Alice Branches Out

ALICE BRANCHES OUT

CHAPTER 1

Alice had been working at the fitness center as an aerobics instructor for 2 years. To keep in shape herself and to give her something to do. She didn't need the money. Her husband, Bill, made good money. But she got bored and decided to apply at the fitness center where she worked out when they advertised for help. She had been teaching two classes a day for the 2 years she had been there. She enjoyed it and it kept her in shape. She was 55 and still had the body of a 30 year old. Her tits were high and firm. She had implants but, still, they were spectacular for a 55 year old woman. Same goes for her ass. Firm and perfectly shaped. She has red hair, green eyes, and a great complexion. All in all a very attractive woman. The men at the center were always hitting on her but she had never taken any of them up on it. She flirted with them but that's as far as it went. This past Christmas she had seduced and slept with her son in law Dallas after her daughter told her how well endowed he was and how good he was in bed. He was 33 and she was 54 at the time. She thought about it a lot. How much bigger his cock was than her husbands and how he was able to get it up more than once because he was still young. So she was tempted to take one of the young guys up on their offer when they flirted with her, but as yet had not.

It was April now and had been almost 4 months since her tryst with her son in law. She had sex with her husband regularly but his cock was a little on the small side and he was only able to go once. He also usually came pretty quickly leaving her unsatisfied. She loved him but wanted more as far as sex was concerned. When she had screwed her son in law at Christmas they had jokingly said there were other holidays when they could visit and hook up. And Easter had just passed and that was what got her to thinking about how good the sex had been with him. But they had not had another opportunity yet.

CHAPTER 2

Alice was warming up at the center getting ready for her 2nd. class of the day. Jerry, one of the guys in her class, came in a little early. "Hi Alice. Looking really hot today. But of course you look really hot every day. Mm Mm Mm." Jerry was always a big flirt.

"Thank you Jerry. You look pretty good yourself." She thought Jerry actually was kind of cute. So she always flirted back and forth with him.

"I see you got some new workout clothes. Nice!!"

She did have new workout clothes. Black spandex shorts with blue stripes on the sides. And a grey spandex sports bra. Both were tight fitting and showed the shape of her ass and tits quite nicely. As she was bending and squatting and twisting Jerry was watching and thoroughly enjoying the show. The others were arriving now and she stopped warming up and greeted them all and waited for them to get ready for class.

Several of the guys complimented her on her new outfit. And the women, too. She thought some of the guys were in the class just to see if they had a shot with her, but most of them truly were there to work out. And she actually kind of liked the flirting and teasing.

She led the class through the routine and showed them a couple of new things she was trying out. She liked to mix it up to keep it fun and interesting. The class lasted 30 minutes. When it ended and everyone was leaving Lewis, another one of the guys who always flirted with her stopped to talk. He was probably in his early 30's, well built, handsome. Alice didn't know if he was married or not. He said, " I really enjoyed the new routine. And I know this stuff works. All I have to do is look at you with that smokin' hot body and any doubt fades."

She gave him a big smile. "Thank you Lewis. Hey. Would you mind giving me a hand before you go? Do you have time?"

"Hey. For you I'll make time. Anything you want."

"Well. I'm lifting weights a little now and just need a spotter. Not a lot of weight, but still you're supposed to have a spotter. And I agree that it's a good policy."

"Sure. I'd be glad to."

She had been thinking about teasing a couple of these guys. More than she already did. Maybe it would get her aroused and she could go home and get Bill to do a little more than usual. She set the weight on the bar where she wanted it and laid down. She thought this would be a good way to check out some of the guys packages. Since she'd be laying there with it right above her face. When she raised her hands to the bar she 'accidentally' brushed Lewis's crotch on the way."Oops. Sorry."

"Don't be. I enjoyed it."

"You're awful." She raised and lowered the weights to her chest and back up again a half a dozen times. And glanced at his crotch to see if her 'accidental' contact had had any effect. It had. There was a nice little bulge there. It looked pretty promising. She set the bar back on the stand and 'accidentally' brushed his crotch again when lowering her hands. "Sorry again."

"Like I said, don't be."

"Will you hold my knees now? I want to do some sit-ups."

