Henry’s gaze switched between her chest and her legs. But he was polite and looked her in the eye as they talked.

“So tell me about Pam. How long have you been going together?”

“Since we met at a movie over Thanksgiving. We’ve known each other since we were kids, but we met in the arcade after this movie and had a lot of fun.” He smiled at the memory. “Suddenly it wasn’t like climbing trees together like we did in elementary school.”

Lois laughed. “Tell me more about her. What does she look like?” Lois thought the Hargreaves were a bit strict with the rules, but kept the thought to herself.

“She’s really cute with a sorta pixie face with freckles. She doesn’t like the freckles, but I do. She’s got black hair and she’s thin. She’s smart, better at writing than me, but I’m ahead of her in math.”

“Sounds like she’s pretty. If she’s your girlfriend, do you just talk about math or do you, maybe, hold hands or kiss or something?” Lois uncrossed her legs and slid forward, replacing her cup on the coffee table. Leaning back, she recrossed her legs. Henry’s gaze riveted on her tight uniform hem.

“Yeah, um, well, we, you know, kiss and hug each other.” Lois’s hem had ridden up, revealing a bit more of her thighs. He couldn’t help himself. His penis swelled and rose. Henry squirmed in his seat, twisting his body away from her slightly.

Lois was amazed. She’d caused the lad to erect just by sitting normally, not even trying to be seductive. She almost laughed. It was exciting as well as amusing. She felt a delicious naughtiness she hadn’t felt since her own first erotic explorations like playing “I’ll show you mine if…” and her thrilling first kisses and feels. “I bet it’s exciting when you make out with Pam.”

“Yeah, real exciting, I love kissing her. She likes kissing me. Sh..She says so.” Henry stared at Lois’s legs, tearing his eyes away for brief eye contact.

Lois found her mesmerizing effect on the boy enchanting and exciting. She decided to tease him mercilessly and then…who knew? “Henry, I’m enjoying our talk, but you’re so far away. Why don’t you sit next to me on the couch?”

He stared at her blankly a moment. “Umm…That’s OK, I like it here. “

“Henry, I understand. You’re embarrassed because you developed an erection by looking at my legs.” He started to protest, but she cut him off. “Don’t deny it, and don’t be ashamed. It’s a very normal reaction for a boy your age. I’m a nurse so I understand these things. Besides, I feel complimented that just looking at me gets you so excited. Come, sit by me.” She patted the seat next to her. “You’ll be able to see me better.”

“You really don’t mind?”

“Why should I? It’s not very fair if we girls dress cute and then expect guys not to notice us.”

“Ok, I’ll sit by you.” Henry crossed the room. Since Lois had mentioned his boner, he didn’t try to hide it. Lois realized she might embarrass him by staring, so she looked at his face, not his bulge. Henry sat next to her, perched on the edge of the seat.

“We were talking about Pam and how you enjoy kissing each other. Did you kiss her last night?”

Henry smiled and relaxed a bit, his gaze on her chest. “Yeah, we were in the dining room but whenever no one was looking we sneaked a few kisses.”

“Do you tongue kiss?”

“Yeah, that’s lots of fun. I really like that.”

“Do you do more than just kiss?

“Like what do you mean?”

“Well, I remember my first boyfriends were always trying to hug me and start rubbing my ass or cop a feel of my breasts. Do you ever do that with Pam?”

Henry squirmed. “This is embarrassing.”

“Yes, but isn’t it also kinda fun to talk about making out with your pretty girlfriend?”

“Yeah, it is, especially with a real grown up girl like you, Lois.”

“Good, I like talking with you, Henry. So tell me, do you ever try to touch Pam more than hugs and kisses?”

Henry took a deep breath and tore his gaze from Lois’s bosom to her eyes. “Well, when we stand up or lie on the floor to kiss, she doesn’t mind if I rub her butt.”

“I bet you like that….”

“Yeah, a lot!”

“…and it makes you real hard down there, right?”

Henry giggled. “Yeah.”

“I’m sure you’ve tried to feel her breasts. Does Pam let you?”

Ruefully, Henry shook his head. “Every time I try, she takes my hand off and says, ‘No’ real sharp.”

Lois laughed gently. “Let me guess. You kiss and then rub her butt. You get very excited and grab her breast, right?”

“Well, yeah!”

“That’s how some guys were with me and they never got anywhere. I’m going to give you some real good information. If we were in school, I’d have you take notes, but I think I your full attention, don’t I?”

“Yeah, you sure do!” Henry said breathlessly.

“When you hug and kiss, rub Pam’s back and then after a while, rub her bum. Don’t let your excitement guide you. Instead, listen to her breathing. When it speeds up, or she sighs, or if you notice any real change, rub her back with one hand, real slow. Rub her waist and the side of her hip, up her side. Don’t grab her breast, just brush the side of it and rub her back some more. Do that a few times. This is tender and sexy to a girl. We get aroused more slowly than guys do, but all over our bodies, not like guys, where it all seems to be concentrated in their cocks. Try that next time you make out with Pam and I bet you’ll have a much better chance at getting a real feel. Always remember to go slow and be gentle. Don’t grab a girl’s breasts, rub and squeeze gently. “

“Wow, Lois, thanks. I can hardly wait. I bet it works.” He stared openly at Lois’s breasts, breathing hard.

