While I was in junior high in the mid 1970's, the administration made the progressive move of making, on a trial basis, two of the ninth grade PE classes coeducational. One was to be taught by one of the boy’s PE coaches, and the other my one of the girl’s PE teachers.

The boy’s coaches were very selective in their choices for this project. They only picked the best behaved boys, not necessarily the best athletes. The girl’s coaches on the other hand seemed to pick any girl who volunteered. I was one of those boys chosen.

While we, my buddies and me, were waiting for the teachers to be announced we speculated and discussed whom we wanted to be our first female PE teacher. The favourite was Miss Rodgers, a young slender red head. The least preferred was Mrs. Cole, a fat, elderly woman who liked boys about as much as she liked slime mold, and girls only slightly better. Mrs. Cole wore her greying blonde hair in a short and severe hair style that screamed ‘Butch!’ In the end it was Mrs. Goodwin who was my first lady PE teacher.

This is the story of Mrs. Goodwin and me.

I got along well with Mrs. Goodwin from the start. I was well behaved with good manners. Mrs. Goodwin selected me to lead the group exercises that we did at the beginning of each class because I could bellow like a Drill Instructor. Also, I was entrusted with the running of little errands for Mrs. Goodwin, and that helped me get out of some of the more onerous games, like paddle tennis. Where Mrs. Goodwin and I really hit it off was with our enjoyment of running track. She had been on the track team when she was at university, and was glad to pass on some tips and pointers to me.

In those days the girl’s coaches wore baggy navy-blue walking shorts and light-blue polo shirts with the school logo on the left breast. Mrs. Goodwin herself was tall, with long legs. She wore her medium brown hair short, with no real attempt to make it stylish. Her face, arms and legs were well tanned. She was not what would be called ravishingly beautiful, with a long, somewhat angular, face, but wholesome looking. She a very sweet smile, and her light blue eyes that would sparkle when she did. One thing that I noticed early on was the surgery scare on her left knee. With all that said, I really liked Mrs. Goodwin, as a teacher and as a person.

The highlight of the year in PE was the yearly school track meet, and this year the highlight was to be a head-to-head contest of the 4x100 yard relay, Mr. Hannigan’s coed PE class versus Mrs. Goodwin’s class. The rules were that each class would have two boys and two girls on the relay team, and they could run any leg. After try outs and practice I was selected to run the anchor leg of this important race.

When the day of the track meet finally arrived, I was ready. I did well in my other events: the standing and running long jump; and the 50, 100 and, 440-yard dashes. The 4x100 yard relay was the last event of the day. I won’t bother you with the details of the race, just suffice it to say that Carla gave me a two-stride lead going into the anchor leg, and I never looked back.

I stuck around after the meet to help put away the equipment and bleachers. When that job was done, I headed to the locker room to shower and change. When I was ready to leave school, I went by the girl’s PE office to say my good-bye to Mrs. Goodwin.

When I entered the office, I didn’t see anyone.

"Hello! Mrs. Goodwin!" I called, "It’s Andrew."

"I’m here in the back," came her muffled reply. "Come on back!"

If the girl’s PE building was laid out like the boy’s, I was headed toward the coaches locker room.

The door to the locker room was about halfway open, I poked my head in. Mrs. Goodwin was seated with her back to me on the bench in front of her open locker. She only had on her bra and full sized briefs, ‘grannie panties.’

I stammered an apology and started to withdraw. My thoughts were in a jumble. I was startled, embarrassed, and turned on all at once. Mrs. Goodwin looked over her shoulder with a smile.

"Come on in, Andrew. I won’t bite."

I entered the locker room, still staying by the door, ready to make a hurried exit if needed.

"You did a great job at the tack meet today, Andrew."

"Thank you, Mrs. Goodwin."

"‘Mrs. Goodwin’ is too formal for friends, Andrew. When we aren’t in class, you should call me ‘Joan.’"

