They were just about to graduate but only one thing was holding them back. That was the Senior Project they were required to do. They hadn’t come up with an idea and had to start there at least. They knew they had to have that done and so they headed home and spent some time thinking about it. They thought hard that night. Time was closing in. Jefferson even went to bed thinking about it. He was the groups’ leader. He laid awake that evening as thought and he thought about her that night.

He kind of knew what he wanted to do. He pictured her and pictured her again. His visions of her seemed to come more repeatedly. He could see it all. He’d see her bra underneath one of he tops. Jefferson smiled a little when he did. He’d see her breasts because they appeared to stick out a little. They were pronounced. Mrs. Cooper’s boobs really were noticeable. But one ting he did notice as he thought about her was she was always dressed nicely. They all were to be honest.

He knew right then and there, despite that it was 11:30 in the evening, what he wanted to do for a Senior Project. He texted them all and said “I know what we’ll do. Tell you in the morning. See you then.” He sent the text. He laid his head back down on his pillow as he smiled. Yes, he thought a little more about Mrs. Cooper but she smiled right back at him. She seemed to know what he was thinking. He finally closed his eyes as he saw her in his thoughts. He relaxed and finally went to sleep.

Finally the next morning came and of course he woke up. Visions of Mrs. Cooper immediately ran through his mind. He smiled at the pictures of her in what she was dressed up in. He wished he was there as she dressed herself for work.

Regardless, he smiled and felt really good all over. He slid out of bed and went to grab a shower. He did his morning things he normally did each day and snatched a snack for school. He left and walked into school where he parked himself at “his” table. He waited for his buddies to arrive where he’d explain what he wanted to do.

He was confident they’d agree to do it because he knew they liked her too. To them she was “hot” and to them she was one of the nicest and sweetest women in their school. Yeah, they’ll agree he said to himself as he sat down at their table.

Then his best friend walked in and as he did he smiled at Jefferson. “Hey buddy. What’s going on? What’s your idea?” he asked.

“Ohhh I’ll tell ya,” Jefferson said, “but let’s wait until everyone is here, okay?”

The best friend agreed and they talked about other stuff in the meantime, In the meantime they saw a few other teachers, male and female which Jefferson considered asking if he could take photos of too. In fact, a couple of those teachers were kind of “hot” and “sexy” teachers and those female teachers probably had sweet taught bodies if they were dressed in the right clothing. One or two of them smiled at Jefferson and his buddy as they passed by them too.

“Hi Ms. Lawrence,” said Jefferson’s friend. She was far enough away when he went on to add “God damn, I think she’s a fox. And she’ isn’t that old!”

They watched her walk. “She is hot. I can see why you say what you’re saying,” said Jefferson as he watched Ms. Lawrence intently but smiled too. “She does have a fine looking ass and mmmmmm, I’d like to be all over that one.”

“Uh me too,” said his friend. “Me too. Yup, I’d like to be all over that all day long.”

“Good morning boys,” she said. Jefferson and his friend spun around. It was Mrs. Cooper who said hello to them. Jefferson spun around and noticed her smile. It seemed she was looking right at him. Was she he wondered? Nah, she wasn’t looking at him. “How are you this morning?

“Fine, fine Mrs. Cooper thanks for asking,” Jefferson replied. He hadn’t said anything to anyone but there she was. God, did she look fine as ever he thought. Yes she does he told himself. “May I say that you look nice today too Mrs. Cooper, he quickly tried to add as she walked by them.

She stopped and smiled before she turned around. Then she did turn around and looked at the two of them. “Well thank you. That really is a very nice think to tell a woman you know. Anytime you want to offer me a compliment like that feel free to do so. I mean that gentlemen.”

She smiled again, looked at both of them, but she turned and walked away. Jefferson jumped up from the table. He walked quickly to go and talked to her. Once he caught up with her he asked her the question he wanted to ask her.