"You got it." He went around and leaned over and put his hands on her knees. She made sure her legs were spread enough that he would be able to see her cameltoe if he looked. And she suspected he would. "Nice," he said. You've got great legs. And really soft skin."

"Thank you." She started doing sit-ups. Sitting up to where her face was right in his face. So close that she could have kissed him if she wanted to. Then she tilted her head back so that it would be her tits in his face more so than her face. She did 20 sit-ups and stopped. "Ouch. I just started this and I might have overdone it a little. Would you mind rubbing the kink out of my back? Then I'll let you go. Promise."

"Of course."

She rolled over on the weight bench. She reached back and put her hand on her lower back. "Right along here."

Lewis started rubbing her bare back between her sports bra and the top of her shorts.

"Oh yeah. That feels great. A little harder please." She moaned and sighed as he massaged. "A little lower please." He moved his hands to just above the waistband of her shorts. "Yeah. Right there." She could almost feel his eyes on her ass. "A little lower." He slid his hands down onto her spandex shorts. Not on her ass cheeks but just above, and worked the muscles with his fingers. She wanted to tell him to go lower but thought better of it as there were other people there. Then she said, "That's better. Thank you so much." And she rolled over and sat up. She glanced at his crotch and saw that his cock was hard. She smiled and said, "Sorry to hold you up."

"Oh. Hey. No problem. But I guess I should be going now." She could tell he was embarrassed about getting an erection and hoped she didn't see it. He wanted to go before she did. Alice thought that Lewis might be a good prospect if she decided to do anything.

The next day she wore another new sports bra. This one showed more of her tits. When Lewis came in she went to him and said, "Lewis. I just wanted to say thanks again for helping me yesterday." She raised up on her tiptoes and kissed his cheek and he turned red. Then she hugged him and pressed her tits into his chest. After the class she repeated what she had done yesterday, only this time with Gene, another cute guy about 30 or so. She did this each day with a different guy. She came away with 4 good prospects. I mean, they all enjoyed it and were willing participants. But she narrowed it down to the 4 that looked like they had the biggest bulges in their pants and were at least kind of attractive. Not that she was going to do all 4 of them, or any of them, but she had 4 to choose from should she decide to.

A couple of the guys asked after class sometimes if she needed any more help. She always said, "No. But thanks."

CHAPTER 3

Then one Monday after the 10 AM class, after she had changed into her street clothes, which consisted of a skirt and tank top, Ray, one of the guys she had 'interviewed' came to her and asked if she could give him a little one on one help. He said he didn't want a whole regimen of exercises that the other fitness trainers did, just a few things like she did. That it seemed to work really well for her. He said, "I mean, just look at that body of yours. It's perfect. And you're gorgeous on top of that. Anyway. Would you mind?"

"Sure. I'd be glad to help Ray. And thanks for the compliments. When do you want to start? "

"I'm ready right now. But whenever suits you. We can schedule a time when you're free."

"No time like the present. I have a couple of hours before the next class."

"Great. Let's do it."

Alice thought she might have a little fun and tease him as he worked out. She took her position at the head of the press bench to spot him as he lifted. She stood with her feet apart and knew he could look up and see her panties. When he was getting ready to lift he reached back and put his hands on her hips. He pulled her in closer to his head. "There. That's better." She was almost straddling his face. She saw that he was getting an erection as she stood there. He did his lifts then laid down on a mat to do sit-ups. He asked her to sit on his feet.

"Okay." Alice sat on his feet with her legs on either side, again giving him a view of her panties. When he came up he reached forward and touched her hips and let his fingers trail down the upper part of her legs as he went back down. Alice thought, "Yeah. He's enjoying this. And that's okay. I'll play along." He did 20 sit-ups. Sometimes when he was going back and trailing his fingers down her legs they strayed inwards a little. Alice admired the erection in his shorts.

He did a few push-ups with Alice sitting on his back. Not many. Then he said, "I want to try a few the other way. What I call reverse push-ups. I'll lay on my back, you sit on my hips, and I'll raise my midsection using my legs. I believe that will strengthen the backs of my legs and my calves."