The boy’s obvious excitement thrilled Lois. “Are Pam’s big compared to other girls in your class?”

“No, she’s about average, but real pretty,” he said loyally. “Marie Zanga’s the biggest in our class… but she’s flat compared to you.”

“Thank you, Henry. I am pretty busty.” Lois thrust out her chest and Henry gasped. “But I noticed when you sat across the room you looked a lot at my legs. Do you like girls’ legs?”

“Yeah, legs are beautiful, especially yours.”

Lois laughed. “What about Pam? Does she have nice legs?”

“Yeah, she does, all the guys say so. It’s real nice when she wears a skirt. Some of the girls still have knobby knees, but not Pam. She looks great.”

“What about me? Which do you like better, my legs…” Lois stretched out her legs and kicked them slowly, then crossed them. “…or my breasts?” She pushed her chest forward once again.

“Oh!” groaned Henry, wild with desire. “Oh, you’re so beautiful…everything…your legs and those white stockings…but I have to pick your…b…breasts. Oh, Lois, you’re the most beautiful girl in the world.”

Lois laughed and tousled his head. “Thank you so much, dear. Girls really like to be complimented.” She shifted on the couch, turning more toward him, making her legs more visible.

Henry stared. He saw the darker white welt on her upper leg where the bottom of her thigh met the couch. He took a deep breath and smiled at Lois.

“I tell you what, Henry. Let’s play a little game. There’s only one rule — out of bounds. You can touch my stockings and legs, but only where they show below my uniform skirt. No hands or fingers under my skirt. Do you want to play?”

“Wow! Do I! Really?”

“You have to agree to follow the rule. Will you?”

“Yes! Yes!” Henry could hardly sit still for excitement.

“I guess I’ll make another rule. You have to be gentle or the game’s over, OK? Take a deep breath and try to calm down, Henry.”

“Wow!” Henry looked at her, his eyes wide with excitement. He took a couple of deep breaths, then placed both hands on the front of the upper calf on her crossed leg. He rubbed up and down her calf, breathing deeply. “Oh, Lois, this feels so good!” he gasped. “These stockings are nice.”

“I love them, too. They’re my favorites.” She almost let it slip out that his father had given them to her, but stopped herself.

Emboldened by his success thus far, Henry rubbed Lois’s knee.

“Good, Henry, feel my legs,” Lois encouraged. “I’ll uncross them so you can touch both.” She slid her hands under her thighs, pulling the uniform material tight a good three inches above her knees. “Remember, my hem is the out of bounds line in this game.”

Henry’s breathing was loud and fast as he rubbed her legs, right up to her dress, across the sides and over the fronts, and as deep as he could get until his hands met in the middle. The sound his palms made against the woven nylon was an extra, unanticipated thrill for the boy.

With a smile, Lois slightly parted her legs. “You can rub the insides of my thighs, but only as far as the rules allow. Always be tender and gentle inside a girl’s legs. We’re sensitive about them because of what’s up at the top.”

“Oh! Oh!” gasped Henry. “I won’t touch, I promise, but could I please see up there?”

“No, Henry, if I spread my legs more, you’d see my panties, and that’s not proper. “

Despite his disappointment, Henry continued rubbing Lois’s thighs as high as the rule allowed, growing more and more excited until he was close to hyperventilating.

Lois took his wrists and removed his hands from her legs. “Henry, you’re getting overexcited, and that’s not good for a young boy. Now, you had your nice feel, so calm down. “

“Please, Lois, just a little bit longer. I never felt anything so nice in my life. Please!”

“No, dear, that’s enough. You played by the rules and that’s good, but the game’s over.”

Blinking, he said, “It’s my favorite game, Lois. I hope we can play it another time. I love it.”

Laughing, Lois tousled his hair again. She took a deep breath. Henry wasn’t the only one very aroused. “Well, let’s talk some more while we relax. How about a guessing game? I bet I can guess what you would do if you went to your room right now.”

Henry laughed and looked embarrassed at the same time. “What do you think?”

“I think you’d shut the door, throw off all your clothes, lie down on your back, and think about everything you’ve seen and done this afternoon as you held and stroked your thick cock until you sprayed and sprayed and sprayed…and it would feel really, really good. I bet I could hear you cry out when it happened. Am I right?”

Oh, Lois, oh!” Henry couldn’t sit still, his cock was straining so tight in his pants. “I never felt like this.”

“Well one thing I learned, not in nursing school, is that the longer a guy has a good stiff cock, the stronger his orgasm is when he finally does cum. Would you like us to keep it hard so you can feel extra good when your cock finally goes off?”

“Oh, Lois, it really needs to, but it’s such fun talking and playing with you. I don’t want it ever to end.”

“I thought you might feel that way, Henry. Why don’t you let me decide when you’re ready, OK?”

“Yes, sure, you know a lot more about all this than I do!”

“Ok, good. Now what shall we do to make sure you stay hard for a while? We already talked about how nice it is to make out with Pam, and you felt my nylons, which was very exciting, wasn’t it?”

“I could do that some more. I know that would keep me hard!”

“Yes, I’m sure it would, dear. But you’ve already done that. I wonder if there’s something new we can try. Well, you seem to like looking at my breasts, you’re staring at them right now. Maybe it would help you stay hard if I unbuttoned the top of my uniform and pulled it aside so you could see how nicely my bra holds up my breasts. It’s a very pretty bra. I think you’d like looking at it. Do you think that might help you stay hard?”

