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My Best Friend's Mom

By: Sender



It happened a couple of days ago. I was just hanging around at Nic's place like almost everyday - just relaxing.

Nic's one of my best friends and I often visit him in the evening so I get to enjoy one of Mrs. Michaels' delicious meals.

Nic's mother is 48 but she looks good and her giant natural breasts always give me a hard-on within just seconds. Of course her tummy isn't flat like 30 years ago but that never bothered me really. I often think about fucking Mrs. Michaels while jerking off since I once saw her sunbathing in the backyard with nothing more on than a very small bikini slip.

I visited Nic a thousand times before and it was always the same thing. Watching TV, playstation gaming, two beers or three and from time to time some glasses of J&B.....but this time it was a little different.

Nic and I were sitting in the living room watching music videos on MTV when the doorbell rang. Nic's mother opened and a few moments later she called for Nic. After checking the door Nic returned with an angry looking face.

"What's up?" I asked.

"I could kill him. My father needs me at his office to do the damn book keeping for him because he has to show up at some fucking business meeting. Damn!"

"What does this mean to me?"

"Either you wait or you go. Or would you like to come with me and do a little happy book keeping, hm?"

"No thanks. When will you be back?"

"I don't know exactly but I don't think it will last longer than about two hours."

"Well then, till later."

"Fine. I'll hurry. Maybe I can make it in one and a half hours."

Right after Nic had left, Mrs. Michaels came down the stairs. She came into the living room and placed herself on the couch, right next to me.

"Well George," she said with a calm voice. "So you decided to stay with me?"

"I guess that's right, ma'am."

I was kind of nervous because Mrs. Michaels was wearing a red loose silk dress and as I could see, no bra. She was sitting right next to me and her elbow was resting on my underarm.

She sighed hard and put her right foot on her left knee so her sole touched my knee. She reached forward and began to massage her foot when suddenly she quickly released her foot and leaned back.

"Is everything alright?" I asked.

"Sure honey, it's just my damn back. Would you do me a favor and massage my feet for me?"

I couldn't believe my ears. The mature woman of my dreams asked me for a foot massage? A foot massage is the first step to a sexual experience with a woman, and she asked for it!

"I will be my pleasure," I said.

She leaned aside and placed her feet in my lap. Directly onto the sensitive part. I felt a little reaction from my dick as her feet touched my pants. I started with her left foot. I first stroked it a little instead of massaging it but when she didn't stop me I began to stroke every single toe.

Mrs. Michaels moaned quietly. I pressed her pads softly and ran my fingers up and down her sole. After about two minutes Mrs. Michaels said, "And now, please do the other one." She raised her left foot and placed it on my shoulder so I could catch a glimpse of her white silk panties between her spread legs. I couldn't help staring at it for a moment but it was long enough for her to recognize it. She smiled and pulled up her dress a little giving me a better view. I spotted a light gray stain on her white slip telling me that she was getting horny too. I looked at her silk covered tits and her huge nipples stood straight up. I had never seen nipples of that size before. They must have been more than half an inch long. She started using her big toe to play with my flap. She ran it all over the right side of my face then she softly pushed my lips apart and slid her toe right into my hungry mouth. I began to lick the bottom side of her big toe and with my hands I was still stroking her other foot. Mrs. Michaels again moaned quietly.

"Have you ever seen an older lady's boobs?" she asked.

"No."

"Would you like to?"

"Nothing more than that, Mrs. Michaels."

She pulled up her dress and showed me the most delightful pair of tits I have ever seen. They were E-cup sized and her nipples were even bigger than I expected. Of course her tits sagged but their size made up for it besides, they were awfully suckable and seeing Mrs. Michaels squeezing her tits to my pleasure almost gave me the rest but thank god, just almost.

I could see the gray stain on Mrs. Michaels' panties grow as she stroked her tits.

"You'd like to suck them, don't you?" she asked with a big smile.

"I can't say I don't."

"Well then, come on Georgie boy."

She put her legs down and sat up. I began to softly stroke and squeeze her left tit and I couldn't believe how soft it was. For the second time I almost had shot a hot load into my pants. While I played with her nipples she gave me a long, moist kiss. She played with my tongue like no girl I kissed has ever done. I was horny like never before and I lowered my head to her giant nipples and started sucking on them. My pants felt like they would tear apart every second and so I took Mrs. Michaels hand and guided her to my crotch. She knew that it was her turn to give me a hand and she opened the buttons of my trousers and took out my prick. She slowly started jerking it and I couldn't help to release her tits and let my fingers explore where the gray stain comes from. I instantly found her swollen clit and rubbed it for a few seconds, then slid my middle finger deep into her wet pussy. I could feel her get even wetter as I finger fucked her. On one hand I wanted to taste her hot juices but on the other hand I didn't want her to stop caressing my rock-hard cock so I took out my middle finger and licked off every drop. I have never had a pussy tasting as good as Mrs. Michaels'. I couldn't wait to eat her and like she had read my thoughts she stood up, removed her slip and placed herself right in front of me, legs wide. She spread her big soft pussy lips and released a few drops of her hot juice.

"Is that what you want?" she asked.

I didn't answer. I slipped to the edge of the couch and started licking her dripping hole. I ran my tongue up and down her wet slit. I took her big lips into my mouth and sucked them tenderly. Mrs. Michaels moaned a lot deeper and louder than before. I simply couldn't get enough of her. I squeezed her ass cheeks with both hands when suddenly I recognized that she had a finger right down in her asshole. I wasn't sure what to do. I never had any anal experiences before. But I guess there has to be a first time for everything.

I slowly pulled her hand away and inserted my finger. I slowly slid in and out her asshole while still licking her juicy cunt.

After about five minutes of this horny piece Mrs. Michaels turned around spread her ass cheek wide and asked, in kind of a cute way, "Would you please be so kind and lick my asshole, dear?"

I always thought assholes would taste like shit but when I laid my tongue on this one I just wanted to suck the hell out of her. It was the best feeling my tongue has ever experienced. I stuck my tongue deep into her and licked every drop I could get. This whole scene made so hot I shot the biggest load I've ever seen without even touching my prick.

"I guess my asshole was too much for you, hm," she said.

"I can't deny."

"So it's my turn, honey."

She pushed me back on the couch and took my dick. And then she gave me the blowjob of my life. First she licked off all the cum and then started sucking on me. She took my cock deep into her mouth and sucked very hard so I was ready again within a few minutes.

Mrs. Michaels stood up, turned around showing me her gorgeous butt, stuck three fingers into her pussy and then rubbed the cunt juice over her asshole and the head of my cock. She lowered her butt, took my Prick and guided it to her asshole. Moist from the pussy juice my cock slid in easily. The feeling was indescribable. Her ass was so tight she could only take half my dick but it felt good like never before. Mrs. Michaels started to groan very loud and I was afraid the neighbors could hear us but watching the woman of my dreams cumming made me ready to squirt again. She fucked me hard and fast and I shot my hot cum right into her asshole. Right in this moment she cried out loud, her asshole tightened and I could feel her hot pussy juice drop on my balls. I pulled my dick out her ass and caught a few juice drops with my fingers. I licked my fingers clean to get a last taste of this unbelievable cunt and Mrs. Michaels lowered herself to suck me clean. After that she came up and kissed me very, very long. I guess the kiss lasted about ten minutes.

"You know, that was real good honey."

"You couldn't be more right," I said.

She promised me to call when she's home alone again. And lucky me: she already did. I just can't wait for next Saturday...

My Best Friend's Mom



It was my best friends 18th birthday and I was over for dinner. It was the end of July so I was home from college and we had been hanging out a lot. I had known him since I was twelve and we had been best friends since we were 13. His birthday was less than a month after mine, so I had just turned 18 and I was still a virgin.

His dad was out of town working on some construction project so it was just my friend, his three brothers, his three sisters, his mom and I. Around seven o'clock, she made a delicious dinner of tri-tip and then had cake. I was going to spend the night and then the next day we were going to go see a Giants game. After dinner and cake and a while of talking, she went up to put the kids to bed. As she walked up the stairs, I noticed for what had to be the millionth time, since I had first seen her, the way her tight rear shook as she went up the stairs.

After she left, I leaned over on the couch to my friend and whispered, "Damn, your mom is hot." He swung at me playfully and I leaned against the side of the couch and kicked my feet up as we switched the TV to ESPN. Now it was around nine-thirty and I said I was going to go up and change into more comfortable clothes. He threw a pillow at me and said something about not doing his mom and we both laughed.

Once I got upstairs, I had to pass his mom's room to get to his room where I had my stuff. I looked in and saw her lying on her bed and rubbing herself and moaning. She had to be forty or so, but god she was hot. I stepped back and peaked around the corner to watch. She was coming and moaning. I felt my cock getting rock solid and as I passed, she saw me adjust myself. She blushed, knowing I had seen her, then told me to come in. I did, feeling a little uncomfortable, but hey, I had been fantasizing about her for years.

She had pulled some covers over her nude lower half and said, "I'm sorry, I thought you would be downstairs with Adam. But since you're here, can I ask you something? Did that make you horny, seeing me masturbating?" I nodded, "Yeah, can I be totally honest with you?" She nodded. "I have been fantasizing about you for years and seeing that was like a dream come true." She laughed, "I thought so, I saw you looking at my ass, but that's fine. I have dreamed about you before too, would you mind coming here?" I did and sat down beside her. 

My hand ran under the covers to her thigh, and when I looked at her face, she nodded so I slid it further. It touched her already drenched pussy and she whimpered. I pulled my hand away and walked over to shut the door. Then I came back and pulled the covers off of her. I grabbed the bottom of her skin-tight shirt and slowly pulled it up as I massaged her clit. Once her shirt was off, she reached over and pulled mine off. Then she pushed me onto my back and slowly unzipped my shorts. Once they were off, she pulled down my boxer shorts and gasped as she saw my eight-inch cock standing erect.

She reached over and held it, then whispered, "Fuck me, fuck me hard." I pushed her onto her back and she spread her legs. As I slid my cock into her soaking wet pussy, she stiffened and I let out a low moan. I started pumping harder and harder. I cupped her breasts in my hands and rubbed and sucked and kissed and thrust, it all blurred together. After we had been screwing for close to five minutes, my friend walked by and saw us. He closed his eyes and yelled, "Oh my God! My friend is fucking my god damn mom! I smiled and so did she, he just walked by. I knew I was going to cum soon, and she whispered, "Cum in my mouth, I want to taste your hot cum." I pounded her cunt as hard as I could for a few more second and then slid my dick into her ruby-red lips.

She started to suck and I rubbed her clit and her tits and then I came. I had masturbated before but this was so much better. Waves of pleasure surged through my body and she arched her back and moaned, white cum dripping all over her face. 

Afterwards, we lay in bed and just snuggled, I kissed her passionately and we lay there making out for a good fifteen minutes. Then my friend came in again and pulled me away, "Break it up, come on." We walked downstairs and once we were in front of the TV, he whispered, "So, how was it?" I chuckled and said, "Why don't you go find out yourself.



My Best Friend's Mom



This is the continuation of the story "In love with my best friend's MOM"

The next day I got a telephone call from Monet’s office, it was her secretary, saying that I need to come to her office because she left a package for me. So after eating breakfast I immediately got dressed and went to Monet’s office. Upon reaching the bank where Monet works I proceeded to her office as I entered her office her secretary was standing in front of Monet’s desk making a phone call when she saw me she waved at me to sit on the chairs beside her. While sitting there I observed her secretary. To my estimate she’s about in her early 40’s because she looked a little younger than Monet. She has a creamy white complexion and overall she looks like a classy conservative lady. As she finished her phone call she sat in front of me and then introduced herself. I found out that her name was Mrs. Etta Baker and that she’s Monet’s secretary for 15 years now. As she was talking I can’t help but stare at her creamy white legs that were crossed and were dangling in front of her. I felt a hard on coming on to me so I shifted my position to conceal the impending bulge that might form in front of my pants. After the usual conversation was over Mrs. Baker stood up to get the package that Monet left for me from the filing cabinet just right beside me. As she was searching for it she bent over looking for the package on the bottom drawers, while she was bent over her skirt went up and I could see up to her creamy white thighs, which gave my boner another boost of energy.

       “Ah here it is!!” Mrs. Baker exclaimed as she straightened up.

When she handed me the envelope she caught a glimpse of the tent under my pants and gave me a naughty smile. So I crossed my legs to conceal my raging hard on. 

