4 comments/ 213440 views/ 27 favorites Mom's Best Friends Ch. 01 By: flim62 I was finally on my own. I had turned 18 in April and chafed for 4 months, working at a fast-food job and getting laid if I could. Problem was, I still lived at home. Now, I was free. I had moved into the dorm and my parents had gone back to our hometown. Free! One little thing still nagged me though. My parents' best friends, Ron and Sheila Dobbs lived in the town—in fact, Ron was the baseball coach at the university and Sheila taught in the history department. They were my legal guardians, and although I was 18 and they had no control over me, they still felt responsible for me, and every week or so they would give me a call or stop me on campus to make sure everything was going OK. It wasn't intrusive, but it was still a reminder that they could always call my parents and tell them something. It takes a while to break free from that feeling completely. Anyway, they had invited me over for dinner next week. I liked them OK—they had no children of their own and they had always been a bit like an indulgent uncle and aunt to my brother and I. I didn't really mind going—I just didn't want it to get to be a habit. I knocked on the door and Sheila opened it." Hi, come on in, David. Bad luck—I just got off the phone with Ron. He should have been back from that away game a couple of hours ago, but the bus broke down and he won't be home until sometime in the middle of the night. They've sent another bus, but it's four hours one way." "Maybe I should come back another time..." I began. "Don't be ridiculous—I've already fixed dinner, so you have to help me eat it. Come in and sit down." I didn't mind—I had been around their house enough at various times over the years to feel comfortable. I went in and sat on the couch. We chatted as she finished setting the table. As she did, I watched her. She was fairly short, but had a nicely proportioned body. She had big fluffy hair, which framed a cute face. Her figure was what I would call average—nice tits, but not too big, nice ass but not too prominent—and shapely legs covered in pantyhose. Her high heels gave a great lift to her ass and made her legs look smooth and taut. "OK, come to the table, " she called. I sat down and we had a good dinner and a good conversation. We talked about general, normal subjects, and to her credit, she treated me like a real person instead of just the son of her friends. After dinner, she invited me to go sit on the couch while she fixed us some coffee. I was flattered that she considered me a coffee drinker. After all I was only 18 years old. I sat on one end of the couch and she soon came into the living room with two coffees, put them down, and sat on the other end. The couch was fairly long, so she swung her legs up onto the couch and sat facing me. We continued to talk about this and that, while I tried not to stare at her feet and legs. Like I said, she was wearing stockings or pantyhose, and her feet were petite and sexy looking in the shiny nylon. Even as we chatted, I was thinking how much I'd like to kiss them, then work my way up those smooth legs to the edge of her dress and then... "Wh-what?" I stuttered. I hadn't been paying attention. " I asked you about your girlfriend—Mona, is it? —I've seen you around campus a few times." "Oh, yeah, sorry, my mind was on other things...yeah, Mona's fine. We get along really well together." "I wish Ron and I were still like that." As she said this, she kicked off her pumps and tucked her feet up under her, giving me a good look at her legs as she did so. In fact, when she had repositioned herself, her skirt had slid up so that I could see the darker band of nylon at the thighs of her pantyhose. "I probably shouldn't be telling you this, but you're my friend and I trust you. Ron and I don't get along anymore." "What do you mean?" I asked. I was still naïve enough to ask that sort of thing. I had seen them, spent time with them, and they seemed like any other middle-aged couple. "Ron hardly talks to me, and he certainly doesn't look at me." "I can't believe that," I told Sheila. "I mean, he must look at you." "Oh yeah," She gave a bitter little laugh. "He looks at me when I get in his way. But you know what I mean—he doesn't look at me the way a man should look at a woman. Not even vaguely interested. I know I'm 42 years old and I don't look as good as I did when I was 22, but... I think maybe he's seeing another woman." I didn't say that I had heard some rumors around the gym about the athletics secretary sleeping with one of the coaches. She was a student named Heather, and she had long hair and short skirts that met about two inches below her ass. Every guy I knew tried to find an excuse to go the office when she was there because you invariably got a glimpse of her panties. And if she bent over to pick something up off the floor... As far as we knew she didn't have a boyfriend, so maybe it was Ron who was lubricating her honey-hole. She paused. "I don't know if I should tell you this." "It's OK," I urged her, "I would never