19 comments/ 124874 views/ 49 favorites Country Club MILF By: pegasusiltf I attended college in Buffalo and was on the swim team. It was a great experience and the training paid off as it gave me a slender physique with broad "Swimmer's" shoulders, which my experience says, women love. There were a lot of great times at school, but the real memories came from my summer job as a lifeguard at a local country club. Our swim coach helped us get summer jobs and I was lucky enough to work at one of the more exclusive clubs in the area. There were a number of multi-millionaires among the club's members and it was easy to see they were more than just very well off. It was not just the fact they drove high-end cars, the quality and style of clothes they wore, or the way they carried themselves, but they were all good looking. I guess one of the prerequisites to be rich is you have to be good looking first. It was a dream come true for a college guy as I was treated to a fantastic array of beautiful women who seemingly had little else to do with their lives than come to the club, play golf, and bask in the sun. Fortunately, most of the women that regularly came to the pool were not snobbish and very easy to talk to. I guess they felt they were relaxing with "Their own" so they were very open. I was able to chat with many them as well as enjoy the skimpy swim suits and ample flesh that was routinely displayed. The most remarkable woman, by far, was a tall brunette named Mrs. Pearce. I found that fact even more amazing as she was a 40ish mother of a 10 and 12 year-old. Little did I know how special the summer was going to be. The First Meeting The pool had been open for a week when I first met Mrs. Pearce. I was at the sign-in table at the entrance when she walked up. It was the first time she had been at the pool that summer so she introduced herself and her two children. She offered her hand and we shook politely and chatted a few moments. She was a sight in a pair of very tight white jeans that fit low on her hips and short black tee top with deep V neckline offering a lot of her cleavage, which I surmised was enhanced by a push-up bra and a view of her flat tummy and naval between the top and her jeans. Her kids ran off to the pool, but she stayed to chat a bit longer as she seemed very interested in the fact I was on the college swim team and asked several questions about it. I told her I would also be coaching the club swim team. As we finished our chat she said, "Welcome to the club. I hope to see a lot of you this summer," then headed to the changing room as my eyes followed her. I could not help but watch the sway of her slender but very shapely hips and ass. As she turned towards the ladies dressing room she looked back at me and must have seen my gaze as she smiled and waved again. She was good to her word about seeing her a lot as she came to the pool almost every day. She often wore a one-piece maillot, with a rather deep neck line, but she would also wear a bikini from time to time. Her suits were easily the most revealing of all the women. I loved manning the sign-in table when she arrived as she was always impeccably dressed, frequently in a mini skirt and loose fitting blouse or form fitting tee, both of which showed off the fact she frequently did not wear a bra so I got to enjoy what looked to be very firm 34C tits. She always greeted me with a big smile and chatted for a few minutes and she would move as if to show off more of her body. She always took a lounge chair right by the lifeguard chair, something I was grateful for every time it was my shift to sit up there. When I was making rounds walking around the pool she usually spoke as I passed her, asking how I was doing and hoping I was staying cool in the heat, or inquiring how my summer swim training was going. She was just very easy to be around. Well, except for one thing. I'd start fantasizing about what I like to do with this beautiful woman and my cock would start stirring. I frequently had to snap myself back to reality or take a quick dip in the pool so as not to end up with a full hard-on. Once home I could let my fantasies run wild and often jerked off to visions of Mrs. Pearce stripping and offering me her body. Swimming Lessons for the Children The following week Mrs. Pearce called me over and asked about private swimming lessons for her children. She indicated she had been active in sports including swimming and wanted her children to improve their skills so they could join the club's swim team. The lifeguards were all allowed to give private lessons during the day which was a great opportunity to earn extra money. Mrs. Pearce said she would gladly pay extra (under the table) saying she had watched me swimming and could see I had a great technique and that a college students could use the extra money. Normally I would jump at such an opportunity, but in the brief time I had seen her kids they struck me as absolute brats. I wasn't sure I wanted to put up with them even for the extra money. Mrs. Pearce saw my reluctance and, speaking softly, said she knew her kids were difficult to control, but she thought with a goal of being on the swim team if they improved, they might be better behaved and actually try. Since she spoke so softly I had to move closer to her. I couldn't help but take in the lovely fragrance of her perfume. Her alluring scent and words of encouragement, coupled with her lovely smile, sparkling eyes, and the way she bent forward allowing more of her tits to be visible, tipped the scales and I said yes (and also snapped back to reality to avoid getting an erection). We set an appointment for their initial lesson the following day and a number of additional appointments over the next two weeks. When she arrived the following day I noticed Mrs. Pearce did not change into her swimsuit, but I did not mind as she wore an attractive denim mini skirt and rather revealing white blouse that showed off her jiggling tits. She brought the children to me on the deck of the pool and explained she had an appointment shortly after the lessons so she would just sit out of the way and watch. Each child was to have a half-hour lesson and Katie asked if she could go first. Brian liked the idea as he seemed to want to just go splash around anyway. Mrs. Pearce went to get a cool drink and returned to a nearby table where she could observe. I was very surprised, as Katie was much better behaved than I had seen previously and really concentrated on trying to learn. We finished the lesson at the side of the pool right where Mrs. Pearce was sitting and she came over to congratulate Katie on how well she had done. As she did this she knelt down which allowed a generous view of her shapely thighs. Katie quickly got out of the pool and ran to join her brother. Mrs. Pearce smiled broadly and said, "You are absolutely fabulous." I'm sure she saw me looking at, or rather up her legs as she hesitated before going to get Brian for his lesson. Brian's lesson was a different story, in short, it was impossible. I managed to get through the half hour by continually thinking of the extra money I was earning. I glanced over at Mrs. Pearce several times and she smiled and shook her head knowingly. I again ended the lesson at the edge of the pool by Mrs. Pearce's table and she came to the edge to offer her encouragement, but Brian was already scrambling out to get back to his friends. This time when she