     “Joey I heard from Mrs. Towers that you are good with computers, well I have a problem with this one.” Mrs. Baker told me as she pointed to the computer next to Monet’s desk.

     “Can I take a look at it, maybe I can fix it.” I told her.

 So Mrs. Baker sat by the computer and turned it on, then I went around Monet’s desk and positioned myself at her back looking over her, by now my hard on has subsided due to the embarrassment of being seen by Mrs. Baker. So I watched her work on her machine. As she was explaining her problem her elbow would inadvertently brush against my cock, slowly reviving my hard on but to me surprise there was no reaction coming from her. So feeling confident enough I pushed my raging hard on closer into Mrs. Baker’s elbow. Still no reaction from her and I noticed that her elbow lingered for a while in its position, touching my cock. This went on for a few minutes then Mrs. Baker said

   “I think somebody here is really getting excited!!!” 

 And at the same time she gently grabbed my cock and slowly stroked it from the outside of my pants. Then she stood up and guided me to the couch and then locked the door. After locking the door she sat beside me and then she gave me a passionate kiss at the same time she was unzipping my pants and pulled out my rock hard ten-inch cock. As she was stroking my cock my hands wandered to her breasts and I gave her 40-year-old breasts some attention by massaging them through her thin blouse. Her soft moans filled the room as I reached down to her skirt and gently ran my hand up her silky soft thighs. As I reached her panties I gently rubbed her pussy through her underwear and then slipped my hand in her panties and started to rub her clit      “Ooooooooooooohhhhhhhh Joey that feels soooo good, it’s been so long since somebody has touched me there.” Mrs. Baker mumbled between her soft moans.       Encouraged by Mrs. Baker’s reaction I let her stand up and instructed her to take off her clothes. So she undressed in front of me in a slow and erotic manner. First she took off her blouse and then her bra, which exposed her voluptuous white breasts which she massaged from time to time, then she undid her skirt and let it drop to the floor leaving her only in her white cotton panties.

   “Do you want this to come off too, Joey?” Mrs. Baker asked as she pointed to her panties.       I just nodded a reply. Then she turned her back to me and then bent over slowly before pulling her panties down. I could see Mrs. Baker’s swollen pussy from her behind, indicating to me that she was very, very horny. Then I stood up and ran a finger up and down her wet slit

     “Ooooooooohhhhhhh Joey that feels really goooood!!!!!” Mrs. Baker admiringly told me.

 Then I cuddled up behind her and then gently kissed her neck then her back making her all the more horny. Then I reached for her voluptuous breast and then I cupped her soft breasts with my hands and then gently squeezed her firm nipples, which solicited a pleasurable moan from her

      “Ooooooooohhhhhhh Joey you’re just lovely, it’s been soooo loooong!!!!!”

  Then to my delight Mrs. Baker reached for my cock, which was rubbing against her back, and then gently stroked it up and down.

      “Haaaaaaaahhhh Mrs. Baker that feels soooo goooood!!!” I praised this beautiful mature lady.

   Then Mrs. Baker turned towards me, still holding my rock hard cock, and then knelt in front of me and then licked the tip of my cock    “Hhhhhuuuuuuuuuhhhhhh Mrs. Baker you are the best!!!!!”         My body shivered as Mrs. Baker’s tongue licked the side of my cock. Then she slowly licked the tip of my cock again and then without warning she sucked my ten-inch cock          “Huuuuuuuuuuuuuuhhhhhh Mrs. Baker!!!!!!!!!!!” I groaned in pleasure.

   After a few minutes of her sucking my cock I was about to explode so I warned her

   “ARRRRRRRRGGGGGGGGGGHH Mrs. Baker I’mmmmm cumming!!!!!!”         But despite my warning Mrs. Baker sucked my cock unrelentingly, after a few seconds I exploded inside her mouth. Mrs. Baker didn’t let a drop of my sperm leave her mouth as she swallowed all my sticky cum. After making sure that I have unloaded all of my sperm into her waiting mouth she licked the remaining cum at the sides of my penis. 

     “Mrs. Baker you are the best!!!!” I praised her.

      “Joey, will you lick my pussy?” Mrs. Baker asked me.

  Without saying a word I sat her on the couch and then stretched her legs wide apart and then ran my tongue from her thighs to her crotch, which sent Mrs. Baker trembling in pleasure. But before plunging my face into her dripping pussy I teased her some more by softly running a finger up and down her wet slit.

       “OOOOOOOh Joey please lick my pussy now, please” Mrs. Baker begged me to stop my teasing.

     So I parted her pussy lips and then licked the sides of her pussy, which sent her squealing in pleasure. Then I licked her clit, which made body arch back. Then Mrs. Baker reached for my head and then plunged it deeper into her drenched vagina. As I continued to suck and lick this mature lady’s pussy her legs wrapped around my head and her hips bucked to the rhythm created by my tongue. After a few minutes her body curdled and then she let out a loud cry of pleasure            “Aaaaaaaaaaaaaaaahhhhhhhhhhhhhh!!!!!!!!” Mrs. Baker cried as she reached her climax.

    As her climax subsided she lay almost lifeless on the couch while I climbed on top of her and then lazily rubbed my body against hers. After gathering our senses she looked up at the clock and then gently pushed me aside and then she frantically got dressed.       “Why are you in a hurry Mrs. Baker. What’s the matter?” I asked her. While getting dressed also.

      “Why husband’s picking me up in 15 minutes!” She explained to me.             “Well, can we do this again sometime?” I asked her as she was about finished dressing up.

      “Yes, Baby we will do this again sometime! And thank you for what you’ve done today.” she said as she gave me her card.

 Then she kissed me and then stroked my cock a few times before she hurriedly went out the door. I placed her number on my wallet and when I turned I saw the envelope that Monet had for me. So I opened it and to my surprise the contents of the envelope were her worn panties. So feeling unsatisfied, because I really wanted to fuck Mrs. Baker, I locked the door and then unzipped my pants and pulled out my cock. I wrapped her panties around my cock and then jerked off using her panties, inside her office. After a few minutes I shot my load all over her panties. After that I got dressed and then went home. That night I can’t get Mrs. Baker out of my mind I had to have her, such that I decided to call her. As the phone was ringing I was hoping that she would pick up the phone but when the other end of the line came alive it was a loud booming voice that came answering the phone

   “Hello, who is this?” came the voice from the other line.

   “Can I speak to Mrs. Baker please?” came a weak reply from my end.         “This is her husband speaking, what do you want with her?”

“I am there office messenger and I would like to know if she will open the office tomorrow?” I fibbed a reply

 A short pause came into the line and then a sweet voice replaced the ogre like voice on the other side of the line. 

“Who is this?” Mrs. Baker asked from the other line.

“It’s me Joey, can we meet tomorrow please?” I begged her.

“Ok I’ll open the office at 6:30 am”

And then the line went dead her voice replaced by the annoying busy signal. But I was very excited; tomorrow I will get to make love to Mrs. Baker.

After a restless night I woke up at exactly 5:30 am that left me 1 hour to get ready for my meeting with Mrs. Baker. So I hurriedly took a bath and then changed, I purposely did not wear any underwear because that will be of no use to me, and then by 6:15 I was at the front of the bank waiting for Mrs. Baker. After 10 minutes a car stopped at the front of the bank and Mrs. Baker alighted from the front passenger seat in her beige above the knee skirt and white blouse, her usual office attire. When she saw me she pretended not to notice me until the car she arrived in was already far from the building. Then the both of us entered the building thru the revolving door. The whole building was like a ghost town because there was not a soul inside the building except for the guard who was asleep at his post. So Mrs. Baker held my hand and then we proceeded to the elevator to go to her office. Once the elevator door closed I held Mrs. Baker close to me pressing her soft body against mine and I kissed passionately on the lips. As our tongues met my cock grew to full attention and I gently rubbed it against Mrs. Baker’s soft body. When we reached our floor our passionate embrace was interrupted for a short time, as we proceeded to her office. As soon as we reached her office she sat me on the couch and then she locked the door and then closed the blinds. Then she walked towards me and then sat on the couch.

  “Joey will you stand up and take off your clothes.” 

Mrs. Baker ordered me, so I stood up and then removed my shirt and then proceeded to take off my shorts. When Mrs. Baker saw that I had not worn any underwear she giggled as my cock sprang out of my shorts 

“Oh is that for me?” Mrs. Baker giggled as she licked her lips

“It’s yours if you like it?” 

Upon hearing this Mrs. Baker waved at me to come over to the couch, where she was seated. And then she gently wrapped her long fingers around my fully erect 10-inch cock stroking it very slowly. The feeling of her soft hands on my cock was heavenly sending me groaning in pleasure.

“Ooooooohhhhhhhhh that’s it Mrs. Baker jerk it slowly”

Then without warning she engulfed my cock in her mouth as she sucked it in a seductive manner occasionally licking the side of my throbbing member sending me trembling in sheer pleasure. Unable to control the sensation that Mrs. Baker’s mouth is giving to my penis I grabbed her head and then rammed my cock further in to her mouth. After a few minutes of sliding my cock in and out of her expert mouth I was on the verge of cumming such that I pumped my cock in and out of her mouth a little faster and

“Aaaaaaaaarrrrrrrgggghhhhhhhh Mrs. Baker I’m cummmming!” I screamed as I held her head to my cock, spraying all my load into her waiting mouth and to my delight not a drop of semen left her mouth as she swallowed all my cum. 

After that I collapsed beside on the couch with Mrs. Baker still slowly stroking my limp cock. Then I snuggled up to her and then I kissed her tasting some of my semen from her mouth. Then I slowly unbuttoned her blouse exposing her lace bra, which I quickly undid. As her bra fell to the couch I was presented with creamy white breasts.

“Joey will you suck my tits?” Mrs. Baker begged me.

So I gently stroked her breasts and tickled her tense nipples before I plunged my mouth into her succulent breasts.

“Ooooooooohhhhhhh Joey that feels gooooooood!” Mrs. Baker reacted to my sucking her tits.

As I sucked her voluptuous breast my hand wandered down to her thigh. I slid my hand up to her thigh feeling her white silky thighs and when I reached her pussy my hand was presented with very damp underwear such that my hand explored it further and probed inside her panties. As I rubbed her drenched pussy Mrs. Baker pushed my head downward to her crotch

“Joey, baby please lick my pussy please” 

So I stood and led Mrs. Baker to her desk and then I lifted her skirt up to her waist and then slid her panties down her slender legs, exposing her dripping pussy to me. Then I lifted her on top of the desk and then spread her creamy white thighs apart and then I licked her pussy. First I ran my tongue from her creamy thighs down to her dripping wet pussy then I gently licked her clit sending her convulsing in pleasure.

“Uuuuuuuunmmmmmmmmhhhhh Joey you are the best!” 

As I continued licking her pussy Mrs. Baker’s body was humping up and down as she experienced the pleasure of my tongue. After a few minutes Mrs. Baker held my head up, removing my tongue from her pussy, and said

“Joey I want your big cock inside my pussy now, I want you to fuck me.”

And with those words I stood up and then guided my cock to her dripping love hole. When the tip of my cock entered her she warned me

“Joey just put it in slowly, coz it might hurt me” Mrs. Baker cautioned me because of the size of my cock.

So I entered half of my cock very slowly into her love hole.

“Uuuuuummmmmmhhhhhhh Baby that’s it very slowlyyyyyyy.” As Mrs. Baker spread her legs wider to accommodate my massive cock.

Then when I felt that she was already comfortable with the size of my cock I slid the remaining half of my cock inside her.

“Ooooooooohhhhhhh Joey that feels really good now draws it in and out baby.”

As I pumped in and out of her I grabbed hold of her breasts and then I mashed them sending the mature lady shaking in pleasure. Then

“Joey please fuck me harder, I’m cumming soon”

So I grabbed her hips and then rammed my cock into her pussy feverishly. After a few seconds her body curdled up to her body and me stiffened as she wrapped her legs around me.

“Aaaaaaaaaaahhhhhhhhhhhhh Joeeeeeeeeeyyyyy” Mrs. Baker screamed as she reached an orgasm.

