Chapter 1

Gloria felt a strange sense of uncertainty as she drove past the gates and up the tree-lined drive. To her left she could see the dark buildings of the school. "So this is Hillsdale School? Well it's a gloomy pile of rocks isn't it?" Even her own attempts to joke about the place seemed a little stale to her and she stopped trying. It was gloomy and really pretty awful! It was dusk and the falling shadows gave the place an even more forbidding look. As she proceeded up the drive, she saw a large dorm building and knew that this was her new home.

"Home! Thirty-three years of age and this is the only home that you have?" She was disturbed with herself. She tried not to think about the deep loneliness she felt She glanced up at the mirror and saw her face. "It's not so bad," she thought and indeed it wasn't Her dark brown hair framed her even and pretty features nicely. She knew that she had a good body, "In fact it's a damn nice one." She thought of Sidney Haberman- "My one and only love!" she thought bitterly. She tried to imagine him, the man who had been the first, after all these years; he had been the very first to see and enjoy the body that was so "damn nice."

She tried not to think of the hurt and the shame she felt when she found out about Mrs. Haberman and the near scandal that had forced her to leave her last position. Finding this job in mid-term was a very lucky break and no matter how gloomy the place looked she wasn't going to back out The main building was in sight now and she tried to force the thought of the hungers and the needs that Sidney had found and released in her out of her mind.

She tried to put her best "responsible adult" face on as she stopped the car and prepared to go in to meet her new boss. "Franklin Silvers, PhD-the headmaster of this terrible pile of masonry." She took a deep breath and got out of the car and hurried up the steps. The cool evening air helped clear her head and she felt better as she reached the door.

Inside the building she found a door and knocked on it. For a moment she heard nothing. Then she heard some hurried sounds as if somebody had been startled. Then a deep voice spoke out.

"Who is it please?"

"Miss Henderson-Gloria Henderson."

"Who?"

"Dr. Silvers, I'm Gloria Henderson, the new housemother? We have spoken on the phone."

"Oh, of course! I am so sorry Miss Henderson, I thought that you were not due until morning. Just a moment. ..." She heard footsteps cross the floor and the door opened. "I do apologize, Miss Henderson, won't you come in?"

She entered the room and was surprised to see another woman in the room. She was a largish blond woman with a strong Nordic-looking face. "May I introduce Mrs. Alma Polenski? She is our cook and dietician." The two women nodded and studied each other closely. Gloria noticed that the other's hair was slightly mussed and for an instant she wondered what had been happening behind the door before she knocked.

Silvers showed her to a chair and sat down himself. He was a slightly portly man, his grey white hair was impressive and it wasn't until she came to his red pouting mouth that she had any doubts about him.

"I can't tell you how fortunate we feel that we were able to secure your services, Miss Henderson. I realized that trying to find a trained person like yourself this late in the term was almost impossible. Our former housemother, Mrs. Phillips, just left us without a word of warning. We didn't have a hope of finding someone so well qualified as yourself. Of course I am sorry that your former school had to close your house with so little warning. Fortunately we here at Hillsdale find our finances in much better form."

He seemed so smug about his last comment that Gloria felt a sudden resentment. Her former school hadn't had to cut back because of poor management, it was just the times. When things are bad the frills like private schools are the first to suffer. She hadn't had to go, but her affair with Sidney had caused so much comment that she took the opportunity to leave. Still, she saw no profit in engaging in an argument with her new employer in her first five minutes, so she said nothing.

"You will, as we discussed on the phone, take over in the main dorm. The dorm houses our students from ages thirteen to seventeen. Your duties are much the same as in your former school. Here is a handbook that explains our rules and regulations. I'm. certain that you will find nothing in there that will surprise you-it's pretty much the average set of lights out, deportment, etc. Now come along and I'll show you to your quarters and introduce you to the young gentlemen."