knelt down, not only did she show off her legs, but I also enjoyed a wonderful view of her panties stretched tightly over her pussy. She noticed my gaze, but made no effort to adjust her position or block my view. She complimented me and said she really appreciated my efforts and said she hoped she was compensating me adequately for my efforts. As I got out of the pool she called to Katie and Brian saying they had 15 more minutes, then glanced back at me and laughingly indicated that meant they would probably be out in a half hour and she would still be able to make her appointment. I could not keep my cock from stirring so shoved off and swam a few laps until my mind regained control. When I had climbed out of the pool and dried off I returned to my lifeguard duties and was slowly walking around the pool watching all the activity. As I approached Mrs. Pearce's table came over to me and explained her husband had called her just after getting to the office that morning to say had to go out of town on business for several days so she had packed for him and she and the children were going to the airport to give him his suitcase and see him off. After a pause, she told me he had planned to leave his car at the airport but she thought since he would be gone at least a week and actually wasn't sure when he would be back, it would be better to bring the car back home. After another short hesitation she asked if I would be willing to go back to the airport with her later that afternoon and bring the car back to the house and she would pick him up when he returned. "Would you be mind driving his Mercedes back to the house," she asked? I told her I had never driven an expensive car like that and although I thought I was a pretty good driver, I certainly did not want to have an accident. Mrs. Pearce said I was being overly cautious and it really shouldn't be a problem as it was only a 20 minute drive and the roads were not busy. As she spoke she flashed that sexy smile of hers and placed her hand on my arm as if to calm me. I relented and she said she would stop by at closing time to pick me up. Picking the Car Up At the Airport Five minutes before closing Mrs. Pearce walked in and waved. The pool was already empty and I told her I was just locking up. She asked if she could walk around with me as I made my checks. I said sure and we chatted easily. She certainly had a way of making me feel at ease. Everything all secured, we headed to her car. She put her hand around my elbow as if I were her escort, which was a very nice feeling and we strolled to her Mercedes SEL 500, which looked quite new. I opened the driver's door for her to get in, but she said, "Why don't you go ahead and drive, that way I can see how you handle the car." I said OK and escorted her to the passenger side and opened the door for her. She saw I was watching her and she made sure I saw plenty of her legs as she got in. I got in the car and as I was adjusting the mirrors and controls, Mrs. Pearce made herself comfortable and I certainly enjoyed the expansive view of her thighs as her skirt had ridden very high. She saw me looking and apologized, indicating it was difficult to keep her skirt pulled down when she sat down. I said, "You have very lovely legs." She thanked me for the compliment and smiled as she softly touched my arm. Now it was my turn to get adjusted in my seat, not so much to be comfortable, but because my cock was stirring and I didn't want my hard-on to just stick straight out. Not only would I be totally embarrassed, but I really did not know how she would react. Fortunately, our conversation flowed easily, which helped take my mind off the stirring in my shorts such that it subsided. Mrs. Pearce began telling me about her husband's work as a mall developer and how it kept him away from home a lot. Although the business did very well she was the one that brought the money to the marriage. Her parents had been very successful bankers and, as the only child, they left her everything when they died, making her worth in excess of $30 million. She had provided much of the front money to help her husband set up the business. After a period of silence she continued, this time expressing her frustration with her husband being gone so much, but she understood what it took to be successful. However, as she went on it became obvious that he didn't pay much attention to her when he was home either. I sensed her frustration was deeper than just her words. She was still a young, very attractive woman and obviously was not being satisfied. I remained silent for a few minutes, finally saying, "You're a very beautiful woman and always dressed very attractively, and I would even say sexy. I can't understand why he doesn't pay attention to you." I knew I was taking a risk with my choice of words and hoped she would not be offended. "Wow. That's quite a compliment. I'm very flattered you find this old lady beautiful. I must be twice your age." She hesitated then continued, "I guess you are right though, I suppose my clothes could be considered provocative." As she said that she put her arm on the back of my seat and began gently caressing my neck as she continued talking. With a soft smile she said, "You have made my day. At least there is one man who gives me attention." As she spoke she shifted in her seat, which allowed me a view of even more of her legs as well as more of her lovely tits. "Enough about me tell me more about you. All I know about you is you are on the swim team. What are you studying? Do you have a girlfriend?" I gave here the run of the mill stuff about school and swimming, but as I started to ramble on a bit she interrupted asking, "Do you have a girlfriend? The girls certainly must flock to a good looking guy like you. Do you have a steady girl?" I told her I dated regularly and have gone out with a number of different girls. Since I had just finished my first year and school and swimming were my priorities, I wasn't at the point where I really was looking for a serious relationship. She probed further asking if I had any "Intimate" girlfriends, emphasizing the word intimate to make sure I knew she was really asking if I was having sex. I came right out and asked with a smile, "Are you asking if I've gotten laid?" Chuckling, Mrs. Pearce responded, "I'm not trying to pry, but yes, I am curious," again flashing her sexy smile. "OK, yes I have." She responded that there is nothing to be ashamed or secretive about and there is absolutely nothing wrong with casual sex between consenting friends. More inquisitive now she asked, "You said you dated regularly. Do you, ah, get laid regularly?" "You really are curious," I laughed. "I am not trying to be secretive, but I am just not used to questions like this, so let's just say I'm satisfied." Mrs. Pearce apologized, indicating she was just curious about what college life is like today and her curiosity got the best of her. Of course all this conversation about sex and having a beautiful woman who was showing off a lot of her charms and caressing my neck was certainly causing a reaction as my cock was making a tent in my shorts. I'm sure she noticed it, but seemed to let it pass. Fortunately, we arrived at the airport without incident, much to my relief. I opened the door for Mrs. Pearce and as I was handing her the keys for her car she said I should keep driving her car as I seemed to be very comfortable with it. So I helped