“Oh, Lois, you know it would! You’re just teasing me!”

“Of course I am. Isn’t it fun?”

“Yes, I love it!”

With a smile, Lois began unbuttoning her uniform. She did it slowly, button by button, using her free hand to hold the fabric together.

Henry stared at her, hoping to catch a glimpse, but the beautiful nurse carefully kept herself concealed.

“One, two, three, four, five.” Lois counted the buttons, fluttering her eyelashes. She grasped the separated fabric. “Ready?”


She pulled the garment aside, revealing her rounded breasts, pushed up by the lacy bra.

Henry gasped several time before he could speak. Then his voice was hoarse with desire. “Th…they’re so big and round. I never….” He sat, staring in admiration. The lace cups hid her nipples, but the breasts were big with a deep valley between the mounds. He could hardly believe his good luck.

Lois twisted and turned, pushing her chest forward, enhancing his view.

“Please, Lois, please let me touch them. I want to so bad!”

“No, dear, that would be going a little too far, don’t you think?”

“No, I think that would be just right!” He grinned and his eyes flickered from her magnificent bust to her eyes and back again.

Lois laughed. “Well, I let you touch my stockings. How about if I let you touch my bra but not my bare breasts? Do you agree to that rule?”

“Oh, yes, yes, Lois. Yes!”

“Ok, you can touch my bra only. Be gentle. Rub me first, then you can squeeze me and get an idea what my breasts feel like that way. Take some deep breaths to calm down, Henry, then you can touch.”

Staring avidly, Henry took several deep breaths, then cupped the big beauties from below. He rubbed all over the bra, gently as he’d been told.

“Good, Henry, you’re being gentle. This feels really good to me. You’re learning how to turn a girl on. Now go ahead and squeeze me a little.”

“Oh, oh, oh,” moaned Henry as his hand felt the firm resilience of her big breasts. He soon was again close to hyperventilating.

“Ok, Henry, you’re getting overexcited again. That’s enough. Now take your hands off. If you’re good and do as I say, I may let you feel me again.”

That was enough. Henry reluctantly released Lois’s breasts. He sighed deeply, grinning at the sexy nurse. “Lois, that was wonderful, the greatest. I really hope you let me do it again.”

“Well, I like thrilling you, and I admit it turns me on, too. I’m glad you do what I tell you and don’t break the rules. I’d like to give you a reward, but I don’t want to tempt you too much. If you sit on your hands so you can’t touch me, I’ll take off my bra so you can see my breasts, OK?”

“Really? Yeah!” The excited boy sat on his hands instantly. He thought I’ll obey all her rules. Each time I do, she lets me do more.

With a big grin, Lois reached behind her, thrusting her bust forward. It only took her a moment to undo the catch, but she prolonged the revelation, holding the loose cups for a moment, swaying. Finally she dropped her bra to her lap. Her firm breasts jutted forward with nearly no sag. Her nipples, already erect, pointed right at the staring boy.

“Oh my God, they’re so beautiful,” Henry gasped, then stared wordlessly.

Lois gently swayed her shoulders, making the orbs swing from side to side. She held one up and traced the outline of the aureole with her finger. “All of a girl’s breasts are sensitive, Henry. When you get the chance, be sure to feel each breast all over, then concentrate on the red part, the aureole. That’s more sensitive.” She rolled her nipple between her thumb and forefinger. “The most sensitive parts of a girl’s breasts are her nipples. Play with the whole breast when you get a chance, and build up to the nipple. It feels very good to have my nipples rubbed and sucked, and it really turns me on.” She held both her breasts from beneath, bouncing them up and down, grinning at Henry, charmed by his wide eyes.

“Please, Lois, please let me feel them. I’ll be gentle, I promise, and touch them the way you told me to.”

“No, Henry, I’m sorry, I think that would be going too far. In fact, I’m going to put my breasts back in their bra now.”

“No, please, please.” Henry’s voice cracked from desire and frustration. He blinked back tears, still staring as Lois leaned forward to let her globes fall into the cups.

Lois straightened and her chest expanded as she reached behind herself to fasten the bra. “I know it’s disappointing, Henry, but looking at my breasts did keep your cock hard. I tell you what. I won’t button my uniform so you can look at my breasts in their bra whenever you like while we talk.”

“Ok, but I sure wish you’d let me feel them, not just the bra.”

“I know. But look…while we were talking about my breasts, my hemline rose. What’s the rule?”

Brightening, he said, “I can touch you below your uniform. Wow, are we still playing?” He saw all her stockings, the garter clips and a bit of her bare thigh before the uniform cut off his view.

Lois giggled. “We’re in the second quarter.” As before, Lois kept her knees together.

Henry placed his hands on her knees and slowly worked up her thighs across the darker white welt and finally onto her bare skin. “Oh, your skin is so smooth. It feels great! Lois, this is the happiest day of my life!”

She rubbed his head affectionately. “I’m having a wonderful time, too, Henry.”

Henry rubbed all over the exposed portions of both thighs, fingertips up against the uniform fabric, touching every bit of her skin the rules allowed. “I love your legs, Lois. I love everything about you.”

“I’m so glad. Here, Henry, I’ll open my legs so you can rub me inside, but obey the rule.”

