"Why so down, Mr. Alan Rogan?" asked the high school guidance counselor Judith Becker.
"I feel like my luck has run out," Alan solemnly replied.
"Care to elaborate? She asked.
Alan sighed as he sat across from his mildly attractive guidance counselor. She was a married 33-year-old mother of 2 with a full D sized rack that was housed beneath her red silk button-up blouse. Her breasts appeared much larger on her gangly 5'10 frame.
"Well, I was popular amongst my peers, especially the women but drastically out of nowhere it seems they have all turned their backs on me and replaced me with someone bigger and better," Alan explained.
"Ah yes. I've heard stories that you were popular with the cheerleading squad."
"You've heard stories?" Alan replied nervously. "How much have you heard?"
"Enough. You have to understand Alan. You were merely a play toy to those dumb sluts. They only wanted one thing and after they got that one thing, you were no longer good for them. They're users. They saw you as an opportunity and took advantage of you, promised you a popular lifestyle but as soon as the next big thing came along, they kicked you to the curb like yesterday's garbage. So don't beat yourself up over them. You were too good for them anyways."
"Yeah, perhaps you're right," Alan shyly agreed.
Judith stood up and walked over to Alan and sat down next to him.
"I know I'm right. You still have so much potential, Mr. Rogan and so much to give. Any women would be lucky to have such an incredible huge cock inside them," Judith straightforwardly stated.
Alan was completely taken aback by her bold statement and it didn't help that her hand was placed upon his inner thigh just an inch away from his limp cock when she said it.
"Besides hearing the stories, I saw the video of you and the Wilcox sisters that went viral and I must say you're quite the performer." Judith complimented, as her hand was fully rubbing his blossoming erection. "We have a free one hour period. Care to give me a personal performance? It's my job to make sure you reach your full potential and leave you with a peace of mind."
Alan smiled with glee as Judith blew into his ear as the length of his cock grew longer and thicker.
"OHHH shit! The video doesn't do your cock justice," she gasped, hungrily eyeing his enormous boner while her hand steadily stroked the full large length of his hard shaft. "After years and years of feeling my husband's pinky size dick in me, it'll be nice to enjoy a real cock for a change and be fucked properly."
Judith unbuckled Alan's belt and jeans and slide them down to his shins. Her chestnut brown eyes widen at the sight of his huge stiff dick jutting up inside his Teenage Mutant Ninja Turtle boxers. She reached into the slit of his boxers and gasped loudly as she seized his massive shaft. After a few strokes, she pulled out Alan's naked hard hot flesh of pillar and baring it in its entire glorious splendor.
"Oh WOW!" Judith moaned, her eyes lighting up like a Christmas tree in Time Square. "So hard, so thick, so humongous. I'm so fucked but I need to feel this beautiful beast in me, Mr. Rogan."
Judith leaned down and pressed her big soft lips against the fat bulbous head of his cock for a long kiss. She steadily planted kisses all over the swollen plump knob. Her warm hand kept a tight grip around the thick root of his huge throbbing cock as her moist mouth closed around the fat tip. She glided her lips down the bulk of his shaft, making moaning and gagging noises as she proceeded to take as much of his hard wood in her mouth as possible.
Alan's toes curled in his shoes and socks as his guidance counselor bobbed her head up and down his manhood with loud sloppy wet noises.
"This... feels... good," Alan moaned.
"That's what guidance counselors are for. To make the students feel good in any way we possibly can," Judith replied, pausing and taking his saliva-covered phallus out of her mouth and descended her lips upon his enormous testicles. She licked and sucked each giant orb in turns.
Alan watched, horny and in lust while his guidance counselor devoured his thick hairless balls. His sexual excitement was amplified by the obscene sight of his huge cock resting in the middle of Judith's face as she nurtured feverishly on his enlarge scrotum.
"Hmmmm, I love balls. I especially love huge fat ones," Judith moaned.
She sucked on his large fat balls for a few more minutes before returning her attention to his giant meat pole. Her eyes marveled at the sheer size and thickness of his vein popping cock and sealed her juicy lips around a good chunk.
Judith moaned lovingly on his shaft as it stretched her mouth and caused muscles she never knew existed in her cheeks and jaw to work overtime. The swollen head of his dick touched the back of her willowy throat each time her mouth descended. While she Alan a deep steadily blow job, one of his hands began roaming down her back and groped her surprisingly plump firm ass hidden beneath her black business skirt.
"Maybe we should get more comfortable on the floor and let me taste you," Alan moaned. "Ever did a 69?"