her into her husbands big Mercedes and again enjoyed the view as she spread her legs wide getting into the car. I again saw her panties stretched tightly over her pussy as I had earlier in the day. As I followed her back to her house, she suddenly pulled into a small pizza joint. I pulled up next to her and as she was jumping out she said, "I thought I'd pick up pizza for all of us tonight, you will join us won't you?" I quickly responded sure, as any night a college guy doesn't have to cook is a good deal. As we sat waiting for the pizzas, Mrs. Pearce said she was very pleased with how well Katie had done in her lesson today. I told her I was surprised at how she focused on what I was trying to get her to do, given the distractions around. She responded that the distractions were probably why Brian didn't do as well. She told me she was thinking it might be better if I could give the lessons at the pool at the house. She said she understood I would need to see the pool before answering and that she could show me after dinner tonight. I told her I thought it was a good idea, but I really would like to see the pool first. As I followed Mrs. Pearce into the driveway of her home I was amazed. The place was huge, not a mansion, but certainly a large estate. There was a circular driveway in front, but we pulled through the covered entry way to the back where there was a large guest parking area and the garages. She motioned for me to pull into one garage and she pulled in next to me. I took the pizzas out and we headed into the house. She pointed out things along the way. I mentioned to her that the rear of the "Estate" (the only word I could think that really described it) was very secluded. She added she enjoyed it tremendously as it was a very quiet and tranquil setting. She quickly showed me the pool and it was every bit as big as the one at the club so I quickly told her this would be great for the lessons. She responded with a big smile, "Great, then we can tell the children at dinner." I followed her into the house, enjoying her sexy walk ahead of me. We went into the kitchen, which was huge like everything else, and put the pizzas on the table in the dining area off the kitchen. There was another woman there, whom Mrs. Pearce introduced as Patricia, the kid's Nanny, fixing drinks as Mrs. Pearce had called ahead to inform her. She stepped out and returned shortly with the children, and they were happy to see me as well as to learn they were having pizza, obviously a favorite. Dinner was a flurry of activity and a lot of excited conversation, with everyone telling about their day. Just before she got dessert, Mrs. Pearce told the kids that starting in two days, their swim lessons would be right here at home. At first, they looked puzzled, but Mrs. Pearce said they would still be able to the club and play with their friends. That cleared up, all was fine. After dinner, I helped Mrs. Pearce clean up and it was an obvious break for Patricia, which she appreciated. I didn't mind either as it was nice spending time with this lovely lady. We stood very close as she washed and I dried the dishes and she pointed out where everything went. She seemed to always make sure we touched hands as she handed me each item. We finished very quickly and she gave me a brief kiss on the cheek, telling me it was very sweet of me to stay and help her, something her husband didn't do. I smiled and said she was very welcome. Mrs. Pearce asked, "If you have time we could go out back for a stroll around the pool and I can show you more." "I certainly don't have anything else to do that would be more important that spending time with a woman as lovely as you." My comment was not lost as she slid her hand around my elbow and snuggled next to me as we walked out. "You are such a gentleman and I really appreciate all your compliments about my being beautiful and sexy," she said softly, "They are very special coming from a young man." The underwater lights in the pool and a few other accent lights around the grounds created an intimate atmosphere. Enough light to see, but also plenty of shadows. We strolled in silence for a bit until Mrs. Pearce apologized again for probing so hard earlier about my girlfriends and that she did not mean to upset me. She then asked, "I suppose your girlfriends have gone home for the summer, is that right?" I told her that was correct, but there were a couple girls on my summer swim team that were fun to be with. "Well, if you are ever in need of any intimate companionship, I think I might know someone who would really enjoy your company." As we approached the pool house Mrs. Pearce asked if I'd like a drink as she was going to have one. I said fine and she poured a small amount of Scotch in two tumblers for us and raised her glass and offered a toast, "To a new friend and an exciting summer." I smiled as I touched my glass against hers and said she had already made my summer very exciting. She responded quickly by saying, "OK, to a hot summer," providing special emphasis on hot. Country Club MILF We quietly strolled off into the shadows as we sipped our drinks and I sensed she held me closer. She pointed out various things around the property and we talked softy, finally ending up back at the bar by the pool house. As she dimmed the lights I pulled out one of the stools for her to sit on and took a seat on one facing her. She crossed her legs and once again her skirt rode up leaving her lovely legs nicely displayed. She shifted her position frequently, changing the way she crossed her legs. She did it very slowly and each time gave me a lingering view of her panty covered pussy, where, even in the dim light, I could not miss the wet spot. As she did this she knew I was looking and smiled each time. We continued chatting. After awhile she said, "I enjoy the way you look at me. You have made me feel so wonderful this evening. I am flattered you really think I'm beautiful and sexy, although, from your gaze, maybe I should not have worn such a short skirt." I agreed with her that maybe she shouldn't have, but said if she liked to show off her legs as much as I enjoyed seeing them, then the length of her skirt was not a problem. She responded to my comment indicating she did enjoy it when a handsome young man noticed her and that it made her feel young to have me look at her like that and she encouraged me to continue. I told her, "I couldn't help but noticed you right from the first day we met" "My, you really were watching. Now, I'm really flattered!" We sat chatting for quite awhile. It was well after 10pm and she asked if there was anything else I would like to see tonight. She was right, it was getting late, so I responded, "I have a two-hour practice at six-thirty in the morning, so I guess you have shown me enough for one night. She again took my arm as we headed towards the garage so she could take me back to my car at the club. She let me drive and she again caressed my neck as she had done earlier. I pulled up next to my car and quickly hoped out to open her door. She swung one leg to get out and looked up at my eyes smiling and said, "You are always the perfect gentleman." Of course there was her panty covered pussy displayed for me again. She took my hand and stood in front of me, then pressed her body against mine kissed me on the lips. I knew she could feel my hard cock as it was standing straight out, tenting my shorts. As she drew back, she