When the sensation of her orgasm has subsided she let go of me and lay exhausted on her desk, with me still fucking her dripping pussy. As I continued to slide my cock in and out of her pussy I was also on the verge of an orgasm such that I warned her

“Mrs. Baker I’m cummmmmming”

“Ok baby come inside me, I want to feel you’re hot cum inside me”

And with that encouragement I shot my load inside her pussy. Then I collapsed on top of her. As the both of us lay spent on top of her desk and my cum dripping out of her pussy she confided in me

“Joey Mrs. Tower’s confided in me that the two of you are having an affair.”

“And she also told how much pleasure and satisfaction you gave her, I told myself I too must taste of that pleasure.”

“Oh Joey you don’t know how I miss being held by a man because my husband does not make love to me anymore, my suspicion is that he’s having an affair with his secretary.”

“Don’t worry Mrs. Baker I’ll always make you happy.” And with that I kissed her all over her body. And we made love again. 

When 9:00 came we hurriedly got dressed because the people will be coming over already by 9:30. After getting dressed she kissed and then told me to keep in touch with her and bade me goodbye. 

After that I had to go home and sleep fucking Mrs. Baker drained out my energy. 

For the remainder of the days that Monet was away me and Mrs. Baker made love every chance we got. I would sometimes go to the office and Mrs. Baker and I would lock us inside Monet’s office and I’ll make to her until my cock hurt. 

I learned a lot of things from Mrs. Baker; she was really good in pleasuring a man especially when she sucks my cock. But as much as Mrs. Baker had given me delight I still was very much in love with my best friend’s mom.



My Best Friend's Mom



Mark rang the doorbell. It was a lazy Saturday afternoon. With nothing to do, he decided to go to his best friends house, Ian. Ian and him were friends since kids, growing up in the same neighborhood a few houses away. They also went to the same school and did almost everything together. They were closer than brothers.

While waiting, he looked at his watch: it was 4 in the afternoon. A little while later, the door was opened and his cock nearly jumped from its hiding place from what he saw.

Mrs. Keats, Ian's mother had opened the door. She was wearing a white sleeveless shirt, shorts and had her long brown hair pony tailed with a lock of hair falling down over her left eye. 

Mark stared at her for a few seconds before managing to stammer a question. "Hi Mrs. Keats. Is Ian home?"

"No. I sent him on an errand but he'll be back later. Come in and wait for him."

As he entered, he noticed that Mrs. Keats had a glass of wine on her hand and was a little tipsy. He sat at the sofa she pointed and sat down.

"Can I get you anything?" she asked.

"No thanks Mrs. Keats. I'll just wait for Ian."

"Are you sure? It's going to be awhile."

"No thanks Mrs. Keats. I don't need anything right now."

She sat on a chair facing him, cross-legged, sipping from her glass of wine. Mrs. Keats was 36 years and divorced. She had Ian when she was 18 and married young. Despite the years, she managed to maintain her trim figure and was still beautiful. 

Growing up, Mark developed a crush on her. Much like a schoolboy develops a crush on his teacher. He never told Ian about it, unsure of what his reaction might be. Although he had outgrown his crush on her, in his eyes she was still as ravishing as ever.


Minutes ticked away as Mrs. Keats continued sipping from her glass, concentrating more on her drink than on him. She was deep in thought, looking away.

Mark could not help staring at her from time to time. She just looked amazing. From the corner of her eye, Mrs. Keats caught him staring at her.

"Do you need anything?" she asked

"Nothing Mrs. Keats."

"Why are you staring at me then?"

Mark turned red. He had been caught and had no explanation. 

"Well I….."

She stared at him for a full minute making him uncomfortable, all the while running her fingers on her glass before a wicked grin escaped from her lips. "I think I know what you need." She stood up, placed her glass at the small table and suddenly grabbed his arm. She was obviously drunk by now since he didn't know how long she had been drinking before he came.

"What are you going to do? Please Mrs. Keats, I'll go home. I won't stare at you again."

She half-dragged him to her bedroom, he following weakly, afraid what would happen if he struggled. She pushed him inside the room then locked the door.

"I see that you've grown up to be a handsome man Mark." She said

"Thank you Mrs. Keats." He mumbled.

"Please call me Alice." This was the first time he ever heard her ask him to call her by her first name. 

He was still unsure what she was planning. His beating heart felt like it was going to explode from the tension. Suddenly she took off her shirt and threw it on the floor before gracefully unhooking her bra and throwing it at his face, giggling like a schoolgirl.

"You like what you see?" she asked while approaching and placing a hand on his shoulder. 

He was too stunned for words. He stood there clutching her bra in his hand before she kissed his lips, making him drop it. He relished her sweet smell mixed with alcohol, taking it in large doses. 

Playfully, she pushed him on the bed then unbuttoned and unzipped his pants, pulling it down in quick motion along with his underwear to reveal his erect member. She quickly lunged and put it in her mouth.

He groaned as she rolled her tongue on his cock head for what seemed like an eternity, making him squirm. The quivering of his loins told him he could stand it no longer. Sensing this, Mrs. Keats withdrew the pulsating rod from her mouth and wagged a finger at Mark.

"Ah, Ah. Not yet. I don't want you coming too quickly. Relax. Take a deep breath. Don't be all red now or should I say…green. Stud!" She laughed as she said this and began a little dance, turning her body around several times, giggling all the time, her breasts heaving at every breath and motion.

"I'm so free…and drunk. Do you know that life's a bitch. One minute you're up so high, enjoying the view then it all comes crashing down." She made a face as she said it, then .. "What the hell!" She leaned over and murmured in his ear. "You're still young. You'll find out when you reach my age. I won't trouble you with my sob stories anymore." 

She suddenly stood up and began shouting. "Yes! Let's fuck. Fuck! Fuck! Fuck!" sweeping her hands as she said this. "Fucking is good cleansing for the soul."

Mark became afraid that someone might hear her wild rantings . It was then that something registered in his brain. Shit! Ian! What if he came home and caught them. He immediately turned pale as images of Ian coming home catching his best friend on top of his mother flooded his mind.

"Mrs. Keats! I mean Alice. What about Ian? What if he catches me here? Oh God! How could I have forgotten?"

"Relax baby. He won't be home awhile." She soothed his fear with her hands, rubbing his shoulders. " Now just shut up and kiss me."

He took her by the hand and kissed her passionately like no woman before. All thoughts of Ian vanished and in it's place images of him ravishing this beautiful woman took over. They fell on the bed, their hands wandering all over their bodies. He began caressing her thighs, letting his fingers glide along her smooth skin. 

He began to unbutton her shorts then quickly pulled it off. At the sight of her trimmed bush peeking behind her white panties, his drooping cock came back to life. Unable to contain himself, he dove in and began planting kisses on the wet stain on her panties. She began to moan and grind her hips.

Quickly, he stripped her panties and threw it on the floor and furiously began to lick her slit. The wetness on his mouth and the smell of her pussy was driving him wild. When he began to concentrate on her clit she began to scream. 

"Yesss! Yesss! There! Oh God, There! Ooooohhh…."

He wanted to drive her crazy. He wanted her to truly remember this moment. He slowly licked her clit, letting his tongue go in circles. This was unbearable for her.

"Oh please. Faster. Go Faster! Ahha!" she pleaded but in vain. His tongue continued it's leisurely stroll around her clit until she tensed up and exploded in one giant climax.

After she relaxed, he continued licking her pussy, savoring every drop of her liquid cum. She grabbed him by the hair, urging him to explore her secret chambers. He obliged, pushing his tongue in and out of her vagina, rubbing her clit with his thumb until she raised her hips in mid-air, gave a load moan and exploded in another round of ecstasy.

He wanted to fuck her now. He got off from between her legs and fumbled for his wallet in his pants, looking for the condom he kept in his wallet for emergencies like this.

"Here let me." Mrs. Keats said as she took the condom from his hands. She slipped it in his cock and gave it a little suck. She pulled him towards her and gave him another kiss. They plopped on the bed landing on their sides.

She rolled him over, she on top of him and gently began to introduce his cock inside her. He could feel her juices trickling down towards his balls as his cock head penetrated her walls. God! She was so wet! She let it in half-way then began rotating her hips. 

"Mmmmm!" she moaned. "I haven't felt like this in a long time. Please don't come too quickly, I want to enjoy this." She begged him. 

She went a little quicker, giving five quick thrusts with her body before pausing to enjoy little orgasms that shook her body. After quieting down, she pushed his rod all the way in, withdrew it about ¾ of the way before slamming it back all in, doing this several times. 

"Oooooo….." She shut her eyes as another orgasm overtook her. Mark could stand this no longer. He rolled her over and got on top of her, nibbling on her nipples for a few seconds while grinding his hips. 

He continued the rhythm she started, thrusting in and out slowly, allowing his cock to ease almost all the way out before pushing it back again. This made her wrap her legs around his butt.

"Ohhh Mark….you're making me come again." She gasped, sinking her nails on his back.

Mark grunted. He was oblivious of any sound by now except his breathing and her heavy panting and moaning. Even if Ian kicked the door down now he probably would not have heard him.

Slowly, he started to gain speed. He went quicker with every stroke until he was fucking her like a piston.

"I……COME……." She yelled between breaths.

He gave a deep groan before squirting several times. It seemed like the force of his ejaculation would tear his cock off and it felt like a month's supply of sperm had been used up. Exhausted, he rested his head on her breasts and closed his eyes.

After a few seconds, Mrs. Keats began to sob. Mark lifted his head from her breast and looked at her beautiful face now wet with sweat.

"Alice are you okay?" 

"Please leave." She said. "Ian might come home any minute."

Mark was stunned. After what happened he could not believe the coldness of her voice. He was tempted to ask her what he did wrong but thought better of it. He got up and began to dress.

"Lock the bedroom door on your way out." She said. "You can stay and sit on the sofa and wait for him if you like."

"No thanks Mrs. Keats. I think I'll go home. Can you please tell Ian that I dropped by?"

She gave a smile, a tear running down her cheeks. For a minute Mark regretted what they did and felt sorry for her.

"Is there anything I can do for you?" He asked, a worried look on his face.

"No thanks Mark. Now, please leave. I don't want Ian to catch you here."

Mark nodded and began to leave. As he was about to step out of the door, he lingered at the doorway for a few seconds and looked back. She was crying, her face buried in the bed sheets. He took one last look at her then turned around and closed the door.

Months passed and Mark and Mrs. Alice Keats never talked about what happened. Ian never suspected anything. And Mrs. Keats? She acted as if nothing happened and continued to be nice to him. Mark became convinced that she was too drunk to remember, although sometimes when they caught each other's eye, Mark swore that there was a twinkle there that said she did.



My Best Friend's Mom



I lost my virginity to my friend's mom; she was 35, and divorced and still very good-looking. All the local hormonal teenage boys dreamed of what they wanted to do to her, me included - never knowing that I'd be the one to actually fulfill my fantasies.

The week before I joined the Royal Air Force, I called round for my buddy, but he wasn't in. His mother opened the door and told me he'd be back in around an hour and asked me if I wanted to wait. She was wearing a tight top and knee length skirt and looked fantastic, so what was I gonna do? Hang around for an hour outside waiting for him or sit staring at this gorgeous woman? Tough choice huh? She made us both a coffee, and we sat in the kitchen talking. After 10 minutes or so, she went to the bathroom, and I heard her calling, asking me to take her up a new lightbulb as the one in the bathroom had blown. 

She had taken a small stool in there to climb on and take out the old one, and being the gentleman, I offered to put in the new one for her. As I was climbing down, the stool shook, and she grabbed my hips to steady me, my arms instinctively going around her shoulders. She looked up at me, noticing how my eyes were drawn to her cleavage, my heart racing as I felt her hands slip onto my ass. Instant hardon! She helped me down off the stool, and leaned forward, kissing me gently, as if gauging my reaction. When she realised there was no way I was going to pull away, she pressed her lips more firmly against mine, a soft moan escaping her. We stood there exploring each others lips and tongues for a few minutes before she took my hand, leading me to her bedroom. 

My heart was racing - this was every young guys dream. She closed the door behind us, and made me sit on the end of the bed. I sat there mesmerised, as she took off her top, her full, firm breasts escaping from the top of her half-cut bra, her chest heaving as she slowly revealed herself to me. She unzipped her skirt, allowing it to fall to the floor; it felt like all my birthdays and Christmases rolled into one, this gorgeous woman standing there before me in just bra, panties and stockings! My mouth was dry just looking at her, and my cock felt as though it was about to burst from my jeans. She pushed me back on the bed and dropped to her knees, taking off my shoes and socks, before climbing on the bed and straddling my chest. My arms were pinned down by her knees, all I could do was gaze at the triangle of pale green material between her thighs, drawn taut by her legs being spread wide. I'd never been this close to a woman's pussy before; sure, I'd enjoyed the fumbling and illicit gropings that all teenagers practice, but this was the first time I'd been this close to a real naked pussy.