Grinning, Henry gently rubbed Lois’s upper thighs as far as her spread knees allowed. “Hey, this really is turning you on,” he said. “I hear your breathing change.”

“Yes, Henry, you’re a fast learner — advanced placement. See, my inner thighs are very sensitive and I’m getting aroused. You’re making me feel really good.”

“Lois, can you please let me see all the way up to your panties? I promise not to let my hand go past the foul line. Please?”

“No, dear, I’m afraid not. When I was your age, my mother told me how overexcited boys your age get if they see a girl’s panties and that it’s not fair to do that to you. I know you’d love to see them, but I’m sorry.”

“Gosh, I’d sure love to see all the way up. I won’t get overexcited, I’m sure.” He never took his hands from her warm, smooth legs.

“I’ve already said no, Henry. But I will give you a reward for playing by the rules so very well. In a moment, we’ll hug and kiss each other, then I’ll give you a chance to practice something that most boys and even many men have trouble doing.”

“What’s that?”

“Well, some bras fasten in the front, between a girl’s breasts, but most fasten in the back like mine. For some reason, nearly all guys have trouble getting a girl’s bra off in back. I know you’d like to see my breasts again, so this time, for a special treat, I’ll let you take my bra off.”

“Oh, oh, I’ll love that!” Henry squirmed in his seat, sat up and spread his legs.

Lois noticed the action and smiled. “Oh, you lucky boy…”

“I think I’m the luckiest boy in the world to be with you, Lois. But what do you mean?”

“I think I know what happened to you. We’ve been trying to keep you nice and hard for a long time and it worked, didn’t it?” Henry nodded, wondering where she was taking this. “You’ve been so stiff and excited for so long that your testicles, your balls, have slightly swollen and they hurt just a little, so you don’t want to put pressure on them with your legs, am I right?”

“Y...Yes, Lois. Is it all right?”

“Yes, honey, it is. It’s called blue balls and it’s caused by fluid build-up from being sexually excited for a long time without cumming. It does hurt a little bit, but from everything guys have told me, it’s worth it ‘cause it means they have a super big cum when they finally spray their jism. That reduces the swelling, relieves the pain, and it feels really great, they all say. So you’re on your way to one of the biggest cums you’ll ever have. That’s why I said you were lucky.”

“Lois, I can’t tell you how much fun I’m having. I never could even imagine this happening.”

“I’m having a lot of fun, too, Henry. Now let’s hug and kiss, then after a while you can unfasten my bra so you can see my breasts again. We’re starting the third quarter, and the game’s going to be called on account of time. I have to get dinner ready. But we have time for some more exciting plays.” With that, she planted her lips on his. She opened her mouth and their tongues meshed. Henry hugged her and, while they kissed, let his hands roam all over her back, up and down, finally resting on the upper slopes of her cheeks where she sat on the couch.

Lois guided them so they lay face to face on the couch, allowing Henry to feel her cheeks more completely. He rubbed them, feeling the outlines of her panties and garter belt. He squeezed, his mouth still open, tongue still probing between her lips. He moved his hand up her back, pausing to feel her big breasts through the bra once again. He then got both hands on her bra strap and fumbled about, finally grasping each side and pushing them together. The clasp parted, and Lois, not breaking the kiss, sat up, holding the excited boy to her.

He broke the kiss as her bra fell away from her breasts for the second time. Panting, he gazed on the full beauties once again. He was about to beg again to be allowed to touch her when Lois grasped his wrists and guided his hands to hold her breasts from beneath.

“Oh, oh, wow, oh. Thank you, thank you!” Henry’s whole body shuddered with joy as he rubbed Lois’s bare breastflesh. Showing great self-control, he palmed the full orbs as he’d been told. He rubbed the entire surface of both breasts, then squeezed. “Oh, I love your breasts. They’re the nicest things I ever touched. Am I doing it right?”

“Yes, you are, you wonderful boy. Nice and gentle.” She let him fondle and squeeze for some time, then said, “Henry, why don’t you lick my breasts and then kiss and suck on my nipples? All girls like that and it will make me feel very good.”

With a sigh of delight, Henry did as she suggested, opening his mouth and licking her breasts all over, savoring the feel, the taste and the delicious odor between them. He buried his face between the twin mounds, licking over her breastbone, all the while gently massaging them.

Lois was impressed. The novice boy was doing as she told him and making her feel very excited indeed. Again, she ran her fingers through his hair. When he kissed and sucked each nipple in turn, she lay back on the couch, enjoying the feelings, thrilled by her long seduction of the eager lad.

Finally, he looked up at her, eyes glowing. He moved back to take in the full view of her against the couch and his eyes lit up. Lois’s skirt was bunched up around her waist and her panties and garter belt were visible. “I see your panties,” he said in a sing-song voice.

“Oh, darn, I forgot all about my legs when you made my breasts feel so good. Well, Mother also said that if I accidentally let a guy see my panties, I should let him have a good look.” With that she moved slightly and drew the uniform off completely, discarding it. “Fourth quarter! You sit there a minute and I’ll do something like cheerleading before the next play.” Lois got up, clad only in her garter belt, stockings, heels, and panties and pushed the coffee table away. She pranced around in front of him, turning slowly around so Henry saw her from all sides. Satin bikini panties covered her lower cheeks, but her crack was visible to the boy’s avid gaze. Satin in front concealed her ultimate treasure, and taut garters pulled her stockings up toward her hips.