whispered that my lips were very soft and she enjoyed the feel of my body against her. I whispered thank you and let it pass as she was obviously struggling with what she had just done and I did not want to ruin the evening. I walked her around to the driver's side and said good night, kissing her on the cheek just before she got in her car. She smiled broadly and waved as she drove off. Yes, it was going to be a hot summer. Formal night at the pool Each summer the club held special nights at the pool just for the adults. The first one in early June, less than a week after the night Mrs. Pearce showed me their pool, was a formal night. The entire pool area was lavishly decorated and set up for a beautiful formal dinner complete with dance floor and a live band. It was quite an evening. Although no one would be going swimming, for safety reasons the club wanted lifeguards on duty. They arranged for us all to be in Tux's (even the female guards), so we would blend in for the evening. They allowed us to enjoy the dinner, but it would not be appropriate for us to actively socialize with the members, so the rest of the time we were dispersed around the pool, usually standing in the shadows keeping an eye on things. However, many of the members would stop by and chat with us for a few moments. Mrs. Pearce attended the event, but as seemed to be the case all too often for this lovely woman, she was without her husband. Even at a distance she looked stunning in a black strapless gown. She stopped to briefly speak with friends as she arrived then strolled around the tables to find her reserved seat where she placed her purse on the chair. She then headed to one of the bars for a drink, but seemed to be looking around for someone. As she waited for her drink she spotted me at the far end of the pool and waved discretely. She got a glass of wine and headed in my direction. As she approached I could not help but notice the long slit up the right side of her form fitting gown. It went nearly to her hip and with each step it exposed a lot of her creamy smooth thigh. I also couldn't help notice the very attractive jiggle of her nearly fully exposed breasts. When she was about six feet from me she looked up and down my full body and said, "You certainly look stunning this evening. I love the European style tux," as she held her wine glass up as if to toast me. I did like wise with my water glass and responded, "Stunning is an understatement in your case." I likewise took in her total appearance top to bottom. Her jewelry consisted of a very simple but obviously expensive matching set of pearl earrings and necklace. As I was gazing at her body, she delicately fingered her pearl necklace and asked, "What do you think of them?" Since I was still basically gazing at her exposed breasts, I stuttered, "Th...they're beautiful." She saw my gaze and said, "I was referring to my pearls." I quickly shifted by eyes and responded, "They are exquisite and make you the most elegant lady here tonight." She responded that I was very sweet as she reached for my bow tie to straighten it slightly. When she was happy it was just right she looked around briefly and then told me she was hoping to dance some tonight, but since the crowd was all married couples she thought there would not be much chance as a frown replaced her smile. Her smile returned as she said, "I wish you weren't working so I could dance with you." I told her I would like to but yes, I was working and it just wasn't an option in this setting. She told me not to work too hard tonight as she turned headed to meet other arriving guests. With the sun setting, the glow of the underwater lights and burning torches placed around the pool area made a very romantic atmosphere. I couldn't help watching Mrs. Pearce throughout the evening and wishing I could dance with her so she could get more enjoyment out of the event. I noticed she kept looking at me as if to ensure I was still around. After the dinner was over and the dancing started she stopped by where I was standing in the shadows to chat. She told me although the event was very well organized she was just bored as the only thing she could do was talk to the other women and was just not able to enjoy the romantic atmosphere. She asked how late I had to stay and would I mind coming to the house when I got off. "I just want to dance and be in a man's arms." I agreed with her about the romantic atmosphere and said I was sorry she was so frustrated. I told her I could probably leave in an hour as long as the guests were leaving. She smiled and said that would be great. We agree when I saw her get her purse I would follow her out. True to her word, and almost exactly an hour later, I saw her get her purse and I walked to my car as she waited for the valet to bring her car to the pool entrance. She waved as she drove past me and I fell in behind her for the short drive to her house. She pulled into the garage and I pulled up near the garage and quickly headed to open her door. As she got out, she gave me a long view of her exposed legs and her very exposed breasts, including a glimpse of her dark brown areole, which she made no effort to cover. She took my elbow and leaned close as we walked toward the pool house. She whispered, "Thank you for being here for me. I can't put into words how much I appreciate it and how much it means to me. I hope I can find some way to thank you enough." I told her it was my pleasure as I had noticed she was having a difficult time trying to enjoy the dinner and I hoped I could change that. She softly responded that I already had as she kissed my cheek. The atmosphere around the pool was very cozy with only the glow of the underwater lights providing their glow. She stepped to the stereo and put on some soft music, and turned back to me and asked, "Now, how about that dance, Handsome?" I took her in my arms as she pressed her body against mine. We were soon gliding together slowly around the pool deck. Being so close to her, my head was filled with the wonderful fragrance of her perfume. "I love the scent of your perfume, it is very alluring." She whispered thank you and added she had hoped I would like it. I asked what the name was. She whispered, "Seduction," as she kissed me on the cheek and asked, "Is it working?" Loosening her embrace slightly she placed her hands around my neck and leaned back against my arms with her hips still firmly against mine and I was sure she could feel my cock responding to her attention. This gave me a wonderful view of her tits, and even more of her dark areole as her gown had shifted down slightly. Her gaze was fixed on my eyes as she asked me, "Do you really like them?" My thoughts went back to earlier in the evening when she had asked if I liked her pearl necklace and earrings. I reminded her I had told her earlier I really liked her jewelry as it added the perfect elegant touch to her gown. She chuckled, "No silly, I meant do you like my tits?" At the same time she ground her hips more tightly against mine and I knew for sure she could feel my hard on. Her question surprised me and I didn't immediately answer. She released her hands from around my neck easing her weight onto my arms and said, "Maybe this will help your decide," as she pulled the top of her gown down exposing her firm tits with very hard nipples poking out. Finally relaxing and enjoying where this was all heading, I responded, "They are