“Mrs. Cooper, I need your help on our Senior Project.” He forced himself from not looking down at her boobs. He didn’t want her to get that idea that he wanted pictures of only her tits, which in truth he did, so he breathed heavily and collected his thoughts. “A bunch of us guys think you’d be the perfect person to do this with.”

“Why is that Jefferson?” she asked. “Why’s that?”

“Umm well it’s kind of hard to explain,” he went on to say. “But I’d be happy to sit down and explain it to you sometime.”

“Okay alright,” she said happily. “Hmmm, let’s do this. Why don’t you stop by my office after school and we can sit down and discuss it. I’d be more then happy to do that with you. Does that sound workable to you dear?”

“Uhhh yeah sure it does Mrs. Cooper,” he said.

She smiled right at him. “Mmmmmm, I like this. Being able to work with any student like this.” She stared right at him as she kept on smiling. It made him feel weird. “It’s kind of well I don’t know. It’s kind of neat. Don’t you think so too?”

“I hoped you’d feel this way,” he replied as she continued to smile at him. Damn woman, do you have any idea just how freakin’ sexy you really are, he asked himself.

“Umm Jefferson?” she said, “Is something bothering you?”

“Oh uh no, no nothings bothering me at all!” he replied.

“Well the only reason I asked you that was because you were just standing there and your eyes were like glued on me. I mean personally, some women like that, but there are others who find that offensive you know. Personally Jefferson, I don’t.”

“Uhhh you do not?” he replied.

“I do not. I enjoy it when a man’s eyes are all over my body. I can’t say that when it’s his hands of course but when a man checks me out I enjoy that a lot. And why I am even telling you this is way beyond me of course.”

Umm, well that may answer some questions me and my buddies have had he said to himself. I’d probably look at your figure all day long. I mean that too you know.

She was a trim but still she was a shapely woman with sizeable breasts. She always and I mean always wore light colored tops to work. The students began to recognize that and some of the girls eventually began to mimic her style of dressing herself. They also found she was sexy when she got dressed each morning and most of them tried to do what she did each day. Eventually those boys caught on to that fact and the girls and the boys were hitting on one another.

Later that day he went to Mrs. Cooper’s office. He knocked on her door and she said to come in. Once he entered he didn’t see her anywhere. She was in another part of the office but changing into another top. She also happened to switch bras.

When she walked into the main part of the office he saw what she had on. His eyes said it all. He noticed the change in attire. The widened enormously. He wasn’t able to speak for a few seconds at least as he stared wide-eyed at her bosoms.

“Is something wrong?” she asked. “Jefferson is something bothering you?” She knew what it was but she wanted to grab his attention without making too much of a difference that she had changed her top knowing that her change of clothes did that to him. “Umm is it something about my top that bothers you? I mean I can go and change this if it will make you feel a little better.”

“Oh uh no mam,” he replied lying. “Umm your uhhh top is just fine to be honest.”

She smiled into his eyes once he replied. “Good, good,” she went on to say. “I always like it when people are happy. Now, sit down and tell me all about what you need and what you’d like from me.”

“Uhhh okay,” he said and then he grabbed a seat. She sat down too. “A bunch of us seniors have decided that some of the teachers, like you, are very pretty, very pretty indeed,” he added. “We think you are a very sexy bunch of women in fact.” She liked that he said that and smiled. “We’d love an opportunity to take pictures of most of you and we think we’ll get blown off if we ask you all just by going to each and every one and asking them. So what do you think?” he added.

She didn’t blink. “Who else do you want involved in this?” she asked.

He told her. He even gave her a list of about 15 teachers, all attractive and most of them a younger lot. She looked it over. She then smiled as she looked up at him. “And you want me as well? I mean this old body? My body? Come on now, you have to be kidding.”

“No mam, I am not kidding,” he said.

“So why me?” she asked. “I mean I’m 45 whereas these other women are not even 30.”

“Umm well it’s kind of hard to explain Mrs. Cooper,” he replied.

“Why is that?” she asked.

“Umm, well it’s kind of a guy thing. A guy sees a good looking woman, he gets it in his head she thinks he got it going on, and in truth he doesn’t.