She turned her back to him once more, placing her hands on her knees so her bum, covered by tightly stretched panties, jutted toward him as she rotated her hips. “Well, there’s no more hemline, so I guess by the rules you can touch me wherever you like, just no going inside my panties.

Henry panted wordlessly as he rubbed the smooth satin over her cheeks, feeling the twin mounds, the bare flesh above her panties.

Lois giggled. “You can kiss my ass!”

Henry giggled also, but he took her up on the invitation and planted a kiss on her satiny cheek, then on the bare crescents. He licked her exposed portions.

“Oh, Henry, that’s really nice. I like having my ass licked.”

“I like doing it,” the excited boy mumbled, not stopping until he’d licked all her exposed cheeks.

“Would you like to see the front of my panties, Henry? I’ll turn around if you do.”

“Yes, oh, yes!”

“OK, just remember to rub the insides of my thighs first and then my panties.” With that admonition, she twirled around.

Henry gazed on the skimpy garment. He placed his eager hands on Lois’s stockings. He delighted in the feel of the nylon over her legs as he moved up toward her bare flesh. His gaze was riveted on the mound at the front of her panties. There was an intriguing wet spot right in the middle, down low. His fingers finally touched her between her legs and Lois gasped. Henry rubbed the panties across the front, barely touching her, then pressing in, feeling the softness of her flesh, the sticky dampness of her desire. “Oh, wow!”

Lois spoke very softly. “This is where the most sensitive parts of a girl are, Henry. Your gentle touch is getting me very excited. Move close and sniff.”

Henry gasped as the pungent aroma struck. His cock surged and he nearly came. He took a few deep breaths.

“Kiss me, Henry. Lick me through my panties and taste me.”

Grasping her cheeks, Henry touched his lips to hers, then probed with his tongue, tasting her fluids. He opened his mouth to take the whole mound, craning his neck to make their lips parallel, stretching his lips to encompass all her lips.

Surprised, Lois gasped as the warm mouth pressured her aroused labia. “Oh, Henry, wow. You’ve got great instincts. You’ll become a wonderful lover!”

Henry’s tongue found the slit between her lips and pressed in despite the fabric barrier.

Lois pushed his head tighter toward her and spread her legs. Her breathing was loud with arousal.

“Ok, that’s enough for now, Henry.” She gently pushed him away. “It’s time for some of the final plays of the game. This time, I sit down with my hips right on the edge of the couch. You kneel here, between my legs so you can have a good view.” Lois kicked off her heels.

They got in position, Henry wide-eyed with anticipation. He thought he knew what was next.

“All right, Henry, now to start the last play of the game, put your hands on my hips, right over the panties. Curl your fingers inside. Now when I raise my hips, I think you’ll know the next play!”

“Ready, coach,” Henry grinned. He gasped as he tugged down her panties, exposing her bare flesh, trimmed bush, and bare, glistening lips. Lois bent her knees, helping him remove her last covering.

Henry was speechless, staring at Lois’s wet, mysterious opening. Pictures he’d seen and traded peeks with young girls hadn’t prepared him for this. He reached for her, but she covered up with one hand.

“I promise I’ll let you touch me and play there, Henry, but I want to show you the parts and what to do. You can rub my thighs, that’ll make me feel good.”

Panting again, he rubbed her stockings and exposed thighs, watching and listening avidly.

Lois placed her palms around her mound, pushing it out slightly. “See how I have two sets of lips? The outer ones are thick and very sensitive. You can run your fingers over them like I’m doing. It feels good and really gets a girl going. These red inner lips, all wrinkly, are wet ‘cause I’m one turned on girl right now. The inner lips are real sensitive. On some girls, they are all inside, but mine are pouty and show. Between the lips is my slit. See how my finger disappears inside?”

Henry could only gasp and nod.

“Oh, this feels good. When you play with a pussy, or a cunt, as I like to call it, do this for the girl. She’ll love it.” She rubbed herself a few seconds.

“That smell is strong,” Henry gasped.

“Yes, I’m very aroused, Henry. Now watch. See? Inside are the very most sensitive parts of a girl, her opening and her clit. This little nub is my clit and it’s the very most sensitive place on a girl. Always play with your girls’ clits. Rub them gently with your finger like this. Oh, Henry, this feels so good.” She sighed deeply. “Next, down here is the opening where my boyfriends put their cocks when they fuck me. I always like my guys to put a couple of fingers in there and wriggle them around. It gets me ready for their cocks. Are you ready to touch me there, Henry? I sure want you to.”

“Uh huh. This is amazing!” His hands slid up her thighs to the very top and onto her bulging lips. Barely maintaining control, he gently rubbed the outer lips, then felt the slick dampness. He pressed in and a fingertip disappeared. Panting, he felt the wetness engulf him. Lois spread herself near the top and he rubbed her clit. Her reaction amazed him.

Lois gasped aloud and her hips twitched, pumping up and down. “Oh, that feels good. I love it so, Henry.” She was nearly ready to cum herself, but she wanted to wait. Henry wasn’t the only person she teased. She let the excited boy play with her pleasure button until she was right on the edge. She shifted her hands and opened herself lower down. “Finger me, probe me deep, Henry.”