gorgeous." "I can't remember the last time my nipples were so big and hard like this. I wonder what could have caused that," she asked with a suspicious grin. After a minute of just staring she asked, "Why don't you just go ahead and enjoy them. I'd love to feel your touch." She really didn't need to ask as my hands started gently caressing her mounds and not simply rushing to her nipples. Trying to maintain my composure, I hesitated and breathed in deeply before saying, "Mrs. Pearce, you have the most beautiful tits I had ever seen." "Michael, now that we are getting quite intimate, don't you think you should stop calling me Mrs. Pearce? Please, call me Carol. And, have you seen a lot of tits to compare mine too?" Playing along I said, "Carol, you already know I am not a totally inexperienced college guy" "I suppose you must be right. There are probably a lot of girls who would like to feel that nice swimmer's physique of yours and are probably very willing to show off their charms in return. "There were a few, but none anywhere near as beautiful and sexy as you." "I love the feel your hands on my tits. I've been dying to feel your touch on them." Carol returned her arms around my neck still leaning back, allowing me easy access and still grinding her hips against mine. I gently caressed her firm mounds as she closed her eyes and moaned with pleasure. She finally opened her eyes and stared deeply into mine and said, "You really do know you way around a pair of tits. You are driving me nuts. Please give my hard nipples some attention," she gasped, almost begging for the attention. Although I didn't just go for them immediately, I did finally gently take each hard tip between my thumbs and forefinger and continued teasing and obviously pleasuring her. "I could enjoy this for a long, long time you know. You make them feel so wonderful." Again there was a hesitation and she asked, "What about yours?" "I guess you'll just have to find out." "Playing hard to get, eh?" Carol loosened her embrace and began seductively loosening my bow tie and tossed it towards a lounge chair. Next she undid my collar and unbuttoned my shirt. The whole time our eyes remained locked together and she commented I had the bluest eyes she had seen and that she noticed them the first day we met at the pool. "I find them very sexy indeed." She finished unbuttoning my shirt and, just as I was still doing, she began caressing and massaging my breasts. Her excitement got the best of her as she couldn't wait to feel my nipples. Yes, they were rock hard too. As we continued to pleasure each others breasts, she asked, "So, what was the first thing about me that caught your attention?" I reminded her I had told her I was very impressed from the moment we met the first day she came to the pool. I described her attire that day and how much I enjoyed her tight white jeans and spike sandals, which accented her long legs and sway of her slender, shapely hips to perfection. I also said I liked her push-up bra, which with the deep vee neckline of her top, beautifully displayed her tits. "What did you first notice about me?" First, Carol expressed her pleasure with my comments and noted I was becoming more relaxed as I responded to all her probing questions. She then told me she first took real notice of me during a swim break and had taken off my lifeguard trunks and was wearing a tiny Speedo. "Frankly, I was fascinated by how big your cock looked." Carol leaned close to me again, and we embraced tightly as our lips met with real passion for the first time. It was a deep kiss, our tongues dancing and probing each other's mouth. Our arms were caressing and feeling each other all over. I have no idea how long we were locked in that kiss, but we couldn't get enough of each other. I reached down to feel Carol's ass, something I'd wanted to do since the first time I saw her, pulling her even tighter against me. She did the same. Our passions rising, I unzipped her gown. As I did, she broke the kiss and moved back slightly so the gown simply fell away from her body and she sexily stepped out of the material around her feet then quickly pressed herself back into my arms and returned to our kiss with only her tiny thong panties and heels on. I could easily feel her hard nipples poking into my chest. Breathlessly, she broke the kiss again and said, "Now you. Get your clothes off too." She began tugging my tux jacket and shirt off while I was kicking off my shoes and then she released my slacks, which like her gown just fell around my feet and I stepped out of them leaving only my underwear, my hard cock sticking straight out. As we began another hot kiss, she tugged me to a lounge chair pulling me down with her and our bodies began grinding together. I pulled away from her lips and began kissing my way down her neck and soon reached her firm tits. I didn't make her wait long as I took first one hard nipple, then the other between my lips and teased her. "Oh yes," she moaned, "That feels soooo good." She kept moaning and her hips were thrusting into me so I kept working her tits with my mouth and tongue. After a few more minutes she gripped me tightly and breathlessly moaned, "You just made me cum, just by sucking on my tits, no one has ever done that to me before." As she started to relax I began moving my kisses down her body again and was soon at the top of her tiny panties. As much as I wanted to enjoy her pussy, I continued teasing her, kissing all around her hips, thighs and tummy, which she said was driving her mad. I used my hands and mouth to begin pulling off the tiny garment and worked it down over her legs and heels and tossed it aside. Carol spread her legs wide and used the tips of her well manicured fingers to open her hot slit for me. Even in the dim light I could see it was glistening with her wetness. However, what caught my attention was the tiny well trimmed tuft of hair adorning her mound. I told her, "I really like the way you trimmed your pussy." She responded, "I did it this afternoon in hopes you might enjoy it." Without further hesitation I began working on her pussy in earnest, kissing, sucking, and probing her wetness with my tongue. Carol moaned constantly telling me how she was enjoying the treatment. Her pussy was the best I have ever had the pleasure of enjoying, even to this day. She was so excited it wasn't long until he hips were thrusting wildly to meet the thrusts of my tongue and she was convulsing in another strong orgasm. I continued to savor her juices, not wanting to miss a drop. Carol remarked, "You sure know your way around a pussy. You can do that to me again any time you like." I simply whispered, "Deal." As I moved back up her body and together we both were working my underwear off. She kept her legs spread wide and guided my cock straight to her hot and very wet opening, as she said, "This is what I have really been waiting for," and I started slowly pushing into her wanton cunt. She kept trying to push me all the way in immediately, but I wanted her to feel how big she had gotten my prick so I just kept slowly easing it into her tight pussy. Just before our lips locked together in a passionate kiss Carol whispered, "Go ahead fuck me Michael. Fuck me like I have been dreaming you would." I obliged her. I didn't just want to fuck her, I wanted to give her the pleasure she so obviously needed and was not getting from her husband. Buried in the most wonderful