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Damn, Linda muttered to herself as she glanced at her watch. If I don't get this to my boss by tomorrow morning, there will be hell to pay when I get back. First, I get sent to this teacher's conference, and then he wants a copy of the participant materials overnighted to him. The bastard!

"Yes ma'am, there is a UPS store nearby." Linda thanked the concierge at the Marriott Hotel and hurried out the front door.

It only took a few minutes for the Yellow Cab to arrive at the UPS store. The brunette high school teacher took her packet from the back seat of the cab and hurried to the door.

It had just turned 8:30 PM and a slightly graying woman in a brown uniform, was just turning the sign in the window to CLOSED.

Linda's heart sank as the woman turned to walk back in the store. The brunette banged her fist against the window.

Inside the store, the UPS employee looked at her watch and then towards the helpless looking woman standing outside. She smiled and unlocked the front door.

Thank you so much! I would like to send this to Nevada," the 50 year old said breathlessly. She glanced at the name tag on her savior's shirt.....JEAN.

"Normally, I don't do this," Jean said, "but you looked like it was urgent."

"Yes it is. I have to get this to my boss tomorrow or he will kill me!"

"We can't have that," the UPS woman replied as she took the package and weighed it.

Linda took a deep breath.

"I really appreciate this."

"No problem," Jean mentioned.

"Since your getting off soon, can I show my appreciation by buying you a drink?"

Jean smiled."No, that is ok. I hate to go anywhere in my uniform, and besides, my husband is expecting me."

"Well, I think you look great, and you can call him to see if he wants to come too. It is early and I hate watching television alone in my room. We can go to my hotel; they have a pretty nice bar."

The slightly older woman thought a moment. "You know, I could use a drink. As long as you don't mind Bill coming by."

"Not at all! Tell him to meet us at the Marriott Hotel."

Jean smiled and picked up the phone. After a minute or so, she placed the receiver down and smiled. "Let's go...I'll drive."

Linda waited while Jean closed up the store, and then followed her out to her Taurus. After a few minutes they pulled up to the hotel valet parking. The two women got out of the car and walked into the hotel.

Linda couldn't help but notice that physically the two women looked a lot alike. After they walked into the dimly lit lounge, they could have been mistaken for sisters.

The waiter came over to their table. "I would like a B&B" said Linda. "Make mine rum and coke," Jean said.

The two women sat in the bar for nearly an hour, and much to their surprise, several drinks.

"I wonder where Bill is." Jean wondered as she ordered her 4th rum and coke.

Just as she spoke, a tall, slender, slightly balding man walked up to the table. "Hi honey," Bill said as he leaned over and kissed Jean on the forehead.

Bill slid into the booth next to his wife.

"This is my new friend Linda. I rescued her tonight."

Both women chuckled.

Linda looked at the couple. "How about we have a nightcap up in my room? There is a great view up there."

Jean hesitated, but Bill quickly answered for both of them..."Sounds great."

Linda motioned for the waiter and quickly signed the bar tab to her room.

"You said one drink!" objected Jean.

Linda grinned..."I'll bill it to the school district."

The threesome got up and walked towards the elevator. Jean and Linda walked in front of Bill. The two women jabbered relentlessly as they walked through the lobby. Bill followed, and could not help but notice the two 50-something's asses swaying in front of him.

Bill thought to himself, "She was right, this is a great view."



Linda pressed '8' on the elevator keypad. Silence filled the elevator as it began to rise. Jean flinched slightly as she felt the back of Linda's right hand against her pant leg. Bill noticed the younger woman's hand against his wife's thigh and felt his heart jump.

The elevator door opened and Linda stepped into the hallway. "This way" she said as she turned and started down the hallway. She 50-year old brunette stopped in front of room 3809 and slid a plastic key into the slot. A green light lit, and Linda walked into the room, followed by Jean and Bill.

"You were right, this is fantastic," Jean said as she walked towards the large picture window and looked out at the pinpoints of light in the darkened sky.

Linda kicked off her black pumps, smiled and moved towards the mini-bar in the corner of the room. Bill found an armchair and eased into it.

Linda fixed Jean and herself a drink, and then walked over to join Jean in front of the window.

"Oh, how rude of me!" she said somewhat embarrassed and she looked at Bill. "I didn't get you anything."

Bill smiled, got up, and walked to the mini-bar. "Not a problem. I'll get my own."