"I've never heard of that but okay." He laid down and she straddled his hips and sat facing him. She thought 'If anybody saw us they would wonder what the hell we're doing and tell us to get a room.' But at the moment there was no one else there. Ray started doing his reverse push-ups. Raising his hips and her along with them. Yeah. To anybody watching it would definitely look like they were fucking. It tickled her that he wanted to do this, but she knew why he wanted to do it. He was having fun, so she decided to let him. She felt his hard-on beneath her. And it was a nice one. She found it kind of exciting and got a little turned on.

He was only able to do 2 of these reverse push-ups and stopped. He laid there with Alice sitting on him. She chuckled and asked, "Where did you get that idea from? I've never heard of it."

"Just something I thought up. I thought it might help."

"Well, I doubt it." As she spoke she stood and remained straddling him, knowing he was looking up her skirt. It was fairly short, white with red and yellow flowers on it. Her panties underneath were yellow with white lace trimming. She reached her hand downwards, "Need a hand up?"

"Yeah. I think I do. Maybe that wasn't such a good idea." They both laughed.

"So do you want to continue these sessions? I don't know that you need me though. You already knew what you wanted to do."

"Yeah. I want to continue. But next time you tell me what to do."

CHAPTER 4

The next Monday after the class Alice went to the locker room and changed. She put on a short black leather skirt with lacy black panties underneath, pulled on a pair of fishnet stockings, and put a white, sleeveless, button up blouse on that showed her midriff, with a white bra underneath. She put on a necklace that dangled a heart down between her breasts, and a pair of diamond earrings. She put on black high heels. Her long, red, curly hair hung around her shoulders. She applied some red lipstick and sprayed on a little perfume. She looked super sexy and hot as hell. She went out into the workout area. Ray said, "Oh. I guess you have somewhere to go. I thought we had a workout session today. I'm sorry. I must have the wrong day. You go ahead. We can do it some other time." He looked and sounded really disappointed.

"Oh shoot. I'm sorry Ray. I forgot. We were supposed to have a session. It completely slipped my mind." It had not, in fact, slipped her mind. She knew. She dressed this way on purpose. To tease the hell out of Ray. And drive him crazy. She was quite the prick teaser, and she knew it.

"But as it turns out the plans I had were just cancelled. I got a phone call a minute ago cancelling. So if you want you can follow me home and we'll work out there. What do you think?"

"Okay. Yeah. Sure. I can do that."

Ray followed her home and they went inside. "Do you want something to drink? Water, tea, or a soft drink?"

"Yeah. Water, please. Or whatever you got is fine." She gave him a bottle of water. "Sorry your plans got cancelled. You don't have to do the session if you don't want. It looks like you're all dressed up to go out. You look fantastic."

"Thank you. But if you really want to exercise, we can. Or we can just sit and talk. Whatever you want."

"Sitting and talking sounds good. Is your husband home?"

"No. He's at work. He gets home about 6."

They made small talk for a while. Ray was sitting on the sofa. Alice had sat in a chair opposite him. She sat back and crossed her legs. As she did she spread them enough that Ray could see what was under her skirt if he looked. And he did. He still had his workout shorts and t-shirt on. His hair was messed up from working out and he was sweaty. But Alice was okay with that. He was a sexy man and he looked good, even disheveled. Alice let her high heel slip partly off and swung her leg back and forth, She twirled a lock of her beautiful red hair in her fingers. She let her shoe fall off and leaned to take the other one off. "I don't know why I wear these things. I hate them. They're uncomfortable as hell. But my husband likes them. He says they make my legs look good. That's where I was going earlier. To meet him. But something came up and he couldn't make it." This was all a lie.

"Oh. Sorry."

"That's okay. So, what do you think? DO they make my legs look sexy?" She slipped them back on and stood up and turned so he could see the back. She looked back and down at herself then up at him. He was staring. She could tell he approved.

"Oh God yes. Your legs look fantastic. I mean, yeah, the heels do enhance them. But they're gorgeous even without them."

"Well, thank you, Ray. But they gotta go for now." She kicked them off again and sat back down after turning around and bending over to straighten the pillow in the chair, giving Ray a nice view of her ass. When she sat down she recrossed her long, luscious legs. Ray took it all in.

"Is that your family?" Ray indicated a picture on the mantle.