pussy I had experienced in my short life I held my cock tightly inside Carol and let her ride up and down the full length as she liked. I don't know how long it had been since she had a cock in her, but she seemed to lose control and was just fucking madly and quickly came very powerfully. "Yes!" she moaned loudly, "Keep fucking my wet cunt! Make me cum again. Fill me with your hot cum. Let me feel you shoot all the way up inside me." Carol tightened her pussy muscles and kept humping wildly and just as I shot my first stream of cum inside her exquisite pussy she convulsed in another strong orgasm. After catching our breath slightly, we again kissed passionately as we enjoyed the emotional pleasures we just shared, our bodies still tightly joined as one and hips gently grinding against each other as if to say we couldn't get enough. After a few moments we broke our kiss and gazed in each others eyes. "That was fabulous. I can't believe you just made me cum three times." "Likewise sexy lady, it takes two to make one great fuck." We both cracked up at my remark, which caused my cock to nearly slip out of her wet pussy. I did not want that to happen just yet as Carol's pussy would spasm every few minutes and give my cock a pleasant squeeze. A few moments later Carol asked if I'd like a drink, saying she would enjoy one. I knew this would mean my cock would have to leave its warm resting place, which I still did not want to happen. I told her to hang on and with her legs still wrapped around me I put my arm around her back and picked her up as I stood, with my cock still pleasantly buried in her. She reacted purring softly and complimenting me on my strength. At the bar I sat on a stool where we could reach the bottles and glasses with Carol in my lap. She poured us each a small glass of scotch. She held her glass in a toast and clinked it against mine and said, "To the nicest cock I've ever had in me, and too many happy returns." After enjoying her first sip she used her free hand to playfully tease my nipples and said, "I really mean that." Seeing the uncertainty in my eyes she continued, "I don't want what we just did to be it, and I don't mean just fucking again tonight. I want to be able to enjoy this with you as much as I possibly can." We both remained silent for several minutes, still enjoying the pleasures of the moment and continuing to caress each other. Country Club MILF The inevitable finally happened as my cock had shriveled and slipped out of its warm nest. I lifted Carol and placed her back on the large lounge chair and we snuggled together in silence and sipped our scotch. We kissed, caressed and touched, enjoying the closeness. With her free hand Carol alternated playing with my nipples and running the tip of her fingernails along my cock. Similarly I was caressing her tits and delicately playing with her pussy. Our eyes were closed most of the time as we both were enjoying the feelings and the soft teasing and lingering kisses. When open though, our eyes were locked together and we were smiling. Carol broke the silence purring, "Mmmm, look someone's waking up," referring to the fact I was getting hard again. Rather than simply teasing me with her fingernails, she wrapped her tiny fingers around my cock and started slowing stroking my full length. I certainly responded to her touch and soon she was kissing her way down my body and finally took the tip of my cock between her lips and began giving it her tender loving care. She was amazing and I enjoyed watching her taking me into her mouth as much as she enjoyed watching the pleasure in my eyes. She stopped just short of making me cum in her mouth and nearly jumped up on top of me and quickly took my now full-size all the way into her again wet, hot pussy. "I just want to feel you shoot your hot cum in me again. Next time I'll make you shoot in my mouth." What a lovely sight as Carol rode up and down on top of me. I reached for her bouncing tits to caress them and play with her nipples. As I rolled the hard nubs between my thumb and forefingers she moaned, "Gosh, you know exactly what I like." She must have enjoyed my touch as her nipples grew even larger. Not to be out done, she soon leaned over, placed a tit in my mouth and said, "Go ahead, suck on them. Show me how much you love my tits." Her change in position thrust my cock deeper inside her as she moaned, "That's it baby. Your cock is rubbing right against my clit. Oh, I'm cuming." She didn't have to tell me she was having an orgasm because her pussy squeezed my cock firmly then loosened as her juices flowed. That sent me into an orgasm we both felt throughout our bodies as well as feeling my cum splash off the walls of her pussy. Carol collapsed on my chest, exhausted. She could only whisper, "Wow," but I enjoyed the feel her firm tits pressed against my chest as she gasped for air. We lay in silence a long while enjoying the high. Finally, we rolled to one side, our eyes still sparkling at each other as Carol spoke. "Michael, we crossed a line tonight. Not a line that either of us drew, but one many others would draw as they frown on things like this. But, as I said earlier, I certainly don't want this to be the only time I get to enjoy you like this. I want to continue, discretely of course." She went on to explain how precious little attention she got from her husband, but also that getting a divorce was not really an option as she would probably lose millions. So having a discreet affair was her best option. She said she would think about how we might continue and we could discuss a proposal later. Not wanting to ruin what we had just shared, I simply said OK. I couldn't tell you what time it was as we both had lost track of it, but I finally suggested we get up and take a shower. The pool house had a huge walk-in shower with two nozzles. We enjoyed the refreshing spray as well as soaping each other all over. It wasn't long and we had each others nipples very hard again. My hand found its way between Carol's legs and she had to hold on to me as her knees became weak. As much as we loved the building excitement again, we stopped in order to, as Carol put it, "Save some excitement for next time." We dried each other off and went back outside to retrieve our clothes. Carol first picked up my briefs and bent down saying she wanted to put them on me. She was enjoying her last few moments to the max. Not to be outdone, I picked up her thong and slowly slipped it in place. It was a very sensuous sight, watching this beautiful woman adjust the tiny piece of fabric until it was just right on her pussy and hips. She saw my gaze and said, "I want to always look my best for you." Carol said she did not need to put anything else on as she was only going to see me to the car and go in the house, so she would just wear her heels and panties. She was a fantastic sight in the glow of the lights from the pool. She also had that glow a woman gets when she has been well fucked. She helped me get dressed and then strolled arm in arm to my car. This time she opened the door for me, but we shared one last passionate kiss before I got in. Before she closed the door she stepped close and cupped her breasts, and offered them to me for one final lingering kiss saying, "You're welcome to come back for more." As I drove out I glanced at my watch to see it was 3AM. Swim practice was at 6:30AM. Yes, I did make it, and yes, it was brutal. Swimming Lessons at