"Ah . . . Okay, Joan," I sort of stammered. She said we were friends. I liked that. I had always been fond of Mrs. Goodwin. In a heartbeat I realized that all along I had crush on her. Mrs. Goodwin had shown me nothing but kindness, and I always wanted to please her. My mind was in a whorl. Here I was, talking with my PE teacher, in the coaches locker room, while she was wearing only her underwear. And she was acting as if it was the most natural thing in the world to do.

"I’ve enjoyed having you in my class this semester, Andrew. You have always been such a nice young man."

"Thanks, Mrs. Goodwin," I said, falling back into formality. "I’ve liked being in your class."

"Just another couple of weeks and you’re off for the summer. Any vacation plans?"

"I don’t think so. Mom has to work, and I’m going to summer school at the high school." My mom had a rule: unless I had a paying job I had to go to summer school.

"Andrew, would you be a dear and undo my bra?" she asked.

I would have walked on the ceiling if she had asked me to! I stepped over to Mrs. Goodwin. I knew how bras were fastened, having helped my mom sort laundry. I undid the three hooks and gently let my hands fall to my sides.

Joan took the straps off of her shoulders and tossed the now empty bra into her locker.

This was in the days before sports bras had even been thought of, so Mrs. Goodwin had to wear her bra tight to keep her breasts from bouncing too much. I saw the deep marks on her shoulders from the straps, and I felt sorry. I didn’t like to see anyone suffering. On impulse, I reached up and started to massage her shoulders and neck. The simple act of touching her bare skin made my penis stir in my jeans again.

"Oh, Andrew, oh . . . yes, that feels so good," she said rolling her neck in enjoyment.

I worked my way lower down her back. I started to really massage deeply. I could feel the tension squirt out of her muscles, like toothpaste out of a tube. Joan leaned over so I could reach her entire back.

After several moment she let out a deep, satisfied sigh. "Thank you, Sweetie," Joan said looking back over her shoulder. "You do that very well."

"Thanks, Joan." I was looking at her panty clad bottom. Her briefs were of thin cotton, so there was just a hint of flesh underneath. A very intriguing sight for a fifteen years old boy.

"You’ve had a good look at my back, Andrew. Would you like to look at my front?"

I was dumbfounded! Here was a mature woman inviting me to look at her breasts. Not some furtive peeking at some classmates budding titties, just come on and have a look.

It took me a moment or two to find my voice again. "Yes, Mrs. Goodwin, I would like to look at your front." I did not trust myself to say the word ‘breasts.’

I sidled around the bench until our knees were almost touching. I could not really take my eyes off of my shoes. I was embarrassed and scared that something awful was going to happen.

"Don’t worry dear," Joan said in a reassuring voice. "They won’t hurt you."

With that I looked up. All guys want to have something sophisticated or cool to say at a time like this. "Gee, Mrs. Goodwin, what did you do to make them so beautiful?" is what I blurted out.

She threw her head back and laughed. I had the pleasure of seeing her breasts jiggle as she laughed. My penis was making its presence known by its incessant pulsing.

Mrs. Goodwin smiled at me as she reached out and touched my cheek. "Andrew, that is the sweetest thing anybody as said to me in a long, long time."

"What about Mr. Goodwin?"

Joan sighed again. "He doesn’t look at me all that often anymore." My parents had been divorced since I was five years old, and too young to read the signs, so I didn’t know that intimacy was often an early casualty of marriage.

I now took the time to have a good look at Joan’s breasts. They were full, sort of pear-shaped, and low slung with large pale pink areolas and prominent nipples. She turned a little left and right so I could see them from several different angles. They were very nice. My penis was threatening to burst out of my jeans.

"Have you ever seen a woman’s breasts before?"

"No."I was too absorbed in staring at her breasts to reply with more than monosyllables.

"Not even in a magazine?" Joan asked playfully.

"No . . . Well, maybe once or twice," I admitted.