She reached behind her and unclipped her bra, sliding it off her shoulders, though covering her breasts with her hands as she pulled it off.

"Wanna see them?" she teased.

All I could do was nod as she slowly lowered her hands. Her breasts were round and proud, the nipples standing hard and erect; she was as turned on as me. I watched amazed, as she licked a finger on each hand, before circling each nipple with her wet fingers, making them glisten in the afternoon sunlight streaming through her bedroom window. 

She shuffled backwards, straddling my thighs now, pushing my t-shirt up and off me. Taking my hands she placed them on her tits, the hard nipples grazing the palms of my hands. I hadn't realised how soft a woman's breasts were; my only previous touches were from slipping a hand inside a tight teenage bra; the feeling I got just caressing those bare globes of flesh was fantastic. Her head lolled backwards, a small moan escaping her lips, as I took her nipples between my finger and thumb. Looking down between her thighs I noticed a small damp patch appear on the front of her panties. I gasped as she reached down and touched the crotch of my jeans, stroking the bulge that was yearning to say hello to her. She smiled down at me as she unbuttoned and unzipped me, reaching her hand inside my shorts, her soft, cool fingers encircling me.

As quickly as I felt her hand take hold of me it was gone again - I opened my eyes, thinking I'd done something wrong, as I felt her weight ease backward off my thighs. She climbed off the bed, tugging my jeans down, reaching up to hook her fingers into the waistband of my shorts and drawing them down and off too. 

My virgin cock sprang upwards as it was released. 

"Well now" she said, "what's that?"

"I'm sorry Mrs. Emerson," I whispered...

"I think you'd better call me Wendy, don't you Garry? And this is your first time isn't it?"

"Yes Wendy" I replied, feeling myself blush. 

She lay on the bed beside me, and lowered her mouth to mine once more, wanting to feel my young lips against her much more experienced ones. We kissed passionately, her tongue slipping into my mouth and coiling itself around mine, occasionally taking it into her mouth and sucking gently on it. I had never been kissed like this before. She lifted her leg across my thigh, the feel of her stockinged leg against my cock causing me to tremor. 

"Have you ever touched a pussy Garry?" she breathed.

"Not really" I stammered, as she took hold of my hand, guiding it between her warm thighs. I marvelled at the silkiness of the material of her panties, feeling her hot moistness under my fingertips. She held my hand against her, before easing it into the top of her panties. She moaned as my eager fingers brushed her naked pussy for the first time, reaching down to push her panties down her thighs allowing me easier passage. My finger slipped inside her.

"Gently lover" she whispered, "gently..."

She lay back on the bed, pulling my head to her breasts, silently imploring me to take her hard nipple into my mouth, allowing me to explore my first naked woman. Her hips were rising against my hand as I stroked her. 

"Do you know where a woman's clitoris is Garry?" she asked.

"No Wendy...please show me" 

She reached down and opened herself to me, the hood above her clit easing back and revealing her hard little bud. 

"Touch it Garry" she begged, "but softly, - a woman's clit is very sensitive,"

My fingertip slid along the length of her pussy lips until it found her clit, tentatively touching it. Her hips jerked at the contact - I leapt back in alarm! 

"No!" she laughed, "it's Ok! It feels good!!!" I lay between her legs, my face level with the wonderful thing that is a woman's pussy. I was intoxicated - the sight, the wetness, the aroma, I wanted to taste it.

I was still gently touching her clit as I leaned forward and licked the inside of her thigh, just above her stocking top. 

"Oh yes" she moaned, "just like that." 

Feeling a little braver and intensely curious, I moved upward, my tongue tracing the line of her groin, but not yet touching her pussy. I could hear her breathing heavily as she reached for my hand, placing it on her soft tit. 

She let out a short, sharp little gasp as my tongue flicked against her pussy, her hands taking hold of my head and holding it against her. And then I started to lick her lips, the impetuousness of youth causing her to have to slow me down several times. Her clit was quite big (as I now know - at the time I thought all clits were that size), and when I took it between my lips and sucked gently, my fingers still inside her, she came noisily. And so was born my love of cunnilingus.

She asked me to lie beside her as she got her breath back, amazed that I'd never gone down on a woman before. 

"A little rough and enthusiastic, but a very good first attempt" was her verdict. 

Apart from when she had slipped her hand inside my shorts, she still hadn't touched my cock, and I had a raging hardon, made all the more intense from seeing the pleasure that I had given her. 

"You've earned your reward " she smiled, "have you ever had your cock inside a girls mouth?"

"No..." I whispered.

"Then stand up"

She moved to the end of the bed, sitting on the edge, taking hold of my ass and positioning me in front of her. She looked up at me, smiling as she saw my eyes close as I felt her cool hand cup my balls, her other hand finally taking hold of my cock, stroking slowly up and down. 

"Open your eyes Garry" she ordered me; as I did, I watched as she opened her mouth and lowered it over the tip of my cock. I was in heaven - no feeling could ever better this surely.

She kept looking at me, as she alternately licked and sucked me; I was fascinated to see that she could take me in all the way to my balls! Mind you, I guess I wasn't "fully grown" by then! It obviously didn't take long before I felt the stirrings of my orgasm; she sensed I was close as I started to fuck her mouth, and I reached down to pull on her nipples. Suddenly I was there - the first spurt of my sticky cum hitting the back of her throat before she pulled me out, aiming the rest over her tits, finishing me off with her hand, strands of my cum covering her lips and breasts.

"Enjoy that?" she teased.

I was breathless and fell onto the bed as she carried on stroking my still hard cock. 

"We still have another hour Garry" she whispered..."Want to fuck me?"

It felt strange to be lying there naked, with a woman old enough to be my mother, knowing that I would soon be fucking her. Even though I had only just cum, her gentle but persistent fingers still teasing my cock soon had me raring to go again...ah, the vigours of youth. 

To my teenage eyes she was a Goddess; I lay on my side gazing at her body as she caressed me. Her breasts had a rosy tinge to them from her arousal, the nipples still standing proud. I leaned forward and took one in my mouth, nibbling, savouring the texture.

"Not too hard Garry" she breathed.

She took my hand and placed it on her swollen pussy.

"Can you feel how wet I am?" she asked."That's because I want to feel your cock inside me. "

She opened her legs - "Come on Garry, you're going to fuck your first woman now"

I clambered eagerly on top of her, my cock brushing her stomach. She lifted her knees, opening herself even more, and I gasped as I felt her hand take hold of me and hold it against her entrance. 

"Now..." she breathed, "slowly, push forward slowly, that's it."

My cock was suddenly enveloped by a moist, warm, velvety glove, just the tip, then a little more, until suddenly I was all the way inside her. 

"No! Don't move" she whispered as impatience revealed my inexperience," Just lie there..."

Telling a horny 18 year old boy not to move when he was in his first pussy was like telling a baby not to cry! She tried to take my mind of it by kissing me gently, her hands stroking the length of my back and ass. Impatience once again got the better of me though and I started to pull backwards, but inexperience again told, and I slipped out of her. With a little help I managed to find my way back inside. Almost at once I felt her hands on my ass, holding me still as I rested on my hands either side of her. 

"Wait..." she commanded me; suddenly I felt a delicious squeezing sensation as she began rotating her hips. I stared down at her, watching enthralled as she took her bottom lip between her teeth, her eyes closed, still squirming beneath me.

"Now..." she breathed huskily, wrapping her stockinged legs around my waist, "fuck me NOW!!!!"

I started moving inside her wet pussy, my thrusts clumsy yet enthusiastic. I knew I wouldn't last long, even though I'd already cum once from her oral lesson. Fortunately she was almost ready to explode herself - her hand slipped between us and started rubbing her clit, pulling on her erect nipples with her other hand. I could feel my sap rising as my balls tightened.

"FUCK ME GARRY!!!!" she screamed; that was it - I pushed as hard as I could into her, feeling my juvenile spunk leaving my cock.

"Don't you DARE stop!!" she gasped, her finger working furiously on her clit - suddenly, her stomach spasmed as she arched her back, almost throwing me off as she came, noisily. 



My Best Friend's Mom



It had started out as such a great day, I was only two seconds off my best time during swim practice, and my best time broke the school record for the 200-meter freestyle. After, Mrs. Welsh, my swim team coach, congratulated me on my time she sent me to the showers. "You'll have no problem against South Miami next week Jess," she said as she showed me my time on her stopwatch. I got out of my wet swimsuit and showered off. When I was done I wrapped myself in my big fluffy white towel and stepped into the locker room and went to my locker. When I got to my locker I dropped my towel and pulled out my fresh clothes. I caught a glimpse of myself in the floor to ceiling mirror and stopped to check myself out for a minute. Looking at my body no one would ever guess I was 18, at 4'11" I looked more like twelve year old with tits. I shaved off all my body hair and with my 32A breasts there wasn't much to suggest I was actually an adult and not a preteen. 

My black hair hung wetly from my head and went just past my shoulders. I had the typical swimmer's build, in other words, zero body fat, but I also worked out a lot in the school gym so my body was well toned and had good muscle definition. I even have six pack abs, my pride and joy really. I loved to show them off with cropped shirts, and I even got my belly button pierced to draw more attention to them. My second best feature, in my opinion, was my bright blue eyes. Everyone is always telling me how pretty they are. I dried myself off and started getting dressed. I slipped on my black satin string bikini underwear and then I put on my black sports bra, it had a racer style back just like my swimsuit. After that I pulled on a pair of gray and blue striped track pants, the ones that button up the sides, and lastly I put on my navy blue school swim team t-shirt, I had it tied in the back of course so it would show off my abs, and finally, I put on a pair of white ankle socks and my sneakers before packing all my wet stuff into my bag and heading out. 

I saw my boyfriend's car parked in the senior's parking lot and thought he was waiting for me, but when I got to his car and looked through the window I saw him with Emily Fernandez and they were going at it hot and heavy. I was devastated! I ran back to my own car before either of them saw me, and headed for the only place I could think of, my best friend Jenny's house. I parked my car in her driveway and with tears pouring down my face I walked to the front door and rang the doorbell. A minute or two later I heard the door being unlocked and Jenny's mother greeted me through the open door, "Oh! Hi Jessica. What's wrong?" she asked her voice full of concern. 

"Hi. Ms. Tyler. Is Jenny home?" I asked between sniffles.

"No honey, I'm sorry. She just left to spend the weekend with her father about fifteen or twenty minutes ago," she said.

"O-o-oh, I forgot that was this weekend," I stammered and then exploded in tears again. 

"Oh, Honey. Don't cry," she said trying to soothe me. "Why don't you come in and tell what's wrong? Maybe I can help," Ms Tyler suggested. 

"N-no. I-its ok. I d-don't want to bother you," I stuttered through my sobs. 

"Jessica you aren't a bother and never have been. Now come inside and tell all me about what's got you so upset."

I gave a defeated nod and tried to regain my composure while she stood aside to make room for me as I stepped through the doorway. As Ms. Tyler closed and locked the door behind me, I made my way to her family room. I was intimately familiar with her house because I had more or less spent half my life here ever since she and Jenny moved here our freshman year of high school. I sat down on her soft black leather couch and curled my legs under me. A couple of minutes later Ms. Tyler joined me in the family room with a couple of glasses of coke and ice. 

"I thought you might like something to drink," she said as she handed me one of the glasses before sitting down on the couch next to me.

"Thank you," I said as I took the glass from her and then took a long sip to wash down my tears. 

"Now, tell me what happened," she said as she gently pulled a lock of my long black hair from my face. 

I took a deep breath to steady myself and then I told her, "After I left swim practice I caught Mark making out with Emily Fernandez in his car in the parking lot." I was proud of myself for not bursting into tears as recounted what happened for her.

"I see. Well that certainly explains why you're so upset," she said and pulled me into a deep hug. "I don't know why Mark would want to be with that hoochie when he already had you." 

"He's been getting frustrated with me a lot lately because I won't let him get into my pants," I said matter of factly. 

"Figures. Guys always let their little head do the thinking for them when it comes to girls," Ms. Tyler said. 