Gulping, barely comprehending the state she was in, he slipped two fingers into her channel. The slippery warmth and the arousing odor thrilled him as nothing had since he’d felt and licked her breasts. He wriggled his fingers.

“Slower,” Lois gasped. “Pump your fingers in and out of me. Yes, that’s the way. Good. Rub my clit with your other hand. Yes, like that. Oh, that feels so good, you wonderful boy.”

Henry looked at Lois, but her eyes were closed and she’d thrown her head back. He grinned with pride. He was pleasuring a beautiful, sexy, experienced woman!

Lois grunted and gasped, twisting her body. Her swaying breasts attracted Henry’s attention and he kissed, then sucked, one of her nipples.

“OH!” Lois gasped aloud, her eyes opening. “Oh, oh, oh!” Her moans were timed with hip thrusts. “Not yet, not yet,” she gasped. Grasping Henry’s wrist as he pumped his fingers into her, she pulled him out. “I’m sooo close, but I want to wait to make it stronger, too, Henry.” A few deep breaths calmed her down. She grinned at the boy. “You did great, kid. That was a real turn on!”

“I never imagined anything like that. Is that how girls cum?”

“I almost came, but I didn’t let myself yet.” With a twinkle in her eye, she looked up and pointed at the wall. “There’s only a few seconds left in the game and Lois is ahead since she’s naked. Can Henry catch up in the last 10 seconds? He’s got to kick off his shoes if he’s going to try. “9!”

Laughing, Henry shed his shoes and jumped up, tugging at his shirt.


The shirt was at his shoulders, covering his face.


The shirt flew through the air.


Henry’s fingers tore at his belt.


The belt flopped loosely. He tugged his zipper down.


Henry pushed his pants and undies down.

“3! Henry’s in trouble! Only two seconds to go and his pants are tangled with his ankles!

“2! His pants are free! Now for the socks. Can he make it?”

“1! It looks rough for Henry!”

“Blampp! Socks off at the buzzer! Henry makes it! Tie score! This game’s going to overtime!”

Naked, Henry lay on the floor, laughing.

June laughed too, and patted the seat next to her. “I get the first possession in overtime. You sit on the couch here and I’ll get on the floor between your legs so I can see your cock.”

“It’s small and there’s not much hair.”

Lois smiled. The cock before her was over five inches long. The head, with damp precum dribbling down, was quite a bit thicker than the shaft. Sparse new hair grew around the base. “You’ve got a very nice cock, Henry. Don’t be ashamed of it. I bet you’ve only been squiring cum for a few months, right?”

“Yes, and the hair’s new, too.”

“Good for you. I like the way your cock looks right now, but I bet you’ll get a bit longer and thicker before too long. Do you like having me look at your cock?”

“Yes, it’s great.”

“Remember, a while ago we agreed I’d decide when you should cum. Well, now’s the time, Henry. Do your blue balls still ache?”

“Yeah, a little, but I don’t mind.”

“Well, I’d like to see you wrap your hand around that nice stiff cock and stroke yourself off. Would you do that for me?”

Henry shuddered. “That’s so private. I’d be embarrassed. But I’ll do anything you say, Lois. You know that.”

“Well, Henry, I sure don’t want to embarrass you. I want you to have a very strong cum and if I help you, you’ll go off more powerfully than if you did it yourself. I can think of three ways I can help you to cum. How many can you name?”

“Um…fucking?” he said, eyes wide with hope.

“Right, Henry, fucking’s one very good way to help a guy to cum. What’s another?”

“Can’t we fuck? Please, Lois, please?”

“Just tell me some other ways I can help you to cum.”

“With your mouth?”

“Yes, a blowjob works. All men love blowjobs. Some actually like it more than fucking.”

“Really? I can’t imagine that.”

“Well, it’s true. What’s a third way I could help you to cum?”

Henry was having trouble concentrating. The beauty of Lois’s breasts again distracted him and he stared. “Give me a hint, I can’t think.”

With a smile, Lois made the universal jerking off motion.

“Oh, sure, you could jerk me off.”

“Right, those are the three I was thinking of. A handjob, a blowjob, or a fuck. Which do you want?”

“Can I really, really fuck you, Lois? I want to sooo much. Please?”

“Remember, I get to choose, right?”

“Yes.” The boy anticipated disappointment.

“Henry, you’ve got a nice stiff cock and a beautiful case of blue balls. Don’t you feel ready to cum right away?”

“Yes, I need to. I want to fuck you and cum so bad!”

“Well, if I gave you a handjob, you’d probably cum at the first stroke over your big, sensitive tip, right? That’s why I haven’t touched your cock even though I really want to. Besides, a handjob is too much like what you do for yourself. Wouldn’t you rather do something different?”

“Yes, fuck. I want to fuck!”

“Of course you do, dear. But think about this. If I lay back on the floor and let you climb on top and put your hard cock in my wet cunt and fuck me, you’d cum and spray right away and you wouldn’t have time to enjoy your very first fuck. When you fuck me, I want it to be for a long time so we’ll both have a very happy memory. You will fuck me today, I promise.”

“Oh, thank you, Lois, thank you!”

“Henry, you’re going to cum twice with me today. I’m going to give you your first blowjob. I think it’ll be very quick, for boys your age are known to go off easily, and you sure are ready! After that, you’ll take possession during overtime and make me cum in a way that I know will get your cock all hard and ready to go for your first fuck. Does that sound like a good idea?”