"Sweetie," Joan said softy, "I want you to touch them."

I must have given her a look of blank surprise because she nodded her head at me and smiled again.

Slowly, in part wanting to savor the moment and part apprehension, I reached out to Joan’s beautiful breasts.

The moment that I first touched Joan was an instant to savor. Her breasts were soft, yet at the same time firm. And they were warm to the touch. Purely out on male instincts I began to gently squeeze and caress them. My efforts were rewarded by the magical feeling of Joan’s nipples becoming erect against the palms to my hands.

Joan moaned softly and put her hands on mine. "Oh Sweetie, that feels wonderful."

All I could do was give a gentle squeeze as an answer.

"Kiss them, Sweetie, kiss them," Joan ordered breathlessly.

Reluctantly I released her breasts, and knelt down between her legs.

I bent slightly to start kissing Joan’s breasts. I resisted the impulse to head straight for the nipple of her right breast. Instead I started my kisses at the base. With tenders kisses I slowly inched my way across and down toward her nipple.

"Oh Andrew," she murmured, "You have the softest lips!"

As I approached the areola, I started kissing around the edge, gradually spiraling closer and closer toward the nipple of her breast.

"Oh Sweetie, you are such a tease!"

When I eventually reached Joan’s nipple, I gave it the lightest kiss, then another a little harder, then finally I took the sweet jewel in my mouth.

Joan started stroking my hair.

"Sweetie, that feels wonderful! Don’t stop. It’s been so long!" She then pulled me close, between her beautiful breasts. She kissed me on the top of my head, then she took my head and with her hands on both sides brought me up to kiss her on the lips. She gave me a very long and tender kiss.

"We have to wait. We can’t let someone catch us here."

I nodded dumbly.

"Can you come to my house, Sweetie?"

I had found my voice again. "Sure, where do you live?"

Joan rattled off an address. It was only about two miles from campus, in the opposite direction from my house. I nodded in agreement. It would not be too far of a bike ride. "I need to call my mom," I said as I stood up.

"Use the phone on my desk." Joan smiled again at me. "Now scoot!" she said playfully.

I had just settled in behind Mrs. Goodwin’s desk when Mrs. Cole came into the office. It was a good thing too: my penis was making a bulge in the front of my jeans.

"What are you doing here?" she snapped.

"Mrs. Goodwin said I could use the phone to call my mom, Mrs. Cole."

"All right," she said, "Just make it quick." She then did something very odd: she smiled at me. "You did an excellent job at the track meet today, young man."

"Thank you, Ma’am." I knew that it was best to be very formal with Mrs. Cole.

"I wanted to beat the pants off of Mr. Hannigan’s class."

"Yes, Ma’am."

With a nod Mrs. Cole headed back toward the locker room.

I picked up the phone and asked the school operator for an outside line. I dialed my mom’s work number.

"Hi Mom."

"Oh hi there. I’m glad you called. I was going to call you. Ray has asked me to go out to dinner and a movie tonight." Ray was my mom’s boyfriend. I was not that fond of him, but that is another story. "You’ll have to find your own dinner."

"Then I guess it’s okay if I go over to Hal’s house then?" I said giving a plausible lie. Hal was my best friend, and I often went over to his house on the way home from school.

"Of course, dear."

"Maybe I can mooch a meal off of Mrs. Taylor."

Mom laughed. Mrs. Taylor, Hal’s mom, had the well deserved reputation of being a really lousy cook. Hal often came over for meals at our house. "Maybe you can, but there is a casserole in the freezer if you’d rather."

"Okay, Mom." I said brightly. "You and Ray have a good time."

"Sure thing. Bye."

"Bye Mom." I said as hung up the phone. It was all set. I knew that Ray would keep Mom out until at least midnight, so I had no time constraints.

I figured that it would take Mrs. Goodwin another fifteen minutes or so to shower and change. I had enough time to go to my locker, get my book bag and then get my bike.