In moments they were walking together across the tree-clustered campus. "Our math teacher and coach, Mr. Harrison, has been acting as the house monitor since Mrs. Phillips left us. I'm certain that he will be most happy to see you. He's a single man and I'm much afraid that he has missed his freedom these past evenings." She could hear the leer in his voice and refrained from comment on his attempted joke. As they walked he kept very close to her and she could feel his thigh brush against hers. At the step he moved as if to take her elbow, but his hand cupped her soft buttock for a second.

"Oh, I am sorry, here, let me take your arm, my dear." Despite his quick apology, she heard the silky sound in his voice, she felt herself stiffen, she knew that it was no accident and resented his touching her.

"This old goat has some young ideas," she told herself. "Never mind Dr. Silvers, I can handle your type of man any day!" she told him in her mind. Still feeling the self-righteous anger at him, she allowed herself to be propelled up the stairs. She didn't excuse him, didn't dignify the incident with any words whatever. She hoped her obvious dislike of being handled would communicate itself to the man and make any further such disgusting incidents unnecessary.

Once inside the door she could hear the loud talking and laughing that were common in such a dorm. She smiled. "I really love this, this is home for me." It was true. "Gloria Henderson loves her work, she feels a true sense of enjoyment and achievement working with young people." She remembered that had been written on one of her fitness reports and it had pleased her. She was led down the hall to a door. Dr. Silvers knocked and stood back. She saw him compose his face into a severe, austere expression that she figured was the face that he used with Mr. Harrison, and she found herself wondering if he was any more impressed with the expression than she was. She almost laughed when she decided that she wasn't impressed in the least.

The door jerked open and she was struck by the sight of the man who answered. He was tall, and had a friendly face ringed by his dark curly hair. He shouted in exasperation, "Look, you guys have got to let me be! I told you that I have work to do tonight and I can't be in any bull sessions, I-" The expression on his face turned comic when he realized who stood before him. In that instant Gloria knew that she liked the man. He took his embarrassment lightly. "Well, Dr. Silvers, I am pleased to see you. I'm sorry if I bellowed at you just now, but the troops have been driving me up the wall today and I have been working on a paper, as you know."

Gloria and Dr. Silvers followed Mr. Harrison into the cheery sitting room. There was an open door to the rear of the room and she knew that it led to a bedroom and a shower. She was pleased with the room at once and liked the modest modern furniture. Once they were in the room Mr. Harrison fixed her with a mock prayerful expression and continued to talk as they sat on the sofa.

"Do I perceive the U.S. Cavalry coming over the hill? Is this the angel of mercy, the Miss Henderson of fable and song that I see before me? Can it be that my hours as jailer and chief nosewiper are numbered?" Gloria couldn't help smiling, but Dr. Silvers didn't seem to like the light tone that the other took.

"Perhaps the old lecher is still miffed that I didn't fall over panting because he touched my behind." she thought and almost laughed out loud as he started to speak.

"Yes, ah, yes indeed Mr. Harrison, this is Miss Henderson our new housemother. Miss Henderson, may I present Mr. Charles Harrison, our math teacher and physical-education coach." Harrison smiled easily as he reached out for her hand.

"It's Chuck, Charles has always made me feel like a butler or an undertaker." She laughed as she took his hand. It was apparent that they were both ignoring the older man's stiff formality. Now she was certain that she liked the younger man and was happy that she sensed that he liked her. She hadn't felt that with Alma Polenski; there had been a definite chill between them. Dr. Silvers chose to ignore the attempt at an informal atmosphere and plowed on.

"Mr. Harrison, now that Miss Henderson is here and ready to take over her duties, you are relieved and may resume your regular schedule." Harrison laughed.

"Thanks warden, tell the governor that he won't be sorry. I'll go straight, you'll see." He turned to her. "Miss Henderson, where are your things? I'll have some of the boys go out and bring them in for you right now."

In just a few minutes he had organized a work party and she heard the boys laughing and whooping as they ran towards her car to get her bags. Chuck Harrison was whistling as he happily gathered up a few personal things and jammed them into an old scuffed overnight bag.