“Do you have it going on Jefferson? Have you been with a woman before? I mean sexually of course,” she said.

“Well uhhh no mam. I haven’t.” They looked at each other as she smiled. “Uhhh what’s so funny mam?

“Nothing to be honest with you,” she said. “But why don’t we get together on a Saturday, say this Saturday, and we can sit down and talk it all over. Maybe I can help you out as well. Wouldn’t it be nice if you could walk around and say you’re not a virgin any more?

“What?” he exclaimed loudly.

“You heard me,” she said. “I can help you with all that you know.”

“But mam I’m only 18 and you’re like in your umm in your mid-forties. Isn’t that right?”

“Yes that’s correct,” she replied as if proud that she was. “But Jefferson you must understand one thing. Most of the teachers here look at you as kind of a well how do I put this?” she went on to say. “They umm look at you as some kind of uhhh…a stud if I may say. Can you believe that? Can you”

Once he heard those words he felt as if he was a completely different person. He felt as if women of another species wanted him because they viewed him as a grown mature adult. He suddenly saw himself as a man’s man of all things. And all of a sudden he could see himself getting undressed and doing it with all these teachers. Suddenly, he was a man that day and all of a sudden he found that he was willing to get it on with any teacher in that building he heard himself saying.

However, he still didn’t have the balls to say what he desired. He wanted to be in a bed with a woman and he wanted to be practically naked with her and he wanted to cuddle up next to her with his arms wrapped around her too as he kissed her neck, back, and shoulders for starters.

Mmmmmm, he knew he could love doing that he said to himself. All those soft shoulders up against his body and he’d kiss and he’d kiss and he’d kiss her shoulders and her neck and her upper back he thought. I’d love to do that. I’d hope she love it too.

“Is everything okay, Jefferson?” she asked. “Ready to go to my bedroom and I’ll show you what I meant about changing your status as a virgin?”

He swallowed hard when he thought about her words. I’m gonna have sex with her, really he thought. God, wow this could be a cool day. I mean it.

“Come on dear,” she said in a sweet tone of voice. “Let’s head over to my room okay?”

“Uhhh okay,” he said.

She took him by his hand to her bedroom. Once in, they stopped and he looked around it. He liked how it was decorated and complimented her on it. She turned around and looked him in the eye and thanked him and gave him a kiss on his cheek. Then they stared at one another for a moment to determine what feelings they really had for one another.

She headed over to her bed and sat down while he stood there and watched her sit. “Come here, join me honey,” she said as she patted the bed beside her. “Join me, here on the bed,” and she patted the bed again.

So he walked over slowly and joined her on the bed, sitting down beside her and looked at her lap as he did. She smiled as she looked up at him. She put a hand on his lap and once she did she rubbed his leg lightly. He liked how it felt to have his leg rubbed especially by her. She was doing it perfectly he thought. He wanted to do it back to her.

She stopped and looked at him again. “Do you like me doing that?” she asked in a sweet tone of voice. He smiled and nodded his head. “Would you like to do this to me too?” he smiled again but he nodded his head at her and looked down at lap as if he was going to do it anyway. “Then feel free to honey. I’d love to feel your hand on my lap doing it.”

So slowly he reached for her lap and before too long he touched her lap. His hand was on her thigh. And once he reached for it he began to caress her leg. She loved it. It was obvious that she liked it and she stretched out to signify that she liked it a lot. She stretched out, putting her hands way back on the bed for him. Her boobs seemed well defined. The top she wore stretched out over her upper body. He immediately noticed her breasts and seemed to stare at them as he caressed her thighs.

“Maybe we should lighten the load a little,” she went on to say.

“Huh, uhhh what do you mean?” he replied.

“Would you like it a little more if I took off my top?” she began to say, “Or if I at least unbuttoned this top of mine?”

He looked at her and swallowed hard again.