“Oh, my God, oh, wow! I can’t believe it. I am so lucky! This is the happiest day of my life. Lois, you’re wonderful. “

She grinned and leaned forward, kissing him. She placed his hands on her breasts once again. Their tongues met and he fondled her globes. At his request, she allowed him to suck her nipples. They both began breathing hard. “I bet you’re ready for your blowjob now, aren’t you?”

“Oh, yes, yes, I am!”

“Now when you do cum, you may be really loud. Put your wrist in your mouth to stifle the sounds, right? In fact, get your hand in position.”

Henry nodded eagerly, placing a wrist over his mouth.

Lois settled back down and placed her hands around the base of his cock. Grinning, she looked up at him and extended her tongue, licking him from his ballsack onto the shaft as he groaned aloud. Her tongue tip went up the middle to the rim of his tip. She tasted the precum dripping down.

Henry was gasping, nearly wheezing.

Lois removed her tongue and repeated her lick, from Henry’s blue balls up his shaft to the tip. Parting her lips, she drew in the dripping cockhead. Stretching her lips forward, she applied pressure and dropped her head down, sucking in all of Henry’s shaft. Her tongue licked the tip deep in her mouth. She gulped him twice, hard.

“AAAAHHHHH!” groaned Henry, his feet beating against the floor, his hips spasming. He threw his head from side to side in a frenzy of pleasure.

Lois felt the tip expand and then the hot jism spurted out, jet after jet as the boy released. She kept on licking the shaft and the tip, moving with the boy’s ecstatic thrashing. She never stopped or swallowed, even when it felt her mouth was full of his warm, gooey cum.

Henry gasped wordlessly as his orgasm went on and on. It was by far the strongest and longest ever. The pain from below as his blue balls gave up their load merged with the expansive release of ejaculation above in a crescendo of pleasure. A few last twitches and tiny spurts indicated the end of his fantastic cum.

Lois continued licking and sucking, holding the load in her mouth. She waited until Henry stopped twitching, and finally relaxed, moaning, “Oh, wow, oh, wow!” She slowly let the deflating cock slip from between her lips. Grinning at Henry, whose glazed expression indicated his great joy, she opened her mouth to show him the huge load of white jism he’d given her. She let some of it drip down her chin and rubbed it in, then closed her mouth, gazing fondly into Henry’s eyes, and tilted her head back to swallow with a loud gulping sound. “Oh, thank you, Henry! That was such a big, hot load!”

“You’re thanking me? That was the greatest thing that ever happened to me!” He hugged her and kissed her, then burst into tears of happiness.

Smiling, feeling warm and affectionate to the overjoyed boy, Lois joined him on the couch and held him He hugged her, mumbling thanks. She stroked his head and rubbed his back. He took a deep breath, then looked up at her. They kissed and Lois dried his tears with her discarded panties, which made them laugh.

“I guess this is a time out,” Lois said, smiling at the grinning boy. She hugged him to her chest, and his hands caressed her breasts.

“Is this OK?” he asked.

“Of course, Henry, we’re lovers now.” She cupped his soft penis and squeezed it gently. “I want to feel you grow from all soft to stiff and ready.”

Henry boldly sucked on her nipples. After a few moments, Lois felt the cock coming back to life in her hand. “All right, Henry. Now it’s your possession in overtime. You’re ahead of me ‘cause you came. Let’s see if I can tie the score. Here’s the play. Keep sucking my nipples the way you are, you wonderful boy. But don’t forget to play with my cunt the way you learned. Then when you’re ready, put your head between my legs and lick my cunt, first the slit, then my clit. Flick your tongue over my clit and suck it gently into your mouth. That should make me cum and get you all ready to fuck me.” She thrilled as his youthful cock fully revived in her hand. It was rampant and ready to go before she was done speaking.

Henry was driven wild with desire by her sexy talk. Never letting go of the massive breasts he loved, he slid two fingers back into her and soon the beautiful nurse writhed and pumped her hips. He didn’t want to let go of her breast, so he rubbed Lois’s clit with his thumb. Her response thrilled him.

Lois gasped, “Oh, yes, yes. That’s very good, Henry. You’re a fast learner. Advanced placement sex ed. Yes, keep it up. Oh, yes. Henry, Henry, lick me now!”

Henry slid down her body as he removed his fingers, paused a moment to look at her open, wet cunt, then kissed it and licked up and down the lips. He put his tongue inside, somewhat disappointed that he couldn’t probe deeper. The taste and smell went right to his head and he dripped precum. He wagged his tongue from side to side, but realized his fingers were better for this. He withdrew and licked his way up, probing with his tongue tip.

He got lost in the folds, but Lois didn’t mind — all his explorations felt good. Then, his tongue got past the hood and felt the hard nubbin. “Yes, that’s my clit. Now lick it and lick it and lick it!”

That’s just what Henry did. He licked over her clit and all round it. Attentive to her responses, he realized she gasped each time he flicked his tongue tip over the tiny bud. He puckered his lips around it and gently sucked it into his mouth, rapidly tonguing her.

When Lois felt her clit slip into his warm mouth and his tongue kept rasping over her most sensitive part, her hips thrust up and she beat her heels on the floor. “Oh yes, oh yes, Henry. That’s it. Don’t stop. I’m gonna…AHHHH! OOOOHHHH!” Even after the first towering peak, spasm after spasm kept her writhing, her head rolling. She clasped her thighs about her lover’s head, keeping him in position.