Alice looked up at it and said, "Yeah. It is." She got up and got the picture. She sat down beside Ray on the couch and handed it to him.

"Wow! Your sister looks exactly like you."

"That's not my sister. But thank you. That's my daughter Andrea. We call her Andi. And that's her husband Dallas. They live in Albany. And that's my husband Bill.

"Your daughter looks just like you. She's gorgeous. But it's hard to believe that's your daughter. You don't look old enough to be her mother."

"Well I am. And thanks again. She just turned 33. I won't tell you how old I am."

"Good looking family. You must get lonely here all alone. With her in Albany and your husband at work all day."

"Yeah, sometimes. That's why I decided to go to work at the center. Do you mind if I go up and change? No use in being all dressed up if I'm not going out. Might as well get comfortable."

"No. Not at all. Go ahead. Although I will be a little disappointed, because you look wonderful. But you always look great anyway. No matter what you're wearing."

"Aww. You're sweet. I'll be right back. Won't take but a minute."

She did come back in about a minute. Still dressed the same. Except her shirt was unbuttoned and he saw that she was wearing a white bra. "Do you mind giving me a hand? This darn zipper on this skirt is stuck. I might be able to take it off anyway but I don't want to risk ripping it. Would you mind trying to see if you can get it loose?"

"Not at all. Here, let me see." He had a hard time not staring at her rather large breasts that were covered now by only a bra, with her shirt unbuttoned. She turned slightly as the zipper was on the side. She had already unbuttoned the button at the top. Ray leaned forward in his seat to try the zipper. He was keenly aware of her unbuttoned shirt and her perfume. He thought to himself, 'I'm gonna take my time and make this last.' He grasped the zipper tab between his fingers and started to pull downwards. He discovered that it was not stuck at all. He looked up at Alice's face and saw her looking down at him. He acted like he was struggling with the zipper. 'Is she fucking with me, or had it really been stuck?', he wondered. He laid his left hand on her hip, almost on her ass, and fiddled with the zipper. "Stubborn little bugger," he said. She turned her upper body to see what he was doing, causing her bra covered breasts to be more on display.

"Well, maybe you can just pull the skirt down without unzipping it? I was afraid to try."

"I'm afraid, too. I don't want to ruin it. It looks really good on you. Let me try a little more." He feigned struggling with it some more. Then he slid it down. He saw the side of her black panties where the skirt parted. "There. Got it."

"Oh. Thank you so much. I would have hated to lose this skirt. I love it."

"I can see why."

"Be right back."

She started walking away, pushing the skirt over her hips and ass as she went. Just before she went up the steps she stepped out of it and ascended the stairs in her unbuttoned shirt, panties, and fishnet stockings. She looked back and said, "Thank you."

"No. Thank you," he said quietly to himself. When she was out of sight he adjusted his hard cock in his pants to be more comfortable. And wondered if she was trying to seduce him. But decided that he'd never be that lucky.

Alice came back down the stairs wearing a shirt that appeared to be her husband's. It was short sleeved, pale blue, and too big for her. It hung to just below her ass cheeks. The top 3 buttons were not buttoned. Ray wondered what she had on underneath. If anything. She looked sexy as hell. She had removed her jewelry. She asked if he needed more water or anything. He said another water would be great. He had a view of the kitchen from where he sat and watched as she bent over to get a bottle of water from the fridge. He saw that she did not have shorts on, only black panties. Without straightening up she looked back and said, "You sure water's fine? Or would you rather have something else?" Of course this was just a reason to make sure he got a good look. And she saw that he was indeed looking.

"Yeah. Water's fine."

She bent over to hand him his water, and the top of her shirt gapped open, allowing him to see that she was still wearing the white bra, not matching the panties, but the shirt she had on before was white and a black one would have shown through. She said, "I hope you don't mind. I like to be comfortable around the house. I don't see any sense in getting fully dressed to just sit at home.

"I don't mind at all. I agree with you. And to tell you the truth, I love that look on a woman. I find it extremely sexy. You know, a man's shirt, and nothing else? I mean, I don't know what you got on under there but you look really, really good." He did know what she had on under there but was embarrassed to admit that he had looked. Even though it was pretty obvious that she wanted him to.