Judith begrudgingly released his massive cock from her sloppy mouth and smiled. The two stood up and got undressed. Alan was first to be nude with the exception of his socks and shoes and lied on the ground with his enormous erection jutting towards the ceiling. He watched his guidance counselor get undressed to just stand before him in her tan stockings and admired her rather large saggy breasts once the white brassiere was off. With Judith's body being long-limbed and slim, her big alabaster breasts were droopy and somewhat inequality on her frame in a very sexy mature way. She straddled herself above Alan's face staring towards his throbbing manhood with her drippy pussy covered in layers of dark unkempt hair hovering over his mouth. For ten uninterrupted minutes, Alan and Judith oral pleasured each other. He used his mouth on every nook and cranny of her drenched pussy, licking and nibbling on her labia and clitoris causing her to explode in his mouth. Judith never felt such orgasmic sensation from having her pussy eaten with half of a giant hard cock lodged in her mouth. Her involuntarily loud moans were muffled by Alan's thick member as she nursed on it through her orgasm. Judith's cum had a tangy taste to it as Alan lapped up every last bit that flowed from her hot dark bush.
Foreplay was over and Alan was ready to fuck his guidance counselor's brains out. He had Judith position herself on her side and he moved in behind her with his hard wet dick, rubbing the enlarge swollen head up and down the moist entrance of her pussy. Judith was moaning hysterically before the action and desperately wanted to grab onto something as the biggest dick she ever seen was slowly impaling its way inside her.
"Oh! Oh! Oooohhh! Ugggghhhhhhhhh!" Judith howled, as Alan pushed several hard inches of his throbbing cock inside her.
He started heatedly thrusting as much of his huge cock in and out his guidance counselor's soaked cunt as it would take. Her gangly body became a ragdoll under his hard thrusting and made her big floppy alabaster tits surge up and down her chest. Alan seized one of her dangling hangers in his sweaty palm, lifted it up and sucked the bright pink nipple inside his mouth. Her pink areolas were quite big and Alan felt the bumpy surface against his sucking lips.
"OHHHHHHHH GOD ALAN! Not my nipple! OHHH GOD!" cried and moaned Judith, as Alan's oral stimulation of her nipple was also a direct link to her hot dripping-wet pussy, further lubricating and making it easier for Alan's cock to push in and out. A familiar smooth substance entered Alan's mouth as he sucked on her eraser-sized nipple. "My milk. Dear GOD, you're milking me."
Alan sucked harder on her swollen fat nipple and squeezed the plentiful wobbling funbag to pump more of her milk into his mouth while he jackhammered his oversized phallus up inside her. His huge balls banged violently on the outside of her cunt which was stuffed to full captivity by his elongated boner. Alan lifted up one of her long legs with his short leg and increased his thrusting tempo. His mouth became a suction cup on her big pasty breast, sucking the huge bumpy areola and much of the droopy flesh between his lips and continued to drink her mildly sweet mother's milk.
It was all Judith could withstand and her body became consumed and wracked with a blissful orgasm and she came. While going through the motions of her orgasm, she was astonished by this teenage nerd's ability to fuck like a professional porno stud. The sex with her husband was never this good, intense and satisfying.
"Unh! Unh! Unnnhhh! OHHHHHHH! OHHHH ALAN! OHHHHHHHH!" she wailed. The slick walls of her pussy squeezed over his pounding member as it shuddered and continued to release a streams of cum. Alan continued to nurse on Judith's big floppy tit, ingesting its divine mild milk while his monster cock steadily rammed in and out of her until her orgasm subsided.
After a couple more minutes, Alan pulled his massive cock from his guidance counselor's drenched twat and turned her over on her hands and knees. He admired her round peach-shaped backside and once again teased her pussy entrance with the tip of his fat cockhead. He slowly slid himself back inside Judith and her hungry pussy quickly devoured him up.
"Ughhhhhhhhhhhhhh," she grunted, feeling her hot pussy being stretched beyond its limitations to fit all over Alan's humongous cock. She pushed her sizeable ass back towards him, allowing his cock to slide further and penetrate her dripping snatch as deep as possible. Alan soaked in the amazing view of smooth her pale ass and held onto her thin waist while plunging in and out of her.
"Fuck! Ohhhhhhhhhhhh fuck, you're so fucking big!" cursed Judith, being fucked doggy-style in the middle of her office in the middle of the afternoon. Her big mom titties flopped forward and back and collided against each other with their hard leaky nipples spurting milk on her office carpet. "Unh! Unh! Unh! Unh! Unh! UNNNNNNHH!"
Alan stood up on his feet and pounded her harder and faster with the impact of his groin slapping against her smooth ass causing the fleshy globes to ripple. Her gangly body was helpless under the merciless assault of his enormous cock and surrendered itself to ecstasy once again.
"UNNNNNHHHH I'm CUMMING!" Judith cried out, her stretched cunt clamped tight around his thrusting hard manhood and bathing it with her cum.
Alan held a firm grasp on her slim waist while she was cumming, furiously hammering her mature pussy for all its worth and felt his big balls stiffing up. He was nearing his end and quickly pulled his huge cock from her piss soaked pussy.