"I guess," I said half-heartedly. 

"Do they know you saw them?" She asked.

"No, I don't think so," I told her.

"So what are you going to do about it?" Ms. Tyler asked.

"I'm going to dump his cheating ass," I said with a touch of venom.

"Good for you," Ms. Tyler said encouragingly. 

"I guess. If I let him have sex with me he probably wouldn't have cheated on me though," I said despairingly.

"Bullshit! If he loved you he wouldn't have cheated on you. And if he didn't then he should've had enough respect for you and your relationship to be honest with you. He didn't have to cheat on you. You know that's why I divorced Jenny's father right?" she told me. 

"Yeah. I don't know the details, just that he had an affair and that you divorced him," I said. 

"I hired a private investigator after I found another woman's perfume on his clothes. It turned out that not only was he having sex with one of the girls he worked with, but he was also picking up women at bars and taking them to motels for sex," Ms. Tyler said. 

"Oh wow. That's fucked up. I mean, that's messed up Ms. Tyler," I said. 

"You were right the first time, it's fucked up. Anyway the P.I. gave me a tape that showed him having sex with about ten different women over a one month period. I knew things were going downhill with us for a long time, but I never thought he'd cheat on me like that. With one woman maybe, but with ten in a month? Never! And most of those women were one night stands, so God only knows how many women he'd fucked before I found out," She sighed. " Mark is just as big a fool as Dan was and still is." 

"I'm sorry Ms. Tyler," I said.

"Don't be. That was a long time ago, and I've been better off ever since," she said with an encouraging smile. 

"Its just that I thought he loved me!" I blurted out and without any warning I burst into tears again.

Ms. Tyler pulled me to her and hugged me tight to her body as she rubbed and patted my back doing her best to comfort me in my grief. She kissed me lightly on my forehead and softly said, "Shhhhh, it'll be ok." She repeated this over and over again kissing my forehead between each repetition. That's when it happened, that's when both of our lives changed, I looked up and was about to say something to her at the same time she was leaned down to give my forehead another kiss, but instead of kissing my forehead her lips met mine and we kissed each other. We both kinda froze right there in mid kiss, eyes wide open and staring at each other neither of us sure what to do. Her kiss was so soft and gentle, so unlike Mark's. Mark's kisses were rarely gentle. He always seemed like he was trying to force his tongue down my throat. I'm not really sure why I did it, but I closed my eyes, parted my lips and gently touched her lips with my tongue. Ms. Tyler moaned softly and opened her lips and met my tongue with hers. I'm not sure how long we kissed, but it was the best kiss I had ever had in my life. There was so much love and passion in the gentle caress of her tongue that I was swept away. When we finally came up for air I had totally forgotten about Mark and all I could think about was this beautiful woman who was holding me in her arms. 

Ms. Tyler smiled down at me and said, "Well that was unexpected."

I just giggled in response. I was feeling too excited and giddy to actually speak. I had never felt like this with Mark or any other guy I had dated. 

"Do you want to kiss some more?" Ms Tyler asked me softly. I just nodded because I was still overwhelmed by what was happening. All I really knew was that I didn't want it to stop yet. Ms. Tyler smiled one of the biggest smiles I had seen on her in a long, long time and then leaned down and started kissing me again. As I lips touched I felt her tongue dart between my lips and seek out my own tongue. Her tongue flicked and caressed mine as it darted in and out of our mouths. One of her hands started caressing up and down my back again. It felt like I was in heaven. 

Without really realizing it Ms. Tyler and I had maneuvered so that I was lying on my back on the couch and she was lying on top of me supporting her weight with her arms. I wrapped my arms around her body and caressed my hands up and down her back as we made out right their on the sofa in her family room. Her kisses occasionally moved from my lips and mouth to the sides of my face and my neck. Every time she'd kiss me on the neck I would gasp softly, shudder with pleasure and get goose bumps. I guess that's one of my hot spots because I was also starting to get very turned on. It never did anything for me with Mark, but with Ms. Tyler it was just, WOW! My pussy was even getting wet as I felt her right hand move down my side from my shoulder to my hip and then back up again under my t-shirt towards my breast. That's when something else happened, I freaked out!

"Stop! Stop! This is happening too fast!" I said and I started pushing Ms. Tyler off me. As soon as she realized I was panicking Ms. Tyler stopped and sat up looking at me with concern in her eyes as I struggled to sit up too. "Jess..." she started to say, but I cut her off, "I'm sorry, I gotta go." I got off the couch and practically ran out of the house. 

As soon as I got home I took a long hot shower, got some dinner and went to my room to think about everything that had happened to me today. Mark and I were done. That was for sure. I knew I didn't want anything else to do with him anymore. But what had really thrown me for a loop was what happened with Ms. Tyler. I wasn't sure how I felt about it. Every time I thought about her and what happened I felt, I felt... I'm not sure how to describe just how she made me feel. Every sensation felt so strong, so incredible. Her body felt so warm and so very soft. I'm not sure why I freaked out. I guess it was a lot of things; she's my best friend's mom for one, she's old enough to be my mom for another, and oh yeah, she a woman and I'm not a lesbian.

After I fell asleep I spent the night having dreams of me and Ms. Tyler, specifically dreams of me and her making out, but this time I didn't stop her. This time things went a lot farther. In my dreams Ms. Tyler took me into her bedroom and made passionate love to me for hours and hours. When I woke up the next morning my t-shirt was soaked through with sweat and my panties were soaked through with my cum. My pussy, thighs and ass were soaked, there was a large wet spot on my bed under my thighs and ass, and my whole room smelled like sex. I had a wet dream about Ms. Tyler!! From the look, feel and smell of things I had a bunch of wet dreams about her!

I opened my bedroom window to try and air out the smell and then I hopped in the shower and washed the cum and sweat from my body. After I dried off from my shower I got dressed, grabbed a quick bite to eat and went to work. I'm glad I don't have a job that requires a lot of concentration, because I was very distracted by thoughts of what happened with Ms. Tyler the day before, and my dreams of what I secretly wanted happen. The internal struggle was driving me a little crazy and things didn't get any better by the time Monday rolled around. 

When I walked into school with Jenny that morning Mark came walking up to me with his usual cocky grin on his face. "Hey babe. How was your weekend? I tired calling you but..." SMACK!

I cut him off with a slap to his face that was so hard it almost knocked him to the ground.

"What the fuck was that for?" he yelled obviously very confused. Jenny was surprised too. I told her what happened, but I didn't tell her what I was going to do. Of course that was probably because I didn't know myself until I saw him with his stupid fucking cocky ass grin like nothing had happened. 

"You son of a bitch! I saw you and Emily in your car Friday after school! You and me are through!" I hollered at him. 

The look of comprehension on his face was almost comical. But the best part was when Emily walked around the corner. "You lying piece of shit! You told me you two broke up!" Emily yelled accusingly. 

"I-uh." It was obvious Mark was scrambling to come up with something to say, but before he got a chance Emily planted her foot hard between his legs and dropped to the ground groaning in pain. 

Emily turned to me and said, "I'm sorry Jessica. He really did tell me you guys had broken up. I may be a lot of things, but I'm not a boyfriend stealer."

"Its ok Emily. I wasn't mad at you in the first place. If he loved me he wouldn't cheated on me period," I said. 

"Well I'm still sorry," she said.

I was about to tell her not to worry about it again when one of the teachers came walking down the hall to see what all the commotion was about. Of course we all scattered leaving Mark still rolling on the floor in pain. The fucker. He deserved it. 

By lunch time the whole school had heard what happened and Emily and I were called to the office. "Alright girls, I want the whole story and I want it now." Mrs. Maxwell said sternly. Emily and I both started to say we didn't know what she was talking about when she interrupted us. "Just so you know before you start denying that you did anything Mark Thompson had to be taken to the hospital. He may have a ruptured testicle, and I have about a dozen witnesses that say you two were involved."

Emily and I told her the whole story about what had happened and why. And when we were done she just looked at us for a while before speaking. "Well if what you're telling me is true, then Mr. Thompson probably got what he deserved. I'm giving you each a weeks detention and as long as neither Mark or his parents press charges we'll leave it at that." "Yes Mrs. Maxwell," Emily and I said together. 

"I want you to understand something girls. I can't condone what you two did, but maybe it'll make some of the other students think twice about cheating on their boyfriends or girlfriends. I don't want to see any replays of this incident, and I don't want to see either one of you in my office again for the rest of the year or I won't be so nice next time. Understand?"

"Yes Ma'am," Emily and I replied together. 

"Good. Now get back to class," Mrs. Maxwell said.

Once we were out of the principal's office Emily and I went to our separate classes. Fortunately my next class was a free period that I shared with Jenny. I filled her in on what had happened in the principal's office. To say she was shocked would be a severe understatement. "Oh my good. I can't believe Emily busted his nut. Maybe we should get her to try out for the soccer team," Jenny said and we both busted out laughing. 

The rest of the day went by pretty quickly, but I was still distracted by thoughts of Jenny's mom. Everyone could tell I was distracted, but they all put it down to what happened with Mark. Truth was I could really care less. He had gotten what he deserved in my opinion. Before I knew it I was sitting in detention with Emily and a couple of other kids. Emily and I sat together and talked quietly. "I'm sorry," she said. "It's ok Emily. Really I'm not mad at you," I reassured her. "Well if it makes you feel any better we never had sex," she said. The look I gave her was a mixture of I don't care and I don't really believe you. "I'm serious. We were going to, but he came in my hand before I could even get his dick in my pussy and then he couldn't get it back up." 

"Well I guess it's a good thing I didn't give it up to him. It would have sucked to have that happen my first time," I said. 

"Yeah it would. I got lucky my first time. It was with an older guy who knew what he was doing," she said. 

"I know this is none of my business. But how many guys have you been with?" I asked curiously. 

"I'm not really sure anymore. Around forty or fifty I guess," she said.

"Wow." I'm not sure if I was surprised that she had been with so many guys or if I t was because I had thought she had been with even more. Then a thought occurred to me, "Emily have you ever been with another girl before?" 

She looked at me curiously for a couple of seconds and then said, "Yeah once or twice. Why?" 

"Just curious," I said.

She looked at me with a look that plain said she knew there was more to it then that. "I... well there's someone that I'm kinda interested in, but I'm just not sure. I've never been with another girl before," I admitted truthfully, surprising myself with my own words. It was obvious by the look on her face that I had taken Emily by surprise too. "Please don't tell anyone," I pleaded. 

"Your secret's safe with me," she said with a reassuring smile. 

"Thanks," I said relieved. 

"Alright you can leave," the detention teacher announced.

"Look if you ever want to talk about it I'll be here all week," Emily said with a grin. I chuckled and thanked her as we left the room. 

I spent the rest of the week in detention with Emily, but we didn't discuss sex anymore until Friday. I was still tortured by visions of what could have been with Ms. Tyler. Thoughts of her would intrude on my mind for no reason. I would be doing something and then, BAM! There was Ms. Tyler kissing and caressing me again I could see every detail of her body like she was standing right there in front of me, her honey blonde hair that fell loosely to the middle of her back. Her sparkling green eyes, her full and oh so soft lips and her small but firm 34B breasts, (I knew this because Jenny and I had gone clothes shopping with her a lot.) she kept herself in good shape and her body was slim and trim at 5'3" and 110 pounds. I couldn't stop thinking about her no matter what I was doing it was like she was there in the back of my mind. 

By the time Friday rolled around I knew something had to give or I'd just go completely nuts, so I decided to talk to Emily while we were in detention that afternoon. When I got to detention at the end of the day I took my normal seat right next to Emily. "Hi Em," I said.

"Hey Jess. You ready for your swim meet later?" she said.

Not wanting to sound over confident I said, "Yeah, I think I'll do good." 

"Well good luck," she said.

"Thanks," I said and then I took a deep breath and steeled myself for what I was going to say next. "Um, remember when you said we could talk about what its like to be with another girl the other day?" I said tentatively. 

"Yeeeaaah," Emily said as if she was trying to coax what I was trying to say out of me. 

"Well I'd to talk about it if the offer's still open," I said.

"Sure. What do you want to know?" she said in a way that sounded like I was asking her how to cook a dinner or something. 

"What its like I guess. Is it better then it is with a boy? How do you like it?" I asked trying not to show how eager I was for the answers.