tell anyone anything that you told me in confidence—between friends." I used the word "friends" because she had. I was beginning to hope that our relationship might go beyond that. I had this hope because she was telling me rather personal things as well as for another reason. She had taken her feet out from under herself and stretched her legs toward me. Now her feet were resting on my thigh. They were dainty and gorgeous and covered in the nylon of her beige pantyhose. I wondered if she was wearing "sheer --to- the-waist." Or if they had cotton crotch . Or if they...and her feet looked so smooth. I wanted to take her feet in my hands and kiss them and lick her toes, get her excited. I was sure she would get excited because my girlfriend liked me to lick her toes, and she always came quickly after I took them in my mouth and sucked them. My cock was starting to get uncomfortable in my jeans. "Well, if you promise not to tell anyone..." "Of course not," I said quickly. "Well," and here she rubbed her feet against my leg a little bit, "a few months ago, I decided to do something special to get Ron to look at me. Actually to do more than just look. It's been months—almost a year—since we've -- since we've, uh, been intimate." "I find that incredible," I burst out. "My God, you've got a gorgeous face, and a body to die for, and when you dress the way I've seen you, in short dresses with high heels, any man would be crazy not to be intimate ..." I realized I had probably said to much. I had let her know that I had looked at her in more than a "friendly" way. But she didn't seem to notice—or rather, she didn't seem to mind. "That's a sweet thing to say, David," she said , with a dazzling smile. "But it's not quite that way. I'm starting to sag"—and she cupped her tits and pushed them up—" and I'm getting some wrinkles." Since she had responded so well to my earlier comment, which I thought was way over the top, I decided to go for broke. "Sheila," I said, " can I tell you something that is just between the two of us?" She nodded. "Given the choice between you and a 22 year old—for example, my girlfriend, Mona, I would always choose you." "Oh." She seemed embarrassed, and I didn't want her losing the thread of what was gong on , so I said, "You were telling me...?" "Oh yes. I bought a couple of things—sexy lingerie and I put them on before Ron got home one day. I had some candles lit, the lights down low, some slow music on , and I was ready for him to come in. I mean, I had gotten myself excited a little before he arrived." She stopped thought for a moment, then turned that brilliant smile on me again. "You don't mind me telling you things like this do you? No? Well, as I said, I was wearing a black negligee and black silk stockings and black heels—I embarrassed the salesman at the shoe store when I bought them because I asked for "fuck-me" pumps in a size seven—but he know exactly what I wanted. I had also bought a black lacy bra and matching panties, but I decided not to put them on. I checked myself in the mirror to make sure that he would see everything-- you know what I mean..." She stopped and seemed lost in thought. She extended her legs completely and rested her feet on my lap—right on top of a noticeable bulge. I couldn't help but look at them. I could see the each delicate toe with the nail painted pink. Her feet looked so delicate e and delicious. I wanted to take her toes in my mouth and make her hot—so hot that she would soak her panties before I ever touched her pussy... "I had on soft, slow music, the lights were down, I had lighted some scented candles and..." He ignored me. Well, he didn't ignore me, but when I kissed him and tried to pull him towards the couch he just said, 'maybe later, I'm kind of tired now.' I was so mad—I had done my best to be a hot willing slut who wanted to -- to -- you know, make love, and he said he was tired. I didn't say anything, a but I blew out the candles, turned off the music, turned the lights up and went back to the bedroom and changed into a baggy great sweat suit. Then I went in th e bathroom and cried." "I'm sorry," I said quietly. "No one deserves to be treated like that. I can't believe that you were so -- I mean, that -- what I mean is that..." I didn't know how to say what I meant. I couldn't believe that any man could resist Sheila dressed in a negligee and high heels. "What is it you mean, David?" she said softly. "I mean , how could anyone resist you dressed in sexy lingerie and stockings and heels like that? I know I couldn't." "And what about now?" And as she said this in a low and suggestive voice, she leaned back further against the arm of the couch and moved her legs slightly apart so I had a clear look straight up her skirt to where her pantyhose changed color at the thighs. She put her hands on the edge of her skirt and slid it up , exposing her mound. Can you resist me know, even though I'm just dressed in a pantyhose and a dress? Can you, David?" I tried to swallow , but my throat was gummed up, but at last, I got some words out. "No, I can't resist you—I