Linda turned back towards the window and handed Jean her rum and coke.

"I have had a good time tonight Linda, but, I think I better drink this fast and then go."

"No hurry," Bill said as her popped open a Heineken.

Linda took the older woman's right hand. "See. No need to rush."

Jean was taken aback slightly by Linda's fingers intertwining into hers, but said nothing.

"Go ahead and take your shoes off Jean. This carpet feels great."

The UPS clerk smiled, and using her feet, pulled out of her brown shoes by stepping on the heel of each shoe.

"You are right. That feels so much better."

Bill watched intently as Linda raised her glass in a toast. "To new friends."

Jean clinked her glass against Linda's, and then took a long sip on her drink.



Linda released Jean's hand. "You don't mind if I change out of these clothes do you? I have been in them all day."

"Ah, no. But maybe we should leave," Jean replied.

"Don't be silly. I'll just go into the bathroom and put on my robe. Be right back."

Linda took a red robe from her suitcase and walked into the bathroom – closing the door behind her.

Jean looked at her husband. "Bill. I think I am...drunk" she stuttered.

Bill laughed and took another long sip on his beer. "It's a good thing you don't have to work tomorrow."

Jean walked over to one of the queen-sized beds and sat on the edge. Her head was beginning to spin.

"So much better," Linda exclaimed as she walked out of the bathroom. Her robe came to her ankles and had a "v" neckline. Bill couldn't help but notice the teacher's cleavage. A single red sash kept the robe closed. As Linda walked into the main room, her robe parted and revealed a healthy portion of her right thigh.

Linda looked towards her friend sitting on the bed. "You look tired. Maybe you should lie down for a bit."

Linda glanced quickly towards Bill. He grinned slightly.

"There is a hotel robe in the closet. Why don't you put that on? You'll be much more comfortable. You can take a short nap. I am sure Bill and I can find something to talk about for an hour or so."

Jean was in no shape to resist. She looked at her husband, and to her relief, Bill nodded in agreement.

Linda walked over and took the older woman's left arm. "Let's get you into that robe."

Jean struggled to her feet. Linda began to unbutton the brown UPS uniform.

"I don't think this is necessary," Jean objected.

Linda continued to undo the top of the uniform shirt. "You've had a long day too. It feels great to just relax."

"Well, alright. But, I can do this. And, I think I should change in the bathroom.

"Don't be silly." Linda pulled the shirt out from Jean's pants and quickly unbuttoned the cuffs. Jean's own deep cleavage appeared as the shirt separated.

Jean looked nervously towards her husband. Bill winked and took another long sip on his Heineken.

Jean pushed at Linda's hand as the brunette unbuttoned the brown UPS shirt.

"I don't think you should do this," Jean murmured halfheartedly.

Linda looked towards the older woman's husband. "What do you think Bill?"

Bill grinned and said, "its okay Jean. There's no harm in getting comfortable."

Jean blinked, and then dropped her hands. Linda pulled the shirt off the clerk's shoulders. Jean's white bra barely held back the woman's ample breasts. Jean looked somewhat confused as Linda folded the shirt and laid it across the small table next to the picture window.

Linda walked back and undid the single button holder the match brown pants. Jean looked apprehensively towards Bill as her pants were lowered over her hips and down her legs, exposing a matching pair of white panties.

Jean hesitated for a second before lifting her right foot to allow Linda to pull the pants over her foot.

Bill sipped on his beer as Linda pulled Jean's garment over her other foot and placed it on the table next to the brown shirt.

"Turn around," Linda half-commanded Jean.

"Turn around? How come?" responded Jean. "We need to get that bra off," came the quick reply.

"Oh, no. That is not necessary. I am quite comfortable. Besides..."

Before Jean could finish her sentence, Linda had moved behind Jean and unhooked the four metal clasps the secured the two white straps running across Jean's back. The brassiere straps sprung towards Jean's sides.

Jean again looked towards Bill. Her blue eyes gleamed. He smiled and nodded back.

"Remember, you have tomorrow off. I think it is best that you relax awhile."

Bill's mind raced in excited anticipation as he watched Linda lower the straps off his wife's shoulder.

Jean looked towards Linda. Linda's eyes were warm, yet demanding. Jean titled her head back and looked up as Linda slid the bra straps down Jean's arms.