Not that Henry was going anywhere. He was amazed at the power and intensity of the first female orgasm he experienced. He kept licking her clit, even as she subsided. Inspired, he slipped his fingers back into her warm slit.

“Oh my God!” gasped Lois, thrusting her hips up and down. She opened her legs to allow him room, but grasped the back of his head with both hands to hold him in place. As his fingers worked their magic deep inside her, the talented virgin’s tongue kept Lois’s clit going. With a prolonged, wordless gasp, she reached a second peak, spasming again and again, arching her back, pushing her hips toward Henry to get all the pleasure he had to give. With a final, body wrenching shudder, she pushed him away, muttering, “Enough, Henry.” She looked down at the lad. He grinned, his mouth and chin gleaming.

“Wow!” Henry whispered. Lois pulled him up to her and kissed him deeply, tasting her juices.

“Henry, you were wonderful! Putting your fingers inside me really was a brilliant idea. You’re a smart boy where it counts!”

Henry hugged her with one arm and fondled a breast with his free hand. “I figured since it felt good when I wriggled my fingers, and when I licked your clit, so both oughta be very good. Was I right?”

“Now who’s teasing whom, you rascal?” Lois grinned and kissed him again. “Wow, tie score, one cum apiece. This game is going to double overtime. You get first possession, so you get to call the play.”

Grinning, Henry said, “The first play in double overtime is fucking! This kid wants to score!”

Rubbing his hair, Lois said, “You bet, Henry. Let’s go.” Grabbing a pillow from the corner of the couch, she slipped to the floor, away from the coffee table and lay on her back, tucking the pillow behind her. Her tight stockings gleamed as she raised and parted her knees. Grinning, she held out her arms in invitation to the eager lad.

Henry took a deep breath and lay on top of her with a grin. His cockhead felt her dampness and he thrust in.

“Try a bit lower,” prompted Lois.

Henry adjusted his hips and felt his cock slide into the beautiful nurse. He began humping, his mouth split by a wide grin. “Oh, wow, Lois! I’m doing it! I’m fucking! I’m fucking you! I love you!”

Lois grinned and laughed, delighted as the boy’s stiff cock darted in and out of her.

Once he realized the act was easy to perform, Henry went as fast as he could, bucking in and out. He thrilled to have his cock gripped by Lois’s thick, wet lips. He finally got out of breath and slowed down.

Lois grabbed his asscheeks and held him tightly. “Slow down a bit more. Slow fucking’s good, too.”

Henry took her advice and found he liked going slow. “You’re right, I like this, too!” he panted as he gained his breath.

“Yes, push that nice hard cock into me slowly. All the way in, now one last push! Oh, yes, keep doing that, Henry.”

Henry pumped back and forth, slowly, and soon his breathing returned to near normal. “Oh, Lois, this is wonderful!”

Lois cupped her breasts and laughed a bit when Henry’s eyes lit up. He grasped the firm beauties, squeezing and flicking her nipples. Lois kissed him.

I’m fucking her and feeling her up and kissing her all at once, thought Henry. He couldn’t help himself, the pace of his thrusts increased. His cock throbbed and his blue balls came back, less painfully than before. His hips spasmed wildly and his breath became ragged.

Lois realized the inexperienced teen was nearing his limit and she began thrusting her hips up to meet him. She spread her legs wider so he bumped her clit with each thrust. “Henry, I’m gonna cum! Pour your juice right into me! Fuck me, fuck me!”

Henry latched onto a nipple with his mouth as his hips swung back and forth, driving his cock deep into the sexy girl. He tried to hold back, pumping, licking, squeezing. Lois’s gasps of excitement were more frantic. “Ahhhh, ooohhhhh,” he gasped as he gushed his fluids into her depths. Pumping, he gasped at the end of each thrust when another spurt filled Lois.

Lois, also oragasming, arched her back, gasping aloud. She again kissed Henry as his thrusts diminished.

He lay, spent, on her breasts, eyes glazed once again. He looked up at her, panting, regaining his breath. They kissed passionately and hugged each other. Henry thanked her again and again. Lois thanked him, telling him he’d done very well for his first fuck and that he’d learned everything she taught him very well.

“Game over, you win!” Lois and Henry laughed and kissed.

“You know you can’t tell anyone about this, Henry. You can’t even brag about it to your best friends. I know you want to, but we’d both get in big trouble, me especially.” To Lois, the beginning of her seduction seemed so natural and enjoyable that she’d forgotten about the possible consequences until she’d removed her bra. By that time, she was too far along herself to care. Now, she wondered if she’d not made a big mistake. But Henry sure had good reasons not to talk. “Besides, if you talk, we won’t be able to do this again.

“I’ll never tell, Lois. And I sure want to do it again.”

Lois noted the time and said she had to get dinner ready. She was glad so much of the meal preparation was done. Hastily the pair dressed and, after a few final kisses, attempted to resume some semblance of normality. She went to the kitchen and Henry went to his room.

Cynthia was still sleeping when Lois checked. She had dinner ready at the usual time. Cynthia decided to wait for John before eating so they could follow their normal routine. Lois had some free time and lay on her bed, remembering the sexy seduction and the joy she’d given the boy.

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