don't want to resist you. What do you want me to do?" "Use your imagination," she said throatily. She slid down a little farther and rested her head against the arm of the couch, and in doing so, she managed to get her skirt to slide up another couple of inches so that now I could see more than just the bulge of her mound. I could see most of her belly, which swelled gently, and the dark triangle of pussy hair above the top of her light blue bikini panties I got onto my hands and knees at the other end of the couch. I kissed her feet and licked my way along her instep , and up her calf until I reached her knee. Then I stopped and kissed her knees while my hands were busy rubbing her nylon-covered legs—from the ankles all the way up to her thighs. I rubbed my face against her warm thighs, The top of my head was pushed against her pussy. My aunt had taught me how to make love to a woman, and the women I had been with since that time had all told me I was good lover. I think it was because I went slow. Mona, my girlfriend was a good fuck, but she was too quick—once she got excited, she came within a few minutes. I liked older women who knew how to make love-making last a long time. So I moved slowly. I looked Sheila in the eye, stuck out my tongue, and then pushed my face into the crotch of her pantyhose, which was now getting very moist. I nibble don her cunt a little through the pantyhose and satiny panties, then I continued upwards, kissing and licking all the way up to her navel. I kissed her belly all over, making her squirm. I slid my tongue under the waistband of her pantyhose, all the while caressing her legs and ass with my gentle hands. The feel of the nylon, warmed by her flesh made me get harder and harder until I thought I was going to cream before I even got my jeans off. I had to stop or I would come way too early. I wanted her to come first ( another lesson from my aunt that I had learned well.) I lifted my face away from the delicious, soft skin of her belly and looked Sheila in the eye again. "Do you like the way I use my imagination?" I asked her. Her face was twisted and her mouth was open. I could see that her eyes were full of lust. She didn't even speak, she just nodded and contorted her face face even more. It was easy to see that she desperately needed to be fucked. I leaned forward, put my hands behind her shoulders, and helped her into a sitting position. I unzipped the zipper of her dress and slid it off her shoulders. I laid her back down and started kissing her shoulders. At last she found her voice, but when she spoke , her voice was so distorted with lust that I could barely understand her. "It's been too long," was all she said. She said this in a voice thickened with desire and further obscured by the fact that she was licking and nibbling my neck and face as I continued to kiss her shoulders. My hands were roaming over her upper body until they found her tits and as I cupped them and squeezed, she let out a gasp. I squeezed harder and she said, "yes!" in a loud voice. I knew I was on the right track. I pushed her dress farther off her shoulders and pulled it down, exposing a lacy bra which matched the color of her panties. I pulled the straps off her shoulders and pushed her bra down off her boobs. They were about the size of apples, a little saggy, but the nipples were dark pink and hard and standing up like little bullets. When I lowered my mouth onto one of them and sucked, Sheila wrapped her arms around my neck, put her hands on the back of my head, and pressed my eager mouth onto her rock-hard nipple and moaned. It was one of the sexiest sounds I had ever heard—the moaning of a woman who sounded like she was going to explode with passion. I stayed that way a few minutes. Well, she wouldn't let me go. I shifted from one side to the other occasionally, sucking and licking. It seemed her nipples got harder and harder like rocks in my mouth until I thought they would explode. Once again, I was getting too turned on and I needed a break. I managed to free my head from her arms, and I raised myself above her on my arms and looked at her again.. "Kiss me," I ordered, and I lowered my mouth towards hers. My hands were busy , sliding over her tits, then down, over the nylon-covered expanse of her belly, down over her mound, sliding in between her legs, touching the wet spot on her pantyhose, caressing her inner thighs, filling my hands with hot female flesh that wanted me inside her. Her mouth was hot and hungry. She took my tongue deep and played with it, licking and sucking like there was no tomorrow. She broke away from the kiss and stuck her tongue out, wiggling it in a the sexiest way, attacking my face with her eager tongue, licking here and there, teasing my lips with it, licking my throat and ears, until she took my face in her hands and brought my mouth back to hers. I broke the kiss for a moment, and said, "This what I'm going to do your pussy." She squealed as I put my tongue deep into her panting mouth while at the same time pushing my hand hard against her still pantyhose and