The younger woman gasped quietly as the 56-year old woman's breasts were freed. The two large globes jiggled slightly as Jean's bra was removed then settled down into their natural position. Linda tried not to stare at Jean's two inch wide areolas. The two circles were light pink. Centered perfectly in each circle was a semi-erect nipple with small bumps surrounding each the small staff.

Jean lowered her head and looked sheepishly at Linda. It had been years since anyone other than Bill had seen her breasts, and even with him she was reluctant to put herself on display. For some reason, the woman was extremely shy about her body.

Bill took another long swallow of his drink as he watched the scene that was unbelievably unfolding in front of him. Damn. I hardly ever get to see her tits. I wish I had a camera.

Linda looked towards the man sitting in the chair and noticed a look of pure excitement across Bill's face. As if by telepathy, Linda's eyes moved towards her suitcase. She blinked and nodded at Jean's husband.

Bill rose from his chair and walked nervously towards the open suitcase resting on the folding stand. He stared momentarily at the garments inside, pausing to admire a pair of black thong panties, before noticing a small rectangular object – a digital camera.

Bill looked back at the two women. Jean's eyes had closed and her arms were covering her breasts. Linda mouthed silently towards Bill– "go ahead."

Bill's hands trembled as he lifted the camera out of the suitcase. Linda moved behind Jean and placed her arms around Jean's waist.

Without waiting for permission, Bill slid the cover off the lens and pointed the camera at Jean and their new friend. Linda's red robe was in stark contrast to the somewhat pale body of his now topless wife.

Jean's eyes opened as she felt Linda's arms wrap around her. Her eyes widened as she saw the camera pointed towards them.

"Bill...!"

It was too late. The room was filled with a sudden brightness as the camera's flash went off.

Bill lowered the camera. "You know that I have always wanted some nude photos of you."

"And you know how I feel about my body!" Jean objected.

"What is wrong with your body?" asked Linda as she stepped back.

"I am old and fat," replied Jean, her voice quivering.

"Nonsense," came Linda's quick reply. "You have a very nice body."

"Sure, that is easy for you to say."

"Jean, neither of us is 21 again. You have aged nicely. It is obvious that your husband still enjoys looking at you. And, I have to admit, so do I."

Jean stood in silence.

Here goes nothing thought Bill.

Bill looked towards the two women. "She is right honey. You have a great body – just like Linda's."

There I said it. I hope to hell that I didn't blow it.



Linda looked towards Bill. It as obvious to her that he was both nervous and excited.

"Thank you Bill" Linda said with a large smile on her face.

"You are most welcome." He paused momentarily. "At least I think your bodies are alike."

The four brandies Linda had drunk had worked their magic. The teacher's inhibitions had been lost somewhere between the 3rd and 4th drink in the lounge.

"Only one way to find out," giggled Linda as her hands tugged on the cloth tie holding the robe together.

Bill's heart pounded as the woman, who until an hour ago had been a complete stranger, untied the knot and pulled her robe open.

Jean let out a soft gasp as the robe parted exposing Linda's completely nude body.

Linda's breasts were a bit smaller than Jean's, but still full, leaving now doubt that she was a woman.

Fuck. Jean's are 40D – those must be 38s.



A somewhat sparse triangle of black pubic hair rose up from between Linda's legs and formed a near-perfect triangle.

"Do you mind?" Bill asked timidly, holding the camera up.

"Why should I. It's my camera!" she replied when a devilish grin.

The room brightened momentarily as the digital camera captured not only Linda holding her robe open, but also Jean. Bill's wife had dropped her arms to her side and her "oh my goodness" was captured by digital technology.

"My God," exclaimed Bill, unable to control himself. "You, you are fantastic!"

A wave of jealously pulsed through Jean's body. She took a deep breath, and for the first time in her life, muttered "what the hell."

As Bill gawked in amazement, his wife's hands slipped under her panties and she lowered them off her hips, letting the fall to her ankles. Jean smiled broadly as she kicked the panties off her feet.

To Bill's amazement and delight, his wife put clasped her hands behind her back, and for the first time in their marriage, posed for her husband. The camera flash went off.

Linda smiled at the now naked UPS clerk. Bill was right.

"Jean. We could be sisters!" noted Linda, as she lowered the robe off her shoulders and tossed it to the floor.

Bill could not believe his good fortune. The room filled with light again as the two 50-somethings were captured in their natural glory.