the House I began giving the kids their swim lessons at the pool at the house. When I arrived for the first lesson Carol, the kids and their Nanny were all at the pool. I worked with Katie and Brian together for the next hour and they listened intently and tried hard. I'm sure it was the presence of their Nanny that kept them in line. From the first time I met her I saw she did not put up with any nonsense. However, I was the one having to really concentrate this time. Carol wore the skimpiest bikini I had ever seen and it was difficult to keep my eyes off her. Somehow I made it through the lesson, but my cock was stirring the entire time. When the kinds were done they climbed out, but I just hung on the side of the pool, not wanting all of them to see the bulge in my tiny Speedo. Patricia took the kids inside to get cleaned up and start dinner. As they walked in the house, Carol coyly said I could get out of the water as she would be the only one that could see my hard-on now. She told me she saw me looking at her during the lesson and now that she saw me, was glad her bikini had the desired affect. She patted the seat next to her and invited me to sit down saying there was no need to rush off. As I sat down she leaned close and gave me a very passionate kiss, caressing my leg as she did so. I was thinking any moment my cock was going to just pop out the top of my trunks. When we broke our kiss she was silent for a few moments but then told me again how much she enjoyed having sex with me and again emphasized how much she wanted to continue to enjoy my cock. She went on about being more than twice my age and still was surprised that I thought she was beautiful. I tried to interrupt, but she put her finger to my lips as if to say let her finish. She went on saying it was private enough at her home and we could probably find ways to have "some fun" when I came over for the swim lessons. She knew there was a risk and that she needed to be discreet, so she said she would pay me extra each time. Then she handed me an envelope saying, 'Here's your payment for the other night." I looked in it to see two crisp $100 bills. I was at a loss for words. Here was the most beautiful woman I had met to date in my young life, who I would gladly fuck for nothing, offering me a lot of money to be her "Fuck toy." Carol broke the awkward silence saying, "Maybe this will help you decide." As she said that she slid off the lounge chair and positioned herself between my legs and began caressing my hard prick, all the while staring into my eyes and smiling. Her touch was wonderful, no, exquisite, as she worked me to a full erection, which made my cock pop out the top of my trunks. She had me lift up and quickly pulled my trunks off. Her smile grew as she leaned forward and began teasing my bulging cock head. I gave in and sat back to enjoy her attentions. I caressed her hair as her head bobbed up and down on my shaft. She started ever so slowly, working her way all the way down until she had my entire hard-on engulfed, then back up and swirling her tongue around the sensitive head. I was soon moaning and telling her how good her lips felt. "Go ahead baby, fuck my mouth. Give me your cum. I want to taste your whole load," she said breathlessly between strokes. There was no way I could hold out very long and I was soon moaning I was going to come as I could feel my load deep in my balls preparing to shoot into her hungry mouth. She felt it too and gasped, "Give me you load, I want to swallow it all." And shoot I did, like never before. Good to her word, Carol took all my cum down her throat and made sure she did not miss a drop. She kissed way back up my body then whispered in my ear reminding me she had said she would make me cum in her mouth next time we were together. She certainly was true to her word. She said she needed to get inside soon so they would not wonder about her and slid my trunks back on. We stood and shared a lingering kiss and as Carol turned to head towards the house she stopped and returned with and envelope that had been laying on a table nearby and said, "This is your payment for today," then added, "Same time for the lesson tomorrow?" "Absolutely!" I arrived the following afternoon and did not immediately see anyone at the pool. Carol called to me from a lounge chair in the shade by the bar and invited me over. As I approached I couldn't miss the fact that she was completely naked. She smiled broadly and said the kids went to the amusement park in Canada with some friends and wouldn't be back till late and she had given Patricia the day off. "So, I thought I'd make sure I looked my best and was ready for you." I stood at the foot of her chair and stripped out of my tee shirt and trunks while staring into her sparkling eyes, then slowly knelt between her legs and began out first passionate kiss of the evening as I began my labor of love with the beautiful woman. Several days later I arrived for the kids' lesson and Patricia greeted me saying Carol had a meeting, but would be home shortly and had asked for me to go ahead with the lessons, but asked that I wait for her. I completed the lessons and as we all climbed out of the pool Patricia was just hanging up her cell phone and said Mrs. Pearce would be home in 20 minutes and asked that I wait. Patricia and the kids went inside and I took a seat on a lounge chair in the shade by the bar. As I did so, I slipped out of my Speedo and closed my eyes as visions of Carol filled my mind. I was enjoying my fantasy when I heard the click of Carol's high heels approaching. She was dressed in a snug fitting business suit, which to say the least, accentuated all her feminine charms. When she reached me and saw my half hard cock she said with mock surprise, "What's this?" I smiled and replied, "I was dreaming about you and thought turn about would be fair play." "I see," she said with a smile and sparkling eyes and seductively removed her suit jacket. In just her blouse and skirt she was a sight. The skirt was short, about 6 inches above her knees with a 6 inch slit up the front of one leg. The blouse was very sheer which allowed her lacey bra to show through very clearly and her dark brown nipples were stiffening and making their presence visible too. She tossed the jacket aside and tugged the blouse out of her skirt and again seductively undid the buttons. It was like she was taking in my reaction as she undid each one and more of her tan skin came into view. Her bra displayed her tits beautifully. It was a push up bra with the cups separated to allow a lot of cleavage to show. I could now clearly see her dark nipples poking through the thin material. Carol saw my reaction and said she enjoyed dressing up for me, and after a pause, as well as stripping also. I told her she certainly did not disappoint in either. Her blouse tossed aside, she ran her hands over her tits, cupping and caressing them before opening the rear clasp finally freeing the firm mounds to my gaze. Tossing the tiny bra aside she leaned forward kneeling on the foot of the chair and slowly brought her lips to meet mine in a deep wet kiss. As our kiss continued she pushed me on my back and continued to move over me. When she broke the kiss she whispered, "Now kiss this," and she hiked her skirt up and settled her panty covered pussy down on my lips. I initially worked her pussy through her tiny thong, but knew she wanted my tongue inside her already