panty- covered cunt. I slid further down and started seriously nibbling her pussy again, only this time, I was slowly sliding her pantyhose down, down over her hips, down, further, so the first hair of her bush appeared, down to the waistband of her panties. I hooked my fingers in the waistband of her panties and began sliding them down with her pantyhose. She was making loud incoherent moans and she scrabbled at her panties , trying to pull them down faster. I wouldn't let her. I continued to slowly lower the nylon and satin that was covering her love-box, lower, until her hairy mound was visible to my hungry eyes, then another inch or two so just the top of her of dark red slit was visible. I stopped there for a moment, gazing with lust at the top of her swollen pussy lips. She raised her hips off the couch, pushing her cunt towards me. I put my hands under her gorgeous, warm ass, and pulled her up the last few inches. Then I dipped my head and put my tongue in the top of her wet slit and burrowed in until I found her clit. And I began to lick hard. I had wanted to take this slower, to spend more time on foreplay, making her hotter. Actually there was no need to. She was so excited now that I felt her start to cum almost immediately. And she squealed again and I almost came then and there. I raised my face from her thrusting pussy for a quick look. Both hands were over her mouth and her eyes were closed. Her face was unrecognizable as waves of passionate pleasure flowed over her. Her whole body was shaking while she continued to thrust her cunt towards my mouth, so I obliged and went back to licking her clit. It was too much. She was heaving and bucking so much I had to move back or get my nose broken. She was till squealing, though not as loudly now. I continued to hold her ass cheeks in my hands as I watched her shudder and shake and after a long time finally come to a rest, still raised up on her heels. I leaned forward and kissed her on the hairline where the curly brown fuzz that covered her mound began. "Oh God, don't—don't, I'm too—sensitive-- ohh God, --ooooooooooooohhhhhhh." She was still heaving and sucking in great gasps of air. "Oh, sweet Jesus, I've never had an orgasm like that before." I gently lowered her quivering ass back onto the couch. Her panties and pantyhose were still covering half of her pussy. I pulled them all the way down and off her feet. Her pussy was the color of dark red and glistening with juice and her pussy lips were open and wet. I could see them quivering. "David—fuck me." I didn't need to be told twice. I obeyed. I was about to come. I stood up and quickly stripped. While I was ripping off my jean,s she got on her hands and knees on the couch and placed her hands on the arm. She spread her legs and raised her ass. Again, I didn't need to be told twice. I got on the couch behind her, positioned the head of my cock against her shining slit, and push forward.. Her cunt was surprisingly tight and I had to push a little to slide all the way in, but slide all the way in is what I did. I was so deep in her pussy that there was no place left to go. She moaned loudly and pushed back against my cock and then wiggled her ass. God it felt good! I had been an inch from coming before, and now I was only half an inch away—I knew I wouldn't''t last long with this lust-crazed middle-aged, juice-drenched honey using all her experience on me. I slammed into her again. And again she pushed back and twisted, all the while letting out hoarse animal sounds. Here was the fulfillment of my fantasies—a horny older cunt that was hungry for my man-meat—and then I remembered—she was my mom's best friend! And that did it—I started to blast the inside of her vagina with a load of cum. After I stopped I stayed deep inside the wet heat of her pussy. I leaned over her back, reached around and cupped her tasty tits in my hands. I could feel her hardened nipples rubbing against my my fingers as she continued to wiggle her ass slowly now, from side to side, giving my cock little jolts of pleasure. At last I moved and we shifted positions so she was laying in my arms on the couch. She nestled her head into my shoulder and put one hand on my waist. "David? Thank you" she whispered. "What for?" "You gave me what I needed ." "And what was that?" I said , just to keep this delicious conversation going. "David, I need regular orgasms and it's not quite the same with my own fingers. So, I want you to come back if you think you can manage it." Mom's Best Friends Ch. 01 "Sheila, I'll be happy to do whatever I can—whatever you want—to satisfy you and keep you happy." "What about Mona?" she asked. "What about Ron?," I countered. "Do you think we can work around them?" Sheila asked. "I know we can," I replied. She wiggled a little bit in my arms and pressed her warm body against me. I could feel the slick wetness between her legs against my thigh. "David, you know what pushed me over the edge? It was when I remembered that your mom is my best friend. It made me explode when I thought of that. I wish I could have held back longer, it