"Well, I like it a lot. In a lot of ways, sex with a girl is better then sex with a boy because another girl has a lot better idea of what you're going to like because she knows what she likes. I think girls are also more into pleasing each other. Most guys our age just care about getting off. The ones who take the time to do it right are few and far between. And when you're with another girl it's a more sensual feeling. The only thing a girl doesn't have is a dick, and no dildo, finger or tongue is ever gonna make up for that." Emily explained.




My Best Friend's Mom



"Hmmm," I said nodding my head as I took in what she said.

"Is there anything else you want to know?" Emily asked.

"There's a lot more I want to know, but I don't think we have time for all that," I said light heartedly. Emily just smiled at me. "But I would like your opinion on something though," I said.

"Sure." She replied.

"Well this girl I like is related to one of my really close friends and I'm not sure what to do. I don't want to ruin our friendship, but I can't stop thinking about this woman," I said.

"I see. Well if she's really your friend she'll want you to be happy. But I can see where there'd be problems. They might look at it like you made their relative a lesbian or something. Which is total bullshit, nobody can make you be a lesbian or bisexual, but they can open your eyes and mind to what you already are. If it were me, I'd go for it and just hope my friend would understand." Emily said.

I didn't say anything; I just nodded my head while I thought about what she said and the future of my friendship with Jenny if I got together with her mom. 

"Alright, time to go. Have a good weekend everyone," The detention teacher said. 

A couple of hours later I was in the girl's locker room changing into my swimsuit. I put Jenny and her mom out of my mind as best I could and tried to focus on the task at hand, wining my race. Before I knew it I was on my platform crouched and ready to spring forward into the water at the sound of the gun. BANG! And I was off! I barely felt myself hit the water, it was more like it just enveloped me as I glided under the surface and came up stroking as soon as I broke the surface. I wasn't even aware of the other girls in the pool with me, I was just focused on getting from one end of the pool to the other as fast as I could. Before I knew it was slapped the edge of the pool and had my hand raised in the air. My time, 1:53.98! A new record! My teammates swarmed me in a group hug. And when I was finally let Mrs. Welsh waved me over to where she was talking to a man I had never seen before. 

"Jessica, this is Mr. Gibbs, he's with U.M. and he wants to talk to you," She told me. 

It turns out Mr. Gibbs had heard about a girl from my school who broke the school record for the 200 meter freestyle and wanted to check me out. He told me he was going to recommend me for a full swimming scholarship to the University of Miami and that I should expect to receive a packet in the mail with all the details, and that someone would call me in about a week to set up an appointment for a recruiter to come and talk to me and my parents. I was so excited, I thanked him and than ran off to the showers. As soon as I was showered and changed, I got in my car and took off for Jenny's house, I had to tell her. U.M. was my first choice for colleges. I was so excited! I sped all the way to her house before coming to a screeching stop in her driveway and running up to the door. I rang the doorbell impatiently, ding-dong...ding-dong-ding-dong-ding-dong.

"Alright, alright, I'm coming already," I heard Ms. Tyler call out from inside the house. 

"Oh Jessica, its you. What's up? You look pretty excited," she said inquisitively.

"Is Jenny here? I just got some awesome news and I gotta tell her!" I gushed.

"I'm sorry honey. She's with her father again this weekend," she said. And when I looked at her in confusion she explained, "He's going out of town next week and won't be able to take her so she's staying with him this weekend instead." 

"Oh yeah, she said something about that," I said slightly downhearted. 

"Well you can always tell me the news if you want," she said.

I looked at her for a second and then flashed a beaming smile, which she instantly returned, and I told her all about the scout from U. M and how he told me he was recommending me for a full scholarship.

"Oh my God Jess, that's great!" Ms. Tyler said and we automatically hugged each other. As we hugged I suddenly became aware of who I was hugging and the fact that her breasts were tightly pressed against my body just like mine were squashed against hers. As we pulled apart I looked into her eyes and I saw more than just the excitement derived from my good news, I saw desire, lust and I think love. Then with out warning, without thinking about it I kissed her. Right there in her open front door of her house I kissed her, our tongues darting in and out of each other's mouth and entwining in a dance of love and passion. 

When I finally pulled away I looked Ms. Tyler in the eyes again, seeing surprise and a touch of confusion mixed with the same desire, and lust I had seen before and I said softly, "Why don't we continue this inside?" 

Ms. Tyler just smiled and stepped aside so I could enter. I turned around to face her again as she closed and locked the door. When she turned around to face me once again I practically leaped on her and began kissing her even more passionately than I had just moments before. The burning desire I had been feeling for this woman over the last week exploded out of control. I knew I had to be with her, I had to give myself to her or I'd go crazy. 

Ms. Tyler's arms were caressing my back rubbing up and down, I could tell she was trying to take things slow because she was afraid I'd freak out again, but I knew what I wanted this time. I reached down and took the hem of her shirt in my hands and quickly lifted her shirt over her head and tossed it to the side where I landed on the floor. Now this gorgeous woman, Gods testament to beauty was standing before me in just her lacy red bra and a pair of khaki shorts, even her feet were bare. She quickly returned the favor and left me in just my black sports bra and sweat up pants. After that she took the lead and reaching behind her she released the clasp to her bra and let it fall down her arms to land on the floor at our feet, and then she slowly moved closer to me and began kissing and nibbling on my neck while her hands caressed up and down the sides of my body. I shuddered with pleasure and moaned softly feeling the warmth of her body lightly pressing against mine as she continued kissing my neck occasionally moving down to my shoulder before returning to my neck once again. I could feel my pussy practically flooding with my arousal. Then I felt Ms. Tyler's hands grasp the bottom of my sports bra and slowly lift it up and over my and then she tossed it to the floor. Now we were both standing topless right there in the entrance foyer of her house. 

"Why don't we take this some place more comfortable?" She suggested in a soft voice. I nodded my agreement and she took my hand and led me to her bedroom. 

As we entered her bedroom, Ms. Tyler let go of my hand and slid her shorts down her legs and then stepped out of them revealing her red thong and then she looked at me somewhat expectantly. It took me a second to get the hint, and I blushed as I slid my sweat pants down my legs and then stepped out of them revealing my black boy-cut underwear to her. She smiled and said, "Those look pretty sexy on you Jessica." 

I smiled and blushed. "They're not as sexy as yours though Ms. Tyler," I replied. 

"I don't know about that. And please call me Kelly." She replied.

I smiled brightly and said, "Ok...Kelly." 

Kelly smiled back at me before lying down on her large queen sized bed and patted the space beside her on the mattress. Feeling so nervous that it felt like I was about to have kittens I climbed on the bed and laid down next to her. Kelly turned on her side so she was facing me and then brought her lips to mine taking up where we had left off in the foyer. Before I knew it we were locked in a passionate embrace our tongues playing tag in our mouths. Before long, Kelly was leaning over me and was kissing down my neck attacking the erogenous zone she had discovered a week ago. 

"Ohhhhh." I leaned my head back and moaned as Kelly worked her magic on me. I could feel her breasts rubbing against my body her hard nipples trailing across my skin each time she shifted her position as we made out. That's when something else happened that I had never experienced, she kissed down my body to my breasts and began licking, sucking, and nibbling on my rock hard nipples. I went into orbit! I actually had a small orgasm just from her using her mouth on my nipples. I'm not even sure how to describe it. First she trailed her soft lips over my nipples, which had been hard since we first started kissing in her doorway, and then I felt a hot moist feeling that was nothing short of magical as she sucked my left nipple into her mouth and flicked it with the tip of her tongue. Of course she didn't abandon my other nipple, I felt the fingers of her left hand on my right nipple. As she used her mouth on the left side her fingers pinched pulled and twisted the nipple on my right side. Kelly switched nipples and used her mouth on my right nipple and her fingers on my left. Before long I arched my back and moaned more loudly as my mini orgasm pulsed through my body. "Ahhhhhh!"

I was panting shallowly as I felt Kelly kiss and lick between my tits and down to my belly. "God Jessica you have such a sexy belly," she said breathily before going back to kissing and licking her way down my body. When she got to my belly button she used her tongue to play with my belly button ring with its dangling cherry charm. As she played with my piercing I felt her fingers hook in the waistband of my underwear and start pulling down. I lifted my hips off the bed to help her and she slid them down my legs and threw them off into a corner of the bedroom somewhere and continued kissing and licking downwards. Kelly licked around the outer lips of my pussy torturing me with pleasure. I guess she couldn't wait to taste me because I felt her tongue lick up my partially open slit from bottom to top, stopping just below my clit. Kelly ran her tongue up and down my slit a few more times. And then she did it; she flicked her tongue ever so lightly over my engorged clit. "Oh my God. Oh yes. Don't stop! Please God don't stop! That feels so good!" I cried out as I threw my head back and grabbed onto the sheets with a white knuckled grip. As Kelly licked and flicked my clit with her tongue my hips started pumping up and down on their own. I could feel my orgasm building as Kelly kept licking my clit, it felt like and electrical surge that started in my toes and slowly spread throughout my entire body until it reach the point of overload and exploded with the force of a volcano. 

"AHHHHHHHHHH! OHHHHHHHHHH!" I screamed at the top of my lungs as I grabbed the back of Kelly's head in my hands and mashed her face tightly to my pussy at the same time my strong legs clamped around the sides of her head like a vice. My entire body arched off the bed so that only my feet and shoulders were left touching the mattress. Kelly kept gently licking and sucking on my clit the entire time, when I came down from my orgasmic high and released my holds on Kelly's head she gasped for air and started panting heavily. I was surprised but greatly relieved that I hadn't either broken her neck or suffocated her during my orgasm. 

"Oh my god Kelly, that was so incredible! I have never even come close to cumming like that before," I said in total amazement. 

Kelly's smile was bright enough to light up a football stadium as she moved up to lie beside me on the bed and said, "I'm glad I could do that for you." 

"Me too," I said emphatically. And we both laughed. "Do you want me to do that to you too? I don't know if I can do it as good as you did," I said.

"I would love it if you did that to me baby. Don't worry about how well you do, sex is like pizza, even when it's bad it's good," Kelly said reassuringly. And, if you're not that good, we'll just have to keep practicing until you are," she said devilishly when she saw that I was still apprehensive. 

"Ok," I said still very nervous about what I was going to do and how well I'd be able to do it. 

"Jessica honey, just do what comes naturally and go with the flow and you'll do just fine. I promise," she said as she stroked the side of my face softly. 

I smiled at her nervously and we moved into a kiss. At first it was a soft tender kiss that slowly became more urgent and passionate. As my blood started pumping and my lust built my nervousness melted away. I maneuvered myself so that I was partially on top of Kelly as we made out. Before long I was nibbling on her ear kissing down her neck as she moaned softly.

"Oh yes. Jessica that feels so good. You're doing great baby," Kelly said in hushed tones. 

Encouraged I kissed down to her breasts and started licking and sucking on first one nipple and then the other. 

"Yes baby. Oh that feels so good suck my tits baby," Kelly said as she began running the fingers of both her hands through my hair. "Use your hand to play with the one you're not sucking," she said.

As I sucked, licked and nibbled on one nipple I brought my hand up and used it to tease Kelly's free nipple. In seconds both of Kelly's nipples were hard as rocks and she was moaning softly. After nursing on Kelly's nipples and teasing them for awhile, I started planting soft kisses down her body until I got to the top her red thong I sat up on my knees and I hooked my fingers in the waistband and Kelly lifted her hips off the bed and I slipped her panties off and threw them off to the side somewhere. That's when I got my first look at Kelly's gorgeous pussy. It was shaved bald except for a narrow strip of blonde hair at the top that was about the width of my index finger. Her vaginal lips were swollen and parted slightly, and her wetness glistened in the soft light that filtered in through the bedroom window. 

I most have zoned out as I looked at her pussy, because I heard Kelly speaking to me softly, "Jessica honey? Jessica?" I looked at her dully and she asked, "Are you ok baby?" 

I shook my head slightly to clear it. I grinned guiltily and I was blushing fiercely as I stammered, "I'm sorry. It's just that...well you're so sexy and your pussy is just...well gorgeous." 

"That's ok baby take your time," she said patiently. 