His loins started to “sizzle” all over. He thought to himself that he loved that idea. Yeah, let’s like get totally naked he thought. I’d like that. But he finally said “I guess it be alright. I mean you can unbutton your top if you are comfortable with that.”

She smiled. “I am honey.”

He watched as more and more of her cleavage appeared. He liked at it did. To him, it seemed “magical.” When he saw it appear he wished he was able to tell her that her cleavage was exactly that but then he told himself that maybe later on he could or would tell her.

She saw his eyes. She saw how they were glued looking at her cleavage. She smiled upon seeing that they were. She could tell that he really liked looking at her cleavage. So inch by inch she moved closer to him just so he could reach out and feel her breasts. She knew she’d like that as well as many other things but she said to herself let’s start there.

“Here, let me take off my top so you can see my breasts a little better,” she said.

She unbuttoned it and took it off. He stared, hard, at her boobs. She threw aside her top as he stared at what he considered two gorgeous round beauties. “Do you like my breasts, Jefferson? It looks like you do. Would you like to feel them?” she asked. There they were, her breasts resting and moving up and down on her chest but he did not and would not look anywhere else. To him, her breasts looked phenomenal.

They were sizeable as heck he thought. They rested there in that great looking bra she had on, or so he thought so. All he could do was stare at them. She didn’t seem to mind that. All he wanted to do was reach forward and feel them and he wanted to do that so that she liked it.

As stated earlier, he saw her breasts as two absolutely beautiful pair of tits. Just like her body, her breasts were like her figure. His eyes quickly grew wider and his brain was telling him I want them. I want them so badly. I wanna feel her tits. I soooo want to put my hands on those tits. And I want to feel them and squeeze them and even, I don’t know. But I want to be all over her boobs and I’d like it if she’d let me be all over them all day long. God would I ever.

She smiled. “Do you want to feel my breasts Jefferson? I can take off my bra for you. I mean that’s only if you want to feel them,” she asked out of nowhere.

Uhhh how’d she know? I mean how could she know? I didn’t say anything to her he said to himself.

“Well would you?” she said again.

“Uh umm yeah umm sure,” he replied, nervously and as he kept staring at them.

“Here, let me help you then,” she went on to say as she smiled.

She reached out and took his hands and she placed them on her breasts. She knew that he was definitely nervous. His hands were shaking as she brought them to her boobs. She kept on smiling as she watched him and his hands and as she laid them on her breasts. Regardless, it did feel good to have them there. It did feel nice that he had his hands on her breasts like he did. Only she began to wish fir other stuff.

She wished that his mouth, lips, and even his tongue and fingers might come into play. She didn’t move a muscle once she felt the hands beneath her bra. To Mrs. Cooper Jefferson felt great on her breasts. She saw that he was breathing harder too. She looked at him and smiled as his hands remained on her bra.

“Oh God,” he said. He stuttered but he ended up spiting it out. “I really can’t believe I’m about to feel your boobs.”

“Well you are,” she said with great confidence. “And I’m more then happy that it’s you who is. So tell me. What’s it like for you to touch them? What’s it feel like, I mean inside, to be feeling my breasts honey? How do you feel right now?”

He knew how he felt. He was going wild and crazy all over. His cock tingled wildly. It was becoming harder and even harder as he felt her tits, even thought her bra was still on. “Uhhh how do I feel? Like in right this moment?” he said. She said yes as she smiled. “I umm don’t know,” he lied. “I umm really don’t know what to say.” He said again as he lied to her. “But I uhhh know one thing at least,” he added. I guess my body does feel all crazy inside.”

“Crazy?” she asked but she knew. “Like crazy where honey? Like all crazy here?” and she stunned him. She reached out and she put her hand on his crotch. “Like right here you mean?” Then she began to rub his crotch hard as she smiled and felt his erection beneath his jeans. “Oooooohh, I think I can feel it. I think I’m feeling it,” she said as she smiled.

“Uhhh, you are rubbing uh the right spot,” he told her as he moved his body around, “and may I say uhhh I think you have some of the nicest breasts around. Mind you I haven’t seen any other women’s breasts of course but umm seeing yours today well this is a treat of course.”