"I'm happy that you're here Miss Henderson. The boys are really a great bunch but I do have some things to do, and being housemother has been a strain on me, to say nothing of the strain it's been on the boys having me here." There was a thump at the door and it burst open. She smiled as she saw a group standing in the hall, each boy carrying a bag or a box of books.

In just a few minutes she had supervised the placing of the contents of her car and she almost felt at home Harrison performed hurried and informal introductions for some of the boys and went out the door in a tornado of laughing shouts and goodbys.

Once he was gone the boys still stood in her doorway and she felt that she should make some official note of her arrival.

"Thank you so much boys, I do appreciate the help in getting my things in. I want you to know a little about me: I do believe in the rules and in keeping the dorm clean. I'm certain that there will be little trouble between us. Once I have learned all the rules of the house I'll make certain that you live up to them. Otherwise you won't even know that I'm here. Of course I will act as advisor and tutor for you, or if you have any problems please feel free to come to me. Thank you again, and now if you will excuse me I have some unpacking to do. Goodnight." There was a scattered mumbling of replies as she gently shut the door. As she moved to some boxes by the bookcase she felt a disappointment in herself.

"Why do I always sound so stiff and remote?" she asked herself. "Why can't I ever unbend?" She packed the shelves with books and another disquieting thought came to her. "Some of these boys are quite large, almost men. Seventeen years old. I've never had to handle boys this old before; I wonder if I'll have any problems?" She shrugged the doubts aside as she finished one box and went on to the next.

Within an hour she was unpacked and flopped down on the sofa in the sitting room. She felt tired, it had been a long drive and being in a new place always was such a strain for her. Still, she wasn't sleepy. She felt the excitement that a new place and a new job always brought to her. She checked her watch and saw that it was only an hour to lights out. Just as she went to the bookcase to find a book, she heard soft footsteps descending the stairs by her door and listened as they went down the hall and out the back door. She stood, uncertain as to what was going on, when she heard the sounds of more feet going down the stairs and following the others out the back. She went to her door and was just in time to see the back door close and latch softly.

The dorm was quiet. She could hear some boys talking in a room down the hall but no more persons came down the stairs. Still uncertain, she walked to the back door and went out. In the darkness she could see two figures going around the rear of the school and heading for a utility shed to the rear of the main building. Gloria stood in the darkness, undecided. Her common sense told her to go back to her room, that the boys were simply taking advantage of a new teacher and that she would have ample time to assert her authority tomorrow. Her sense of duty told her to follow and see what was going on. "I can't let them get ahead of me", she told herself primly and she followed the shadows towards the shed.

As she neared the shed, she looked back but saw no one coming behind her and felt safer. She could see a faint gleam coming from one of the side windows and headed for it.

The shade on the window wasn't pulled down all the way and she moved up to it. She felt foolish, "It's probably some secret society and I'll find them going through some silly ritual," she thought as she bent slightly to look into the room. It was a tool shed; she saw rollers and other gardening tools hanging on a rack. At first all she saw was about five of her boys. She recognized at least three of them as members of the group that had brought in her baggage. The window was shut and she couldn't hear what was being said and she had just decided to leave. She felt ashamed to be spying on the boys. Her feet had already turned to take her away from the window when two of the boys moved to one side.

There was an old Army cot against one wall and on it sat Alma Polenski!! The big woman still wore her white uniform-like dress. She leaned back against the wall and Gloria saw her laugh at something one of the boys said. Alma looked around the assembled boys and seemed to be counting them, then she pointed at one of the boys and Gloria sensed some disappointment in the others. The boy that the blond woman pointed at grinned and sat beside her on the cot. The others moved away and sat against the far wall. Gloria was still puzzled, she couldn't understand what was happening.

She felt no urge to leave now however, she had a "nasty" thought about what the woman intended with the boys but she instantly brushed the thought aside as incredible! Just as Gloria almost had herself convinced that there was some simple explanation to the meeting in the shed, Alma said something and smiled at the boy beside her. The boy looked a little uneasy now and he shot a look at the other boys, as if to get encouragement: Alma didn't wait. She shifted her position until she was almost facing the boy, one leg curled under her, and she leaned forward. She took the boy's nearest hand and slowly lifted it until it was at her throat. With her free hand she undid the top two buttons of the dress and helped the boy slip his hand under the cloth.