felt so good, but that just made me cream like never before. But I feel guilty too." ." "You shouldn't feel guilty about my mom-- you should feel guilty about Ron." "Well, I don't," she said resolutely. "I tried, and nothing-- more than once, and he deserves it. "Sheila?" "Mmm?" "You know what pushed me over the edge? It was when I remembered..." Mom's Best Friends Ch. 02 About six months after my first sexual experience with Sheila I went to visit my brother who lived in Boston. I drove from Tennessee to Massachusetts, enjoying the road trip, and then, on the way back I stopped in Virginia to visit the Grants. The Grants were the third couple in the group formed by my parents and Ron and Sheila Dobbs. The Grants had known me since I was a baby, and I had often visited them and even stayed at their house a couple of times as I was growing up. They were the same age as my parents—in their mid-40's, but they had had children later. They had two daughters who were still in elementary school. As I say, I stopped on my way back from my brother's to visit them because my parents wanted me to-- a sort of family obligation. I arrived late on a Thursday afternoon and had dinner with them. It was fine, a friendly time, and after dinner, the little girls went to bed and Howard and Carol and I sat in the living room and talked. One thing I noticed about the Grants that I hadn't noticed when I was a kid was how formal they were. Even at 9 o'clock at night, Howard still had his tie on and Carol had on full make-up and was dressed like she was going to church or something. She was wearing a dark blue skirt and jacket with a pink blouse, jewellery, and high heels. They were lovely people, really, but a little too stiff for my tastes. Also, having fucked Sheila, Carol's best friend, I couldn't help but think about what it would be like to get Carol into bed. One thing I should say here is that although Carol was a nice-looking 40 something, her face was rather scarred from teen-age skin problems. She would have been called pretty except for that. Not that it was a problem now, but the scars were still visible, even with make-up on. She was tall and slim with long legs. My mind began s to wander just a little. Sheila was shorter and more compact. Carol's tits were normal size—if tit size can ever be called "normal", but not as big as Sheila's. Sheila was built for comfort, not for speed, and Carol was the opposite. One thing they had in common though, both had dainty looking feet, and I wanted to lick Carol's toes to get her hot the same way I had done to Sheila. Unless a woman is too ticklish to let you lick her feet, it never fails to get them super-excited. "Sorry, I didn't hear that—I guess I'm getting a little tired," I apologized. "I have to leave early in the morning at about 5:30 to drive to a conference in Washington. There's no need to get up—just sleep as late as you want. What time to you plan to leave?" Howard asked. "Well, I'm only about 8 hours from home, so I don't have to leave too early—I figured I'd get on the road around mid-morning, after drive time." "I have to take the girls to school just before 8," Carol put in, "but if you're not up, that's fine. I'll make your breakfast when I get back." "No, no," I protested, " I can look after myself. You don't need to do anything special. I'll just get a bowl of cereal and be on my way." "Well, we'll see in the morning," said Carol. "In any case, just act like you're at home and be relaxed like you were when you were a kid." And then they went on to share several anecdotes that they remembered from the times I had visited when I was much younger. They went to bed relatively early, and after watching TV a little, I went to bed in the guest room. As I crawled into the comfortable bed my imagination was sliding Carol's panties down and I was burying my face in her bush, starting to slide my tongue between her pussy lips. But I was tired, and I soon fell asleep. I woke up at about 7:30 and I heard the voices of Carol and the girls in the kitchen. I didn't get up immediately but just lay there thinking. Very quickly my thoughts turned back to Carol and how much I'd like to get her in the sack and fuck her. It was even more exciting to think about because she was my mom's best friend--- what could be sexier than that? A few minutes later I heard them all leave and I got up. I went to the bathroom with my shaving kit. But as I walked down the hall I noticed that the door to Howard and Carol's bedroom was open. I peeked in. The bed was already made perfectly. There wasn't a thing out of place—no clothes on the floor, the make-up table was perfectly arranged-- even the trash can had been emptied. Made they're not formal, but obsessively tidy, I thought. Anyway, there was only one thing I had come in there for. I had a quick peek out the window to make sure Carol's car was gone. It was. I walked quickly to what was obviously her dresser with the doily on it and a little stuffed kitten, and I opened the top drawer. I was in the right place, because when I opened the drawer, there were