In the sweetest tone of voice she said “Of course it is honey. Of course it is.” She leaned in, as she smiled, and as she did he turned his head in her direction. He looked at her and noticed how she had moved her head much, much closer so he smiled back. But he didn’t know what her intention was. She was going to kiss him on his cheek about. All of a sudden their lips met. And she accidentally ended up kissing him on his lips. He felt her lips on his and his body lit up all over. He took hold of her and he pushed her back on to the bed. She had no idea what he was doing. He did it all very quickly. His body was suddenly on top of hers. His lips as well as his hands were all over her body and Jefferson was kissing her madly.

She actually enjoyed what had happened. Each ones lips went at the others. Their lips were in the other’s mouth. Fireworks seemed to be happening all over as these two kissed one another madly. Both gradually had “death” grips on the others body as they kissed. She worked at undoing her bra as they kissed. This event was becoming more engaging as these two rolled around on her bed and kissed.

She finally got it undone and her bra slid off her body. Her breasts were free. He could at any time set out and feel them when it was convenient for him. It was convenient for him and it was suitable right at that moment or so she thought it was. However, he didn’t know that it had come off yet.

“I took my bra off if you want to know,” she said.

“Uhhh, you did?” he said.

Then he pulled back. He looked at her boobs as he knelt upright. He looked at her, he looked at her boobs again, and then he looked at her once more. “Go ahead,” she said. “I know that it’s what you’ve always wanted to do isn’t it. And I want to feel them on me.”

So Jefferson reached out and felt her breasts. She liked how he had gone and felt her up. He felt her nipples. They were soft as ever so he played on them and got them hard and tingly, which she liked. It got her horny too. “Care to lick me out honey?” she asked.

“Lick you out?” he said.

“Yes honey, lick me out,” she said. “I’ll take off all my clothes and you can lick me out.” He was stunned but he knew what she meant when she said it so he smiled at her. “See, since you got my nipples hard like they are now, I’m horny as can be. I want to play around. I want you to lick out my vagina. No, I need you to lick out my vagina. It needs it, my body needs it. We need it. Gosh do we ever,” she went on to say.

“We do?” he said.

“Yes honey we do,” she replied smiling.

She took off all her clothes for him, including her bra and her underwear. She did not hesitate at all and he stared at her body to notice all hr softness but he also noticed that for 40 whatever she was she had a pretty good looking body or so he thought she did.

He had to get everything off as well but he was hard already so that meant that he was horny. He faked a smile. She saw that he was faking it.

“Relax sweetheart,” she said, “if you’re afraid of anything. Trust me. I will do everything in my power to make it all better. I will you know.”

She said it in a tone of voice that sounded reassuring to him so he said “Okay.”

He took off his pants and she looked down at his underwear. She could see it. She could see the definition which was laying beneath the surface of his underpants. She smiled and told him “I do like the size of your umm penis honey. I really do. Would you like me to put my mouth on it anyway?”

“Uhhh you’d uh do that for me?” he said.

“Sure I will sweetheart,” she came back. And she reached out and assisted him in taking off his undies. He stiffened up all over as she did it. “Now, relax honey relax.” Then she took hold of it with the palm of her hand. She held it tenderly but she smiled and she began to stroke it as well. Now that both were totally naked, she put laid down on her front side, her tits hanging down, and she began to put her mouth on his cock.

He was looking at her tits and especially her nipples. He thought to himself that they were great. They were immaculate. He wished he had access to them every day as she first licked his cock but then swallowed it into her mouth.

“Ohhh God wow, wow that is awesome. That feels wild to me,” he said.

She smiled to herself as she licked and swallowed his erect cock. She reached up and felt his chest and as he did her fingered around until she found his nipples. As she sucked him off, she toyed with one of his nipples, making it harder and harder then ever.

“Oh fuck man, I wish I could do that to you. I mean if it makes you feel like I’m feeling.”