Gloria gasped and almost shouted something but she couldn't utter a sound. She held her breath and felt as if she was rooted to the earth as she watched the boy's uncertainty fade and be replaced with a purposeful look.

She saw the lust flame up in his eyes. He reached forward and brushed her hand aside and unbuttoned the rest of her dress to the waist. Alma smiled at the boy and shrugged her shoulders, letting the loose dress fall to her waist. She wore no bra!

Gloria was shocked when she saw the other woman's heavy breasts fall out naked, her skin was white and even in the dim light Gloria could see the one free nipple. She watched it grow hard and stand, it was a deep pink color. She watched the boy as he toyed and played with both breasts. He pulled and twisted the nipples, Alma shut her eyes and Gloria was amazed to see that the woman loved every second of it!

Alma's large hand moved forward and she gripped the boy's organ through his trousers. Gloria could see its outline as the large woman pulled at it, almost tearing the boy's clothing. She loosened her grip and moved both hands to the boy's belt, undid it and pulled the zipper down. Gloria watched as the woman's knowing hands pulled the shorts down slightly and her fist enclosed the boy's penis as it popped out. She felt a thrill of excitement as she saw the organ swelling up from the other's curled fingers. She was instantly ashamed of the excitement but she couldn't shake it off and she waited eagerly to see the penis fully. The older woman contented herself with simply handling the boy for a little while. Her fingers gripped the shaft tightly and she pulled and pressed. "She is jacking him off, oh my god!" Gloria tried to feel disgusted. She had heard the boys in other schools joking about that but she had never witnessed it before! She was disgusted and outraged that the woman would stoop to having this sort of dealings with the boys but she was also strangely excited.

She noticed that the boy's erection was growing larger in the woman's expert hand and was surprised that a boy that young could have such an impressive organ. The boys along the wall didn't move as they watched silently Gloria could see large bulges in their pants too and for an insane moment she wanted to go in and help Alma with them!! She was horrified at herself for such thought and felt frightened at its intensity. She wanted to leave and had almost forced herself to turn from th window when the boy became impatient and stood up He pulled away from the woman's hand and began to undress. Alma didn't protest, she just grinned at the boy and sat back on the bed. She made no move to undress herself and for a moment Gloria wondered what would happen; she couldn't leave now!

Apparently the boy hadn't expected the blond to undress because when he was naked he moved in on her quickly. Gloria saw his totally erect penis and felt that terrible excitement in herself again. The woman made no move to help the boy undress her until he had the dress completely undone. She lay in a pair of panties They were so thin that even Gloria could see the outline of the woman's pubic hair pressing against the material she could even see the outline of the lips of the woman's vulva! The boy pulled the woman to her feet, and pushed the dress to the floor. He hooked his fingers in the elastic band and pulled the panties down to the woman's knees.

Alma stood smiling as she was revealed to the boys and to Gloria in the window. The blond held her thighs tightly together and refused to allow the panties to fall any further. She said something to the boy, he looked hesitant and she again took charge. Firmly she pressed on his shoulders and she pressed him downward until he knelt on the rough floor in front of her. Once he was there she allowed him to pull the panties all the way to the floor. Alma smiled down at the boy and suddenly she opened her full thighs and pressed the boy's face between them! Gloria had to clasp her hand over her mouth to keep from crying out as she watched the woman use the boy. Alma shifted her position and Gloria could see the boy's tongue as it disappeared into the dark shadows of the woman's groin.

Gloria felt her legs tremble. Never in her life had she seen such an immoral act. She was ashamed to be watching and knew that she should put an immediate stop to this perversion of the boy but she couldn't act, she felt as if she must watch to the end. She glanced at the boys on the floor. They watched intently, no one joked or said anything. Gloria watched the two before her again. As she watched she tried to repress the excitement that she felt and to ignore the moist feeling between her own thighs. Alma seemed to be satisfied and she released the boy and sat back on the bed.