all of Carol's panties and bras and stockings. A classy lady—no pantyhose, just stockings (though I didn't mind pantyhose on a woman at all-- I liked the way the nylon stretched up over their mounds and onto their bellies and the way it firmed up and smoothed their asses). Some beige or tan or nude, whatever you want to call it, two pair of black, a pair of white, and interestingly, a pair of light blue. Most were the type with a rubberised band at the top, but several pair were the old-fashioned kind that needed a garter belt—and there were two of those in the drawer too. I checked out her panties. Nothing out of the ordinary—mostly white "briefs"—not particularly sexy, but hey, I was more interested in what was in those panties. She had a couple of pair of bikini panties in different colors—red, black, and one dark blue pair. I examined her bras quickly. 30 C. Hmmm, I was right—Sheila's tits were bigger , I was pretty sure. Who cared? When you've got the nipple of a moaning, squirming woman in your mouth you're not really worried about tit-size. I closed the drawer and had a quick look in the bedside tables. No condoms or pills. I wondered what kind of birth control Carol used. Maybe she kept her pills somewhere else. Maybe she didn't use any. Then, I got out. I had only been there 5 minutes, but I had learned the hard way not to spend too much time in a woman's panty drawer. Once, a year before, my aunt had caught me going through her panties. (Not the aunt who taught me how to make love to an older woman, a different one.) She had pretended to be angry and d had given me a lecture about respecting people's privacy, but I could also she was thoughtful and maybe the point was that if I had asked she wouldn't have minded. I went back to the bathroom and had a shower. I had to make it a cold—well, cool one, because my imagination had a lot of material to work with now that I'd been through Carol's drawer. I resisted the temptation to jack off because I wanted to get the full benefit of being excited when Carol came back. I could jack off any time. I had just gotten dressed and was starting to look around the kitchen when Carol came back in. "Hi, did you sleep well?" she asked. "Like a baby," I replied. Which was more or less true. "Here, let me fix you some breakfast," she offered. "What do you want, eggs? Sausage? I've got just about anything you want. How about pancakes?" Indeed, she did have just about everything I wanted, and I don't mean food. "Well, some scrambled eggs and toast would be fine, if it's not too much trouble." "No trouble at all." She began to get the stuff out of the fridge and cupboards while I sat down at the table and watched her. Today she was dressed in a light blue skirt and jacket with a white blouse. She had on tan stockings— I knew they weren't pantyhose—and strappy white high heels. She was fully made-up again, and wearing earrings, a bracelet. She looked like an executive secretary or a company PR person. Nothing too obviously sexy, but definitely not a plain jane. I was staring at her while my mind wandered up her legs, into the crotch of her panties and… She caught me looking at her. "Anything wrong?" she asked. I swallowed and mumbled, "No ma'am," while I felt myself turning red. "Since when is it ma'am? You call me 'Carol', don't you?" "Sure." She served my plate and sat down across from me with a glass of orange juice. She watched me while I ate, and when I looked up and met her eyes she just smiled. We chatted about my drive back and other general topics until I was almost done, then she said, "David, I want to talk to you about something serious." "OK," I said. I wondered what it was. "Go ahead." "Let's wait until you're done and go sit in the living room," she said, so I quickly finished the last bit of toast and my glass of juice, and we both stood up and went in the living room. "Have a seat," she said, so I sat in one of the armchairs across from the couch. She sat down the couch directly across from me. "David, you know that your mom and Sheila and I are best friends. We talk a lot on the phone and share things—really personal things." This opening was making me uncomfortable. What had these women shared? Carol must have sensed my unease, because she quickly said, "Don't worry, neither Sheila or I have said anything to your mom that you wouldn't want her to hear." I thought that was weird because why should I worry unless they might have talked about me? And what would they have to say about me unless Sheila had let slip that we had been lovers for 6 months? If Sheila had said anything to my mom I would have heard I about it by now. So I relaxed a little. Carol continued, "Sheila told me about a year and half ago about the problems she was having with Ron." I didn't show anything on my face, so she said, "You know—relationship problems. And she told me about the solution she's found." Carol paused, apparently expecting me to say something, but I still didn't want to say anything because I didn't know how much Carol knew. "What do you mean 'problems' and 'solution'?" I asked. "I'm