I gave her a slight smile of thanks and reached out and gently caressed her pussy with my hand. "Mmmmmmm." She moaned as my hand moved over her over excited pussy. And then as if I was in a trance I maneuvered so that I was lying on my stomach between her legs and very tentatively stuck out my tongue and brought it to her pussy for the first time. I don't know how to describe how she tasted or how it felt to lick her pussy for the first time, but it was incredible. She had the slightest smell that just seemed to inflame my senses and fuel my passion. Her taste was sweet with the tiniest hint of tartness. It was the perfect blend. I licked my tongue up and down you wet slit enjoying her taste, and then I pushed my tongue as deep inside her pussy as I could. What a feeling! And from the moans Kelly was emitting and her encouraging hands on the back of my head I knew I was doing something right. I started moaning myself as I explored Kelly's now sopping wet pussy with my tongue. I was determined to please her as my tongue searched out and caressed every nook and cranny of her pussy. 

"Ohhhhhhhhh," Kelly moaned as she leaned her head back and closed her eyes. 

I enjoyed tongue fucking Kelly's pussy. I never thought a woman's pussy would taste this good, or that I'd like eating out another woman so much, but I was eating Kelly's pussy like I was at an all you can eat buffet and I hadn't eaten for days. "Mmmm, mmmm, mmmm," I moaned as ate her out. And Kelly was definitely enjoying my eagerness. 

Then I decided to work her clit. I very lightly dragged my tongue over Kelly's swollen and erect clit. "OHHHHHHH GAWD!" Kelly screamed in pleasure as she mashed my face against her pussy. 

With that kind of encouragement I got down to some serious clit licking and sucking. First I moved my tongue around her clit in a clockwise circle, and then after about a dozen laps I switched to counter-clockwise circles. Kelly was going crazy, moaning loudly and writhing her body all over the place. I changed my circling licks to up and down swipes. What really sent her over the edge was when I sucked her clit in and out of my mouth almost like I was giving it a blowjob. On every inward suck I flicked her the tip of my tongue over her clit. It was Kelly's turn to go into orbit. I felt her clit start to throb and twitch between my lips, and then she balled up her firsts in my hair pulling on it painfully and screamed at the top of her lungs.

"OH GOD! OH JESSICA! OH FUCK I'M CUMMING! AHHHHHHHHHHHHH!"

Kelly thrashed wildly on the bed and clamped her thighs tight around my head while at the same time she was hold my face so tight against her pussy that I could hardly breath. I didn't stop licking for a second though. I was still determined to do my best to make Kelly cum like I had. As she came her pussy flooded with her cum juice and soaked my face. Kelly seemed to cum forever, but when it was finally over and she weakly pushed my face away from her pussy pleading in a soft whisper, "No more. I can't take anymore."

I sat up on my knees between Kelly wide spayed legs and grinned from ear to ear. My face was shiny and wet from my nose to my chin from her juices. Kelly was lying limp and exhausted on the bed panting shallowly as she tried to recover. Kelly patted the space on the bed next to her and said softly, "Come lay down next to me baby." 

I laid down next to Kelly and we cuddled and snuggled occasionally giving each other a soft kiss on the lips as we basked in our post sex euphoria. "I love you." I'm not sure why I said it, but I know I meant it with every fiber of my soul. Kelly looked at me for a second, smiled and said, "I love you to." I beamed back at her. We gave each other another quick kiss and lay there smiling happily at each other. After awhile Kelly stopped smiling and looked like she was thinking about something for a few minutes before making up her mind and nodding to herself. "Jessica, would you like to be my girlfriend?" she asked.

I was shocked and surprised. I hadn't expected this but almost immediately I eagerly said, "Yes of course. I'd love to." 

We both grinned broadly at each other and Kelly pulled me tight to her body and hugged my fiercely. I had never ever felt so loved in my life. Not by Mark, or any of my friends, not even with my parents. I knew my parents loved me, but this was waaaaay different. 

"You should call your parents and let them know you'll be spending the weekend here," Kelly said. 

"Ok," I replied and I picked up the phone on the nightstand next to the bed and called my parents and let them know I'd be spending the night over Jenny's. This being nothing new to them, they had no problem with it and told me to have a good time. When I hung up the phone Kelly and I cuddled and kissed some more before we fell asleep that way, wrapped in each other's arms and smiling.

The next morning after showering we were eating breakfast and Kelly surprised me by saying, "I think we need to celebrate, I'm taking you shopping." 

"You don't have to do that," I said.

"Jessica honey, I want to," Kelly replied. 

"Alright," I said cheerful at the thought of doing some shopping. 

After we finished eating, I borrowed some of Jenny's clothes to wear to the mall since all I had were my sweats and my school clothes, and I didn't want to wear either of those. Like most girls Jenny and I were always borrowing each other's clothes so I knew she wouldn't mind. I picked out a red spaghetti strapped halter and a pair of tight blue denim capri pants with my own white cross-trainers completing the outfit. I wasn't wearing a bra or panties, or even socks for that matter. When I met Kelly in the hallway, she was wearing a light blue sleeveless shirt, a pair of white denim shorts, and a pair of light brown sandals. 




My Best Friend's Mom



"Ready?" Kelly asked.

"Yep," I replied.

"Good. Lets hit the mall," she said. 

We took her car, a brand new silver Honda Accord with tinted windows, which was a lot nicer than my 5 year old Toyota Camry. Kelly and I chatted as she drove and it didn't seem to take very long for us to get to the mall. The worst part of course was trying to find a parking space once we got there. When we finally found one we grabbed it. I was pleasantly surprised when Kelly leaned over and gave me a quick kiss on the lips before we got out of the car. She surprised me again by taking my hand in hers as we walked through the parking lot and into the mall. I love this mall because its full of outlet and specialty stores. You can always find some good bargains. 

The first store Kelly took me to was a trendy fashion store. We didn't find anything either of us liked so we moved on the next store. There Kelly picked out a few tops, skirts and some pants for me to try on. When we got the changing room she discovered that I wasn't wearing any underwear. Kelly didn't say anything as I stripped out of my borrowed clothes revealing my naked body to her, she just raised a questioning eyebrow. 

"I don't mind borrowing Jen's clothes, but her underwear are another story," I explained.

"That just means we'll have to buy you some to keep at my house," Kelly said grinning devilishly. 

After trying on all the clothes Kelly had picked out for me, we decided on which ones we were going to keep and which ones we were going to put back I started putting back on the clothes I had barrowed from Jenny's closet when Kelly stopped me.

"Wait. Don't get dressed yet," she said.

"Why not?" I asked curiously. 

"Because we're not done here yet," Kelly said. 

I was confused and the look on my face clearly said as much. After all, here I was standing totally naked in a store dressing room with my brand new girlfriend who just happens to be my best friend's mother and she's telling me not to put my clothes back on. 

"Put your foot on the seat," Kelly said. 

I did as I was told and lifted foot the small built in bench of the small dressing room. As soon as I did this Kelly smiled at me and dropped to her knees right in front of me. Before I even had time to register what was going on I felt her lips and tongue on my clit and gasped loudly in surprise and pleasure, but Kelly didn't stop for a second. 

I knew there was at least half a dozen people just on the other side of the all to thin door of our dressing room and if I got too loud they would know immediately what was happening so I did my best to keep the noise down but it was hard. 

"Oh god Kelly that feels so good, but we can't do it here. What if we get caught?" I whispered urgently. 

"Mmmm. Then keep your voice down and hope I make you cum quickly then baby," She purred wickedly. 

I pushed my shoulders tight to the corner of the dressing room wall and braced myself with my arms as Kelly continued to go down on me. I had my mouth open and I was breathing in shallow rapid breaths as her tongue worked its wicked magic on my clit. I don't know if it was that Kelly was just so good at what she was doing or if it was that fact that she was doing it in such a public place and the risk of getting caught was so high, but in no time at all I felt my eyes roll back in my head and I let out a shuddering breath as my orgasm rolled through my body. Kelly did stop her ministrations to my clit for a second, but she licked me ever so gently as I came right there in the dressing room. When my orgasm finally died away Kelly pulled a way from my body and stood in front of me, and then leaned forward to whisper in my ear, "Now you can get dressed baby."

I had to sit down on the small bench as I dressed myself again because my orgasm had left me momentarily weakened. As I was getting dressed Kelly took a wet wipe from her purse and wiped her face clean of my juices and then dried her face with a tissue. Once were had made ourselves presentable Kelly and I left the dressing room, paid for the clothes we wanted and left the store in search of more shopping. 

A few stores down we spotted a great top in one of the window displays and went inside to check it out. We found the top we had seen, and they even had it in my size. Kelly came with me as I tried it on in the dressing room. I didn't think Kelly would do anything this time because unlike the last dressing room who's door went all the way to the floor this one's door had about a foot and a half gap between the floor and the bottom of the door. I pulled my top off and tried on the top we had spotted in the window. As I looked in the mirror I saw how great the lacey black silk cami looked great on me. 

"That top looks so sexy on you baby," Kelly said softly into my ear as she stood behind me caressed the tops of my shoulders gently. I smiled back at her through mirror. Then her hands slid down my arms and I saw the mischievous gleam in her eyes and then her hands slid under the cami and up to my tits and she started playing with my nipples. 

"Kelly we'll get caught," I whispered pleadingly. 

I saw Kelly's reflection grinning devilishly at me in the mirror as one of her hands left my tits and slid down the front of my body to the waistband of my pants where she opened the snap and slid down the zipper.

"Kelly!" I whispered urgently. Her eyes sparkled wickedly at me as she grinned at me again as her hand dipped inside the front of my pants. 

"Ohhhhhh," I moaned softly as Kelly hand caressed my pussy. 

"That's my sexy girl. Cum for me baby," Kelly said in a sultry whisper right next to my ear. The feeling of her hot breath on the side of my face turned me on even more. 

Kelly's fingers found my clit almost instantly and she started rubbing her fingers over it. I leaned my head back and rested it on Kelly's shoulder as she strummed her fingers over my hard clit. It only took a few minutes before I had to grit my teeth as I arched my body as I came right there in a store dressing room for the second time in a day. After my orgasm passed I collapsed back into Kelly for a few seconds while I recovered. 

"Did you like that baby?" Kelly whispered in my ear.

"Y-yes," I stammered. 

"Good. Now lets go pay for this top, we've got a lot more shopping to do today," Kelly said as she grinned at me again. 

Every time we went into a dressing room to try on some clothes Kelly either ate me out or fingered me until I came for her. Before we knew it, it was lunchtime and we were both starving so we went to the food court and got some lunch. As we ate I asked Kelly, "Do you think I could pick out an outfit for you?"

"Of course. In fact I think that's a great idea. Why don't you pick me out two outfits, one for when we go out tonight, and another for after we get back home," she said as she grinned at me. 

"Cool," I said and grinned back at her. "So where are we going to go next?" I asked.

"Well I all you really need now are a swimsuit for my place and some underwear, and I know a few stores that'll be perfect for that. Then go shopping for that stuff you want to get me," Kelly said. 

"Sounds like a plan to me," I agreed. 

After lunch Kelly took me to some underwear stores she knew of and bought me several different types of bras, demi cups, push ups, shelf bras, and they were all either lacey or silky or both. Then she picked out a bunch of underwear for me, she got me some lacey boy cut briefs in different colors, some lacey booty shorts, thongs, g-strings and several sheer panties in different cuts and colors. 

"Since you can't try these on here you'll have to model them for me later," Kelly said.

I just smiled at her and said, "It'll be my pleasure." 

When we were done with underwear Kelly took me to this store that sold very sexy swimsuits. Kelly browsed through the racks occasionally holding a swimsuit up against my body trying to judge if the color or cut would look good on me. This was the longest we spent in any one store all day, but Kelly finally picked out two swimsuits she really liked for me. The first was a lycra sideless g-string, it was basically a V of fabric that started at my crotch, went over my shoulders and was connected to a Y shaped string back that ran up between my ass cheeks and attached to the front at my shoulders. The other suit she bought me was a bright red one-piece suit with a front that plunged almost indecently low and was connected by thin clear strapping and a thong back that was attached the front by a string at the waist. The top also tied behind my neck. This suit was basically a thicker version of the other one. When I mentioned this to Kelly he response was, "Well you have to have something to wear in the pool when Jen's around, but I still want you to look sexy too." It made sense to me so we bought the swimsuits and it was my turn too do some shopping for Kelly. 

It didn't take long for me to find an outfit for Kelly. I found a sexy black tank dress for her that hugged her body perfectly the bottom hem only came down to the middle of her thigh. While we were at that shop she found me a sexy little black dress for me too. It was a lot like hers except that the top criss-crossed and showed off my stomach muscles perfectly. While we were there Kelly also bought me a pair of four inch black heels to go with my dress. And of course we had sex in the dressing room again. 