She took her mouth off his cock and sat upright, her boobs rested on her chest. “Do you?” she said. “Then go ahead and feel one. Touch one of my nipples. I won’t mind. Really, I won’t mind it at all.”

He looked at her boobs and then her face. She was smiling but still he hesitated to touch one of her nipples. She reached for his hand to help him out and once she had his hand in hers she “forced” his finger on her nipple. It was soft. It was spongy in a manner of speaking but she knew it be that way.

“Toy with it. Just run your finger around the nipple but do it lightly. In due time it’ll get harder and harder and I’m going to get hornier and even hornier. And I’ll show you something else too. How’s that sound?” she told him.

“Ohhhhhh fuck,” he replied. “Really, is that all? Is that what you want me to do?”

“That’s it honey.” So with that, he tried as best as he could and he fingered her big ass nipples. “Care to put your tongue on one of them?” As he was toying around on her nipple he looked up at her and she was smiling. “Yes honey, lick my nipple. In fact, do it to both of them will you.”

He did and he did it perfectly. He aroused her to no end. Before he realized it, she was “grabbing” for his body. She had pulled him up against her body and she kissed him. The kiss was intimate as hell. He liked being kissed by her and as they kissed he had hold of her tits and he felt and squeezed them too.

“Ready to do something else?” she said. He nodded his head. “How about you feel me down here? How about you feel me in my uhhh pussy? How does that sound to you?”

“Uhhh you uh want me to touch your vagina?” he replied and then he looked down at it.

“Yes, I really would. I’m dying to have it felt right now.” She closed her eyes and went on to add “God honey, I’m getting so horny because of what you’ve done with me.”

“Me, really?” he said.

“Ohhh yes honey, especially when you licked my nipples. I got so turned on, so aroused that I could feel your hand deep inside me, and it was feeling me out.”

He had never felt out a girl before in his life. She figured he hadn’t but she was somewhat wet and she took his fingers and put them into her mouth, getting them a little wet for starters. She put his open faced hand on her pussy and sort of showed him the way. He figured it all out rather quickly and she was pleased with that. She fell backwards and rested on her bed as he fingered her out and he did it pleasurably.

She began to moan every so often, which was a good sign, and he was getting horny as hell. So he asked “Mrs. Cooper, may I uhhh put my penis inside your umm vagina?”

“Are you truly ready to do that Jefferson because if you are I’d be more then happy to feel you inside my pussy,” she replied. “I’m wet, were both horny, and doing what you asked of me is going to definitely make you not a virgin any longer sweetheart.”

When he heard her say that, that he wouldn’t be a virgin any longer, he “suited up.” He mounted her as he saw it as the only way to do her properly. He could see her partially shaved pussy and he figured it out. It slipped in on its own. Once it did she began making noises again. She began moaning as well. Her pussy hadn’t been stretched like this in years. He went at her slowly but still she moaned so he went at her gradually at a faster rate. All in all, it was good for both. She came. He could feel it when she came. He pulled out and she told him to squirt all over her boobs once he had the chance. He did just that.

She had his cum all over her tits. It was a mess up there but to her it was a beautiful mess and she smiled and told him “Well congratulations Jefferson. As of today you are no longer a virgin. Are you proud of yourself?”

“Uhhh are you satisfied with what happened between us?” he replied. She nodded her head. “Then yes, I am very proud if you are satisfied with what I’ve done.”

“You’ll always know what and how to do stuff with a girl. If she wants to be intimate with a boy then be intimate with her. And when you and the girl become intimate, just be careful about it. Do not get her pregnant. Now that’s a huge responsibility. Plus maybe you and I can work something out. Maybe you and I can get together again soon. I did enjoy that to be honest with you honey.”

They got dressed but he didn’t approach her at all when it came to doing his senior project. Regardless, he did get it done and he did get it done in a manner he didn’t quite fathom it would be done. Some teachers off most their clothes while others left theirs on and stood in modeling phases. Either way you look at it, he graduated and he became a lot more popular with some students and even some teachers.