sure you know what I mean, David. The problem is that Ron has lost all interest in Sheila as a woman—he's probably sleeping with someone else. As for 'solution'—why it's you. For some months now you've been banging her brains out. And according to her, it's not just slam-bam- thank you ma'am. You've been using multiple talents like your tongue and fingers to drive her wild. Quite an accomplished lover, by her account." I was stunned by her language, but was starting to get a hard on. Carol had a certain light in her eyes that I thought I recognized as lust, but I wasn't going to commit to anything just yet. I'd let Carol take this where she wanted it to go. "Did Sheila just come out and tell you, or what?" I asked. Sheila had promised not to tell anyone. I certainly hadn't. "No, I know she promised not to tell, but it kind of slipped out." "Slipped out? How does that sort of thing 'slip out'?" I was feeling a little pissed at Sheila. What if it "slipped out" when she was talking to my mom? On the other hand, it made me feel kind of good that Sheila had bragged about me to another woman—one who was now sitting across from me and talking about it. "Well, Sheila and I were talking on the phone one day and the subject of sex came up. You know—girl talk. She said she'd solved the problem of not getting any from Ron for more than a year. Naturally I wanted to know the details. She described her activities pretty graphically. Maybe a little too graphically, because we both started getting a little hot. I could hear some heavy breathing on the other end of the line and some sexy little sounds like she was touch in herself, and well, frankly, as she described her ummmm- sexual activities I got a little excited and started umm, manipulating myself. But she didn't tell me who it was." "Manipulating yourself?" I had to ask. "Well, you know, stroking my—my vagina." I was into this conversation now and totally fascinated. "You mean you were rubbing your pussy?" "Yes, I was fingering my – my pussy." She seemed to have a hard time saying the word "pussy". I wanted to hear her say it some more. I couldn't believe what was happening. First of all, here was a middle-aged, prim, super-neat, friend of my mom's telling me that she had a sort of phone sex with another woman, saying she had touched her own cunt while listening to my lover describe our love-making, and here was the kicker—she spread her knees apart and slid one hand up her nylon covered leg, into the darkness under her skirt, and she said, "I was touching myself like this." As her hand moved around under her skirt, she got a glazed look on her face and I definitely saw the look of sexual excitement in her eyes. I was staring at her hand and legs, willing her to spread them open even farther. I asked in a strange sounding voice: "But how did my name come up?" "She told me it was someone who had just turned 19 and I remembered that your mom had mentioned that you had had a birthday the month before, so I put two and two together. Sheila confirmed it—but she made me promise not to tell anyone—which I haven't and won't –except you." Now Carol spread her knees as fear apart as she could while seated on the couch and pushed her skirt up. I could see the tops of her stockings her panties as her hand circled the area, brushing her fingers against her crotch. I didn't need anyone to explain— I could recognize a woman in need of a fuck. "David, I've always felt a little behind your mother and Sheila—I've felt like they were prettier, smarter, more confident than I was. And so, I want to get ahead if I can. I want you to take me to bed and make love to me—f—f—fuck me harder and longer and deeper than you did Sheila. I know I'm just an old and ugly, but I want you to want me, just once. I know my face his horrible, but if you can just close your eyes…" She started to cry quietly. "Stop Carol," I said, firmly. "You're not old, you're not ugly, I don't know who gave you that idea. I know your face is scarred, but you have got so many other great things going for you it doesn't matter." I went over and knelt down in front of her open legs. I put my hands on her thighs and leaned close to her. "Look at me, Carol. I am so turned on right now—I want you to take me to bed and fuck me. I want to fuck you. I want to be deep inside you." I reached up and took her face in my hands and began to kiss her—first lightly on the lips then her chin, the tip of her nose, then her scarred cheeks, her forehead, back to her cheeks and then back to her mouth, which suddenly opened and took my tongue inside and French kissed me while her hands were roaming over my shoulders and back, pulling me closer. I brushed the tears away from her eyes and kissed her cheeks again. "Take me to the bedroom," she said. So I stood up, took her hands, pulled her to her feet, and wrapping my arms around her, slowly began backing her down the hall towards the bedrooms. Our tongues were busy exploring each other's mouths at every step. Walking backwards, she led me into her bedroom and towards the bed. I was kissing all the time