Ms. Elaine Williams and I, Friends


The rumors spread about Mrs. Lane getting pregnant by a black guy fast and she left and he quit as Principal soon after. I made sure that I was in the clear and my aunt and uncle had to have the whole story from me. Soon after I noticed that Ms. Williams was extra friendly. I was in the hall one day and she came up and whispered in my ear, "Oh I wish I could eat you for hours. " I turned to her and said that I was not busy after last period and would really enjoy it. She picked me up at a store around the corner and drove me to her house and I called Uncle Jack to say I would be home late. "Why not stay the night dear?" she said and I asked and Uncle JAck said it was good as long as he knew where I was at.
We had supper and then some wine and soon were naked and in front of the TV on the couch. She was carressing me all over and soon the TV faded into the background and she was eating my pussy so good I kept having orgasm after orgasm. We went to the bedroom and she continued where she had left off at, sucking my nipples and kissing me the way she had learned I loved to be kissed. She begged me to eat her and so I took over and was on top and slowly went down her tummy and found her swollen clit and began biting it and making her squirm. "Oh please please she begged me, make me have my orgasm, I need it bad. " she moaned and so I did just that, licking her deep with my tongue I found her magic spot and drove up first up the wall then over it. She had a sweetness about her juices that I never found out what caused it but she was sweet.

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   The next morning we were kissing and I said, "So why have you been so friendly and nice to me Ms. Williams?" "I told you last night to call me Elaine Hun," she said and kissed me. "Well, the reason is that I do not want to get you mad at me dear. " and she kissed me again.
"You keep kissing me like that and we may as well stay naked all day. " I said. She laughed and stopped kissing me. "I want to take you to Biloxi and introduce you to a friend of mine hun, would that be okay?" she asked me. "Who is it?" I asked her. "Well, I have a girlfriend that that loves younger women and she has never had anyone like you, especialy as young as you dear, at least not for a long time. " she told me. "Sure, Biloxi sounds good, I will tell Aunt Claire I will be home, when?" I said. "Oh, late Sunday evening" she said and I called and told them. Don't worry about things to wear, I will take care of that for you, besides, we will not be wearing much anyway" she said and we laughed. We dressed and I wore a tank top and shorts and no bra or panties.

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   Elaine wore a pull over and shorts and no bra or panties either and so we drove top down in the Camero convertable to Biloxi down on the Mississippi coast. We stopped and got lunch and everyone in the place was checking us out even the women and we both giggled like she was my age instead of 32 years old which is what she was at the time. One of the guys at a table next to us kept trying to get her and I to go with him and stopped when she winked and said to me, "Oh hun, you make me so hot that I can't wait to get you to the hotel and naked. I am gonna eat that pussy all up. " The guy left after that and we laughed.
We drove on and went to I110 and to a nice home with a privacy fence and she stoped and got out and opened the gate and drove in and closed the gate. We went to the house and took her bag and went in. "Don't we have to knock?" I said. "I never have before" she said. We went in and a lovely woman came out totally naked, and greeted Ms. Williams with a hug and deep kiss. "And who is this lovely thing?" the woman said. "This is Tess" Ms. Williams said. She came over and hugged me and kissed me gently on the lips.

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   "So who is this?" I said to Elaine. "Oh, sorry, this is my mother, Carla. " she said and I almost fell over. "You didn't think you were the first woman I had ever been with did you dear?" she said both laughing. "Now undress both of you while I get drinks" Carla said and walked away. She was very firm and nice. We had a few drinks and Carla sat on one side of me and Elaine on the other. She carelessly carressed my nipples making them hard and then kissed them both. I leaned back and spread my legs ready for what I was hoping was next. Carla kissed me deep and Elaine was playing with my clit and I kissed her back. "Oh you are nice" Carla said and then began sucking my nipples as Elaine went down between my legs and began sucking my lips. Soon I was in a nice 69 with Carla and we both wet each other's faces. "Mother, I have a surprise for you. " Elaine said as we all hugged and kissed. "What is that dear.

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  " she said. "What is the youngest woman you have been with, besides me that is. " "Well, 19 I suppose. " she said. "Well, that has changed today. " Elaine said laughing. "Oh really, so Tess is 18 then?" "Tell her how old you are Tess" Elaine said. "I am 13. " I said and Carla almost fell off the bed we had moved to. "There is no way. " she said. "Yeh Mother, she is one of the students at my school. " We all laughed and kissed and made love again all the time Carla saying "Oh you are so sweet dear, so young and sweet. "
We dressed later, in as little as was legal and went to a bar down past the base and went in. I was never asked for an ID or anything and we all got very wasted.

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   Soon, I was sitting in the booth, my tank top up and a woman on each side of me sucking a tit. Several people gathered around and watched as these three women lost their clothes and fingered and ate each other right there. Finally we left after several people giving us phone numbers, some were women. We drove back and went back to bed and did not wake up until late. All weekend it was the same, Eat food, eat pussy, drink, eat food and pussy and finally Elaine and I drove home.
We were great friends after that weekend.