At the last store of the day I got Kelly a white stretch lace teddy with a sexy strappy thong back and sides. Kelly thought the outfit was so sexy she bought one for me in black. We walked back to Kelly's car with are arms loaded with bags from all the stores we bought stuff from. When we got to her car we put everything in the trunk, kissed each other and got in the car and kissed again. As Kelly drove us back to her house she reached over, undid my pants and had her hand down them and working my clit in no time. I lifted my butt off the seat and slid my pants down to my thighs to make it easier for her and then I just leaned my head back against the seat, closed my eyes and let her work her magic. 

"Ohhhhh, Ohhhhhh. Kelly that feels so good," I moaned. 

Kelly's fingers rubbed circles over my hard little clit first one way and then the other. Then she would rub her fingers up and down over my clit before going back to circles again. She repeated this over and over again making me cum three times before we pulled into the driveway at her house. I lay there in my seat panting and covered in sweat as she turned off the car. "You're so sexy baby," Kelly said with a huge smile on her face. 

"Thanks," I replied breathlessly as I pulled my pants back on and did them up. 

We got out of the car and took our purchases inside to Kelly's bedroom. And we both hopped into the shower. Thankfully Kelly took mercy on me and let me wash myself with her trying to make me cum again. I think she knew if she did I'd be too worn out for whatever it was she had planned for later tonight, so we took a peaceful shower together and got dressed in our new sexy black dresses. Neither one of us wore a bra, but we both put on a pair of skimpy sheer black thong panties and Kelly rolled on pair of thigh high lace topped stockings. 

"Do I get a pair of those to wear too?" I asked.

"Honey with your tan you don't need them," Kelly assured me. 

I blushed at her complement as we both slipped on our high heels and got ready to leave.

Kelly took me to a nice restaurant where we ate dinner and talked more about my plans for college. As we ate I felt Kelly's stocking clad foot rub against my thigh and my eyes widened in surprise. This woman was insatiable! Before long her foot had moved up my thigh and was nestled squarely between my legs and gently massaging my pussy through my panties. I'm not sure if I was thankful or disappointed that we finished our dinner relatively quickly. As we got up to leave I noticed a wet spot where I had been sitting and blushed deeply. When Kelly saw what was making my blush so much she just grinned wickedly at me and said, "Come on lover its time to get you home." 

We left the restaurant, got back in her car and she drove us back to her place. As we got in her house Kelly turned to me and said, "Wait here for a few minutes baby, I have something special planned for you tonight and I want to get it all set up." 

"Ah-ok," I replied.

Kelly gave me a quick kiss on the lips and said, "I'll be back in a couple of minutes." And then she dashed off to the bedroom. 

I sat down in the kitchen and got a bottle of water from the fridge to drink while I waited and tried to figure out what Kelly was setting up for me. About 15 minutes later Kelly found me in the kitchen and said, "C'mon sexy." 

I got up and followed her to the bedroom. She had closed the door so I couldn't see inside.

"I want you to close your eyes and let me guide you into the room," Kelly said.

I didn't answer; I just closed my eyes and held my hands out for her. Kelly took my hands in hers opened the bedroom door and slowly led me inside her bedroom and closed the door behind us. 

"Ok you can open your eyes now," she said as she moved to stand beside me. 

I opened my eyes and took in what Kelly had done. The lights were out but the room was lit by several softly flickering candles she had placed around the room and she and turned down the bed. It all looked so romantic to me that I was just blown away. 

"Kelly...I-I...I just don't know what to say," I stammered. 

"I would have liked to have done more, but I wasn't expecting all this to happen this weekend," Kelly said.

"It's wonderful Kelly. But what's it for?" I asked. I was so blown away by everything that had happened so far this weekend that my mind was refusing to work right and put two and two together. 

"I-I thought...I was hoping you'd let give me your virginity tonight," Kelly stammered. It was obvious by the look on her face and the tone of her voice that she was wondering if she had gone too far. 

I looked around them for a minute or two before I turned to her and with a big smile on my face I said, "There's no one else I'd rather give it to." 

Kelly smiled back and me and we embraced each other in a tight hug and then we kissed, the long and passionate kiss of two people deeply in love with each other. When we finally broke apart a few minutes, days, weeks later Kelly slowly and sensually undressed me. She squatted in front of me, put her hands on my thighs and slowly slid them upwards as stood taking my dress with them and lifting it over my head and off my body and then tossing it off to the side. She smiled naughtily at me as I stood there in just my panties and a pair of heels. Now Kelly put her hands gently on my shoulders and slid them down my arms to my waist and where she hooked her fingers in the waistband of my panties and began sliding them down my legs as she slowly squatted down before me once again. As she slid the waist band past my hips and down my firm thighs the crotch stuck to my wet pussy for a second before finally pulling free trailing a string of my sticky wetness for a few inches before it snapped and stuck to my thigh. Kelly licked her lips provocatively as she kept pulling them downwards until they landed in a pool at my feet. 

Kelly gently guided me backwards until my legs were against the bed and then she pushed gently on my body silently telling me to sit on the bed and I did. Kelly lifted my leg up and held it parallel to the floor as she took off my heels sultrily kissing my feet and calves as she did.

"Lay back on the bed baby," Kelly said softly

I climbed back onto the bed laying down in the center of it and waiting anxiously for what was going to happen next. Kelly stood up and walked over to her large walk-in closet and disappeared inside for a few minutes. When she came back out she was naked except for a very sexy looking strap-on. When Kelly saw my look of surprise and ...delight she turned from side to side modeling the strap-on and harness for even turning a full circle.

"Pretty sexy don't ya think?" She asked playfully.

"Yeah, and that strap-on's not bad either," I replied just as playfully. 

It was sexy, it was black velvet with a raised swirl pattern on it and the back laced up like a corset. The straps went around the waist and thighs leaving her pussy and ass available for my pleasure. 

When she was done posing for me Kelly walked to the edge of the bed, climbed on top of it and then crawled cat-like between my legs. As her head came level with my knees Kelly leaned down and planted soft kisses on the inside of my left knee and started working her way upwards. It tickled a little bit, but it also sent shivers up and down my spine. When she reached the top of my thigh where it joined to my hip she gave it a long swipe with her tongue and then kissed her way over to my belly button where she flicked and twirled her tongue playing with my charm before moving upwards again. It was driving me crazy! I wanted Kelly so bad I couldn't stand it! But she kept teasing me with those little kisses and licks! She dragged her tongue agonizingly slowly up the centerline of my abs. When she reached the top of my abs Kelly went back to giving me soft little kisses as she made her way up my body and between my breasts. She licked over to my right nipple, circling around my areola first in one direction, and then the other teasing me again.

"Urrrggghhhh," I moaned in frustration. 

Kelly looked my in the eyes without ever stopping what she was doing, grinned and quickly sucked my nipple into her mouth.

"Ohhhhhh!" I moaned in absolute pleasure as she sucked on my nipple as she flicked her tongue over my hard little nipple and occasionally nibbling on it with her teeth. Kelly didn't neglect my left nipple either, I felt her fingers trace lightly over my body until they found my achingly hard knob waiting to receive some attention of its own. Her fingers pinched, twisted and pulled my nipple. It felt so good, but it was only adding to my desire for her to fuck me and give me an incredible orgasm. My pussy was turning into a sloppy wet mess from the foreplay and my desire Kelly. She moved her mouth to my left nipple and used her fingers on my right. Oh god I wanted her!

"Please Kelly make love to me already I need you so bad I can't stand it anymore," I begged practically crying with my need for her. 

"Shhhh baby. I just want to make it the best I can for you. Are you sure you're ready?" Kelly said.

"Yes! Oh God yes Kelly! Please!" I pleaded.

Kelly kissed me on the forehead and said, "Alright baby." And then holding herself up with one hand she reached down between her legs with the other, took the dildo on her hand and guided it to my hungry pussy. 

"Ummmmm," I moaned as Kelly rubbed the head of the dildo over my pussy lubricating it and lining it up with my hole. 

"Ready?" Kelly asked softly.

I nodded my head and then I felt the head of the dildo press into my pussy. It hadn't gone far when it hit my hymen. Kelly pulled the dildo back a little and then pushed it forward hard and fast. The dildo ripped through my cherry and was half buried in me as I winced in pain. "Sssssst!" 

Kelly froze. There was a look of concern on her face as she asked, "Are you alright? Do you want me to stop?" 

I took a few deep breaths and said, "Yeah. Yeah I'm ok, just give me a sec." 

Kelly waited patiently for me to adjust and after a minute or two I nodded and said, "Ok I'm ready." 

Kelly slowly pulled the dildo back so that just the head was inside me before easing back and forth in my pussy pushing a little more of it inside me with each thrust. The slow easy thrusts Kelly was using on me started feeling good almost immediately and I started moaning softly. "Ohhhhh, ohhhh."




My Best Friend's Mom



Kelly started slowly increasing how hard and fast she was pumping me with the dildo. Before long she was slamming the entire length of the dildo in and out of my pussy so hard and fast she was making my body bounce back and forth on bed with each of her thrusts. My pussy was so wet now that the velvet part of Kelly's strap-on harness was sopping wet and every time her pelvis crashed into my it splattered my thighs and lower belly with pussy juice. 

"Oh God! Oh yes. I'm gonna cum. Oh Kelly don't stop! Pleeeeaase don't stop!" I cried out as I felt my orgasm building.

"Yes baby cum! Cum for me Jess!" Kelly panted encouragingly never slowing her thrusts. She slid her arms underneath me and wrapped her hands around my shoulders so she'd have more leverage and then she started pounding my pussy like there was no tomorrow. 

"OH FUCK! OH YES FUCK MY PUSSYYYY!" I screamed. 

Kelly rammed the dildo in and out of me as hard and fast as she could, sweat dripping from her body to my already glistening one. My body felt like it was building a charge that was filling me from my toes to the top of my head. Then with a suddenness that took me bye surprise my orgasm ripped through me. 

"AHHHHHhhhhhHHHHH!" I screamed at the top of my lungs. My eyes were screwed shut and I could see fireworks bursting behind my eyelids, my body was tingling like it was electrically charged and I started convulsing because my orgasm was so intense that it just threw my body into chaos. I think I even passed out for a couple of minutes. When I opened my eyes I saw a look of concern on Kelly's face as she knelt beside me and I was bewildered for a second, but when she saw my eyes flutter open she smiled brightly.

"Are you ok sweetheart? You had me worried there for a second," Kelly said. 

"Yeah, I'm fine. That was just...intense. That's all," I said.

"I guess so. I think you even passed out for a minute or two," Kelly said.

"Yeah, I think I did too," I replied.

So what do you think of losing your virginity?" Kelly asked tentatively. 

"Wow. It was better than I had ever imagined," I told her honestly. 

"Really?" Kelly asked.

"Yes. Thank you for making it such a wonderful experience for me," I said 

Kelly just smiled back at me and I could see tears forming at the corners of her eyes and then she enveloped me in a tight hug. "It was my pleasure," Kelly whispered softly in my ear as we hugged each other. 

We lay there in the bed hugging and kissing each other softly for a long while before we decided it was time to clean up. We showered together taking a long time making sure each other was very clean. When we were done washing up and had dried off I caught sight of the clock, "Damn its four am. No wonder why I'm so tired," I said.

"I think it has more to do with just the time," Kelly said slyly. 

We grinned at each other and climbed into Kelly's bed where we cuddled together with Kelly spooned behind me and just before we drifted off to the sound sleep of contented lovers I said, "I love you Kelly." I love you too Jessica." I smiled and I could feel Kelly smiling behind me. 

*

Author's note: Please remember to vote, and as always comments are appreciated. 

Also, if there are other stories I have written that you'd like to see continued I would like to know. I have discontinued several of my stories do to a lack or response from Literotica readers either in the form of a low number of votes, or comments or both. For example, My Daughter The Slut, Bobby & Mrs. Clark, and Mail Order Slut were all planned to have more chapters, but were discontinued do to a perceived lack of interest from Literotica readers. If you'd like to see these or any of my other stories as well as this one continued please let me know. I'd also like to thank my fans who have contacted me to tell me how much you have enjoyed my stories, you know who you are. Your comments keep inspiring me to continue writing. Thank you.  

Reverse_Cowboy