The boy jumped to his feet and went to her. She smiled broadly as he pushed her shoulders and she allowed him to press her flat on her back. She continued to smile as she slowly opened her thighs. Instantly the boy was on her. Gloria felt a firmer thrill as she watched his hard young penis bob as he positioned himself between the woman's thighs. Alma reached out and grasped the pulsing shaft and guided it to her opening and Gloria almost cried out again as she saw the firm young shaft press up into the woman.

She watched Anna's face as the boy entered her; the woman's eyes rolled and her mouth fell open as she felt the shaft. It was almost as if Gloria could feel it enter her as well and she pressed her hand against her own mound as she watched. Alma placed her hand on the white buttocks that bobbed over her to regulate the boy's strokes. She held him down, forcing him to make slow, full motions. The boy's mouth was open too and his eyes were shut tight as he wallowed in her wet and slippery opening. Alma was lifting her hips and grinding her pelvis against the boy's root, allowed him to piston into her faster, urging him on, increasing the pace second by second.

Gloria was pressed against the wall, her own mouth hanging open as she watched, her breath coming in gusts as her eyes devoured the act being done before her. She was so absorbed that she was caught unprepared when Alma suddenly pointed at the window where she stood and said something to the boys along the wall. One of the boys got up and was almost at the window before Gloria realized that she would be seen! She dropped to her knees and pressed up against the wall. Over her head she heard the window scrape protestingly as it opened, but there was nothing said and she heard footsteps moving away from the wall. Her heart beat like a hollow-log drum in her chest. She got to her feet and peered in the window just in time to hear Alma laughing as she talked.

"... so damn hot in here-can't fuck if I'm roasting, can I honey?" There was a titter of amusement from the boys who watched, their eyes glittering as they watched the woman and the boy copulate. Suddenly the largest boy got to his feet and casually disrobed, his eyes never leaving the couple on the cot As he was naked and making a move towards the two, Alma saw him and her face broke out into another broad smile.

"Ah!, there's my Teddy, my big stud boy, come to Alma, Teddy honey!" The boy swaggered over to her and stood at the head of the bunk. The woman had to lift her chin and look up at him backwards. His organ hung semi-stiff between his legs and even Gloria had to admit that it was impressive. She had seen few men's organs in her life and she couldn't remember seeing one so long and so very thick. Her own vagina ached now and she was disturbed to realize that she wanted that shaft to come to her! She felt a bright flash of envy as she watched the woman reach up over her head and fondle it, letting her fingers toy with the crimson head. Both women held their breath as they watched it grow and swell even further.

Ummmmmm Teddy, it looks so gooooooood!! Bend over honey and give your own Alma some of that." Gloria didn't understand at first. She couldn't begin to understand what the woman wanted, but the boy did! Kneeling over the woman's head he bent forward slightly, one hand supporting him on the wall, the other resting on his hip. Gloria felt her eyes bulge as she watched the head of the organ rub against the blond's full red lips.

"Oh dear God! She wouldn't-that's awful!!" Gloria's mind screamed at her, but as she watched with mounting horror, the woman opened her mouth and sucked the head of the organ in. Gloria watched, stunned, as she saw the red tongue rise out of the mouth and slither around and over the pulpy penis head.

"AHGGHHH!" she cried out loud and in her own upset state she forgot herself and moved too fast. Her shoulder hit a stack of rakes that leaned against the building and they fell along the wall making a loud clatter. Out of the corner of her eye she saw Alma sit up quickly, pushing the boy away from her body just as he erupted. Gloria saw the boy's semen spurt up and fall on the woman's thighs and belly. Alma, Ted and the other boys were staring at the window. Then, almost in slow motion, two of the boys rose and headed for the door. Gloria felt a surge of panic as she picked her way around the fallen tools and ran!!!