"You have waited a long time for this Bill," the older woman said to her husband.

Not only had the brandies loosened up Linda, but the rum and cokes had had an obviously affect on Jean. It was as if she were a different woman.

Linda put her left arm around Jean's waist. Jean responded by wrapping her right around Linda's mid-section.

Yet another flash of light.

The women both giggled then turned around.

Jean did an immediate double take as she realized they were standing completely nude in front of the large picture window overlooking the city. She started to cover herself with her arms, but Linda took hold of Jean's wrist.

"No-one can see us," Linda said.

Jean wasn't so sure, but the rum had given her courage.

"You are right Linda," Jean replied. "And even if they can...."

Linda laughed as they faced the large window and fully exposed themselves to the outside world.

The room exploded into light again.

Linda's arm once again found Jean's waist. Jean quickly followed suit.

"Hey girls," Bill said excitedly.

Bill was treated to a full profile of the two women as they both turned their head and shoulders towards his voice.

"I hope you have a lot of room left on this memory card!" Bill exclaimed as the camera captured the profile of Linda's right breast and Jean's left breast.

"Sorry Bill. But there are only a couple more left" Linda replied to Bill's disappointment.

Linda turned towards Jean and whispered something to her. A wicked grin appeared on Jean's face, followed by a giggle, and finally a nod.

Jean faced Linda. Their bodies were mere inches from each other. They simultaneously reached out and wrapped their arms around the small of each other's back.

"Ready?" asked Linda.

Bill let out something that sounded like a muffled 'yes'.

The two women moved into each other. Their breasts met and squished together. Linda turned her head to the right, Jean to the left. They both smiled at Jean's husband as the camera flash once again went off.

Jean blinked as spots filled her eyes. "Ok honey. Put the camera up."

Bill started to object, but noticed a CARD FULL message on the camera's viewscreen. He put the camera down on the top of the television and then sat back in the large chair. He felt as if his heart was about to jump out of his body.

Linda turned back towards Jean. Jean's blue eyes were slightly gazed but still sparkled.

Bill stared in disbelief as the two women leaned forward and their lips met.

Jean pulled back.

"This is wrong?" she whispered as she dropped her hands from Linda's waist.

Linda reached down and took Jean's left hand. They walked over in front of the large window and stared out into the night.

"We can stop right here if you want," Linda offered to Jean. Linda noticed Jean was trembling.

"Have you ever, I mean, have you, with a..."

Linda shook her head. "Once many years ago, I came close. Since the, I have never really wanted to. Until tonight."

"I have never come even this close Linda", Jean responded quietly. "I'm scared."

"So am I" Linda offered.

"What about Bill? What will he think?"

Linda giggled. "Are you kidding? It would make his day!"

"Linda, I am such a prude. I wouldn't know how to begin."

Linda smiled again. "We already have Jean."

Both women could feel their areolas constricting and their nipples expanding outward as they peered out the window.

After what seemed like hours, Linda looked at her companion. Jean nodded.

Linda tightened her grip on Jean's hand. The decision had been made.

Bill continued to stare in disbelief and the two women turned their backs towards the window and walked towards the queen bed closest to the window. Jean looked at her husband – her eyes asking his permission.

Bill sensed Jean's need of approval and mouthed a simple 'yes'.

The backs of Jean's calves were against the bed. Linda released her grip on Jean's hand and placed her own hands on her companion's shoulders. Linda pushed down. Jean responded by sitting on the bed. Jean looked up. Linda's face was framed by her breasts. Jean could tell that her friend was as aroused as she was by the size and length of Linda's nipples.

Linda pushed Jean backwards. Jean closed her eyes as her back came to rest against the bedspread.

Linda glanced over at Bill. Not surprisingly, Jean's husband had withdrawn his penis and was slowly stroking it. Linda winked at him, and then dropped down onto her knees in front of Jean.

Jean could feel her pulse racing as Linda placed her hands on Jean's knees. The UPS clerk resisted at for a second, but then relaxed. Linda's hand pulled Jean's knees in opposite directions. Linda moaned softly as Jean's womanhood opened to her. Jean's vagina was still tight for a middle-aged woman. A neatly formed triangle of black pubic hair rose up towards the woman's stomach. At first, Linda could only gawk at the sight of Jean's pussy. She had seen her own in a mirror, but never another woman's this close. The teacher took a deep breath and moved her head forward.

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