moist cut, so I pushed the material aside and gave her what she wanted. I glanced up and saw that she was caressing her breasts and playing with her nipples. Knowing how she liked me to touch them I reached up and replaced her hands. Soon her hips were grinding around on my tongue and she was moaning and gasping that she was close to cuming. "Keep eating my pussy, I'm sooooo close. Yes, pinch my nipples just like that. That's it. Yes, Oh, I'm cummmiiinnnng." Her juices flowed, but before I could savor all her nectar she quickly shifted her position and slid her wet pussy down the entire length of my now fully hard cock and began slowly fucking me. Her sparkling eyes locked on mine she said she had been dreaming about this all day. She hoped I would still be here since she was late, and was very happy when she saw me waiting for her naked. She rode me like a bucking bronco and soon was in the throes of another climax. Just before she cums, Carol's pussy gets real tight and that feeling sent me over the edge too and we enjoyed a powerful mutual orgasm. As we caught our breath I told her how gorgeous she looked in her suit. "Good enough to fuck," she asked? I agreed and she said, "Then I'll have to dress like that more often." She told me she really like dressing up for me as I always complimented her and she could see how much I enjoyed her appearance from the looks I gave her. She also said she enjoyed stripping for me as she loved to watch my reaction and my growing hard-on as she revealed her body. "That really does make me feel beautiful and sexy." Over the next two weeks Katie and Brian really did improve their swimming skills, probably because there were no distractions at their pool like at the club. One day shortly after that Carol was at the club with the kids and I went over to tell her the children could be on the swim team if they wanted to. She was very happy and touched my leg very softly as she thanked me profusely. She also said she hoped she had paid me enough and still wanted the lessons to continue if possible. I was happy I had my baggy lifeguard trunks on because between her touch and her worry over my compensation, I was going crazy and I certainly did not want the whole membership seeing I was getting hard. I told her I felt well compensated and there was no problem continuing the lessons. She then called the children over and gave them the news, which received a big cheer from them. After our little celebration the kids headed back in the water and Carol told me if there was anything at all I wanted, all I needed to do was ask. Of course as she spoke she moved provocatively to show off her already well exposed tits and long legs. We agreed on a schedule for continuing the lessons at the house, which were essentially for the rest of the summer. Carol thanked me for being so supportive of her kids and softly said she was very appreciative of the special consideration and attention I had given her too. I told her it was my pleasure and she said she would appreciate it if I could continue. I smiled and said I would see her at the next lesson. When I arrived at the house for the lesson I quickly noticed that both Carol's and her husband's car were parked in the guest area. As I got out of the car I saw Carol standing by the pool in a one piece suit and she waved. As I approached I saw a man sitting nearby in one of the lounge chairs and she introduced me to her husband, Edward. He stood and shook my hand saying he noticed how the kids swimming had vastly improved. To say the least I was nervous as all hell with both Carol and her husband there so I wasted no time getting into the water and starting the lessons. I couldn't help but think about Carol's husband noticing the kids swimming had improved, but he paid little attention to his beautiful wife. I was so happy the kids were on their best behavior and the lessons went very smoothly. We finished with Katie and Brian racing against each other to show their dad. It ended in a dead tie so a challenge was immediately issued to do it again. We all laughed and I said they could have a rematch next time. I quickly dried off and was getting ready to leave as Edward shook my hand again and patted me on the back for my good work. He said he would put in a good word with the club manager and tell him a raise is in order. I told him thanks, but since I was doing the lessons here, that might not be appropriate. He responded with a laugh, "Son, you leave that to me. You don't get ahead by always taking the high road." I again thanked him and as I started to leave Carol offered to me to my car. When we were safely out of earshot she softly thanked me for my award winning performance and apologized for not warning me in advance that her husband would be home. She continued that she would find a way to make it up to me and reward me. The Swimming Meets The Club League swim meets were on Thursday afternoons. They started at 3PM so parents could get off work a little early to help and watch. This also ensured they were over before dark. Katie and Brian both surprised me with their performances and Carol was always there cheering them on. The last meet of the season was at a club well south of the city, about an hour's drive away. The day before the meet Carol informed me the kids were going to go to ride to the meet with friends and then sleep over at their house that night. She said she would still like to go but did not want to drive all that way alone and suggested I ride with her. I told her that would be nice. She then asked if I needed to be back right away. I told her the lifeguards from all the clubs usually got together at a bar afterwards and had a few beers. She looked disappointed and said she was thinking that afterwards we might take a leisurely route back and stop someplace quiet for dinner. I told her that sounded like a wonderful idea and that it was no problem for me to forego drinking with the other lifeguards. We agreed Carol would pick me up at the club at 1PM. I had just finished packing all the necessary gear in my bag and had just walked out of the pool office when Carol walked up. I contained my excitement since we were at the club and there were other members around, so I just thought to myself, WOW! She had a short red skirt that fit tightly and a crisp white blouse with a couple buttons left open showing a hint of her firm tits. I followed her to the car and as she opened the trunk for me to put my bag in I told her, "You look really hot today." She turned and smiled as she held out the keys for me, saying I looked good too in my coaching outfit and asked if I would like to drive. I didn't hesitate taking the keys and quickly opened her door and enjoyed her showing off her legs as she got in. As we headed off she asked if she was too obvious in her outfit as she wanted to show herself off for me but did not want to have everyone seeing her charms. I looked over at her I chuckled and said right now that would be a problem as I could easily see her black panties since her skirt had ridden up. She said she would be careful at the meet and usually she stood the entire time so it shouldn't be a problem. It was a beautiful sunny day and we both enjoyed the ride with the top down. Other than showing her panties Carol remained fairly discrete in displaying herself. She was being considerate as neither of us wanted me to be embarrassed by me walking into the meet with a hard-on.