on her face and neck and ears while my hands ran up and down her body, stroking and squeezing her ass and doing all the other things my aunt had taught me to do to get a woman dripping wet and ready to come. She bumped into the bed with the back of her knees and suddenly sat down and I followed, pressing her warm body beneath me. "Just a minute" she said. She disappeared into the master bathroom that I hadn't noticed before. I took the opportunity to get out of my clothes. About two minutes later she came back. Her eyes had been wiped and she had applied new mascara. She had put on some perfume and she had taken off her jacket and skirt and blouse. She was still wearing her nylons and heels as well as her panties and bra. She seemed to have shed her sadness too because she paraded towards me with a slinky walk, thrusting her tits out and slowly licking her lips. She stood in front of me and and reached behind her. Her bra came undone, and she pulled the straps slowly, sexily , off her shoulders. There were her delicious tits in front of my face. They weren't very big—they reminded me of my girlfriend's tits, actually—pale and perky, with smallish light pink nipples. Her aureoles were no bigger than a quarter, and I wanted nothing more than to feel her sweet nipples rolling in my mouth—to tongue her boobs until she got so crazy with lust that she would cum before I even touched her pussy. I wanted to suck them hard, then lick them gently, then do everything else that I could imagine, including cum all over them. I leaned forward and started by licking gently. But Carol wasn't interested in having her tits eaten right now. She lay down on the bed with her legs open wide. How could I ignore that? I knelt on the floor and ran my hands up her nyloned legs. I love the feel of warm legs covered in nylon, or even better, silk. My cock got even harder as I felt those luscious limbs. I lifted one leg and slipped off her high heeled shoe. I kissed the top of her foot, then the side of it, then her toes. She let out a sound of pleasure. I kissed her toes again, and licked them a little. She wiggled and again she made that sound of pleasure. Finally, I took her toes in my mouth and enjoyed the feel of them wriggling inside their nylon covering. Carol was even louder now. She said, "Don't forget—there are other parts of my body that need your tongue." I kissed my way up from her ankles to her knees , over her thighs, past the tops of her stockings onto the warm soft flesh of her inner thighs, and then a she let out a great gasp as I nuzzled her cunt. My hands slipped inside the waistband of her panties and started to slide them down. Usually when I slide the panties off a woman it doesn't take much before I begin to see pussy hair. In Carol's case, her belly was hairless, and as I continued to pull her panties down, her mound remained hairless. With a last tug as I got them down past her pussy, down her sexy and open legs and off her feet, I realized that her pussy was shaved! Completely bald! I had heard, I had seen pictures, but I had never been face-to-face, so to speak, with a hairless pussy. It was completely bald! I was amazed. It was hard to believe that someone so seemingly straight-laced would be concealing a hairless snatch. I was stunned, but not for long. I lowered my face towards her quivering, moistened lips and began gently licking her them. It was like licking a ripe peach that had been cut I half. Everything was smooth and slick and covered with delicious juice. She moaned and wiggled her hips to give me better access top her pussy, pushing her open slit towards my mouth. I felt her long sexy legs wrapping around me and pulling me into her. I raised my head and looked deep into her lust-filled eyes. She was squeezing her tits hard, twisting her nipples. She let go of one of her tits and with her hand pushed the back of my head back down towards her pussy. "More," was all she said. I obliged her by diving back into her cunt, pushing my tongue between her pussy lips which were now slick with love liquid. It was amazing to be licking that tasty love hole with no hair. I could see every detail of her reddened lips as they became swollen and wetter. They began to get loose and floppy and I was able to suck them into my mouth and chew on them gently. I had never taken a woman's pussy lips into my mouth before and I loved the sensation. Apparently Carol did too because she began to groan and twist. Mom's Best Friends Ch. 02 I was close to cumming, but I tried to hold off. I wanted to make Carol come with my tongue before I came. My aunt had taught me just to think of licking a pussy as a job that I had to finish, and that helped me to delay my orgasm—sometimes. I concentrated on what I was doing instead of what I was feeling. I slid one hand up over her heaving belly to her tits where I found her hand. She placed my hand on her boob and I began massaging it. My other hand was busy stroking her nylon-covered thigh. I pressed my face even deeper into her cunt and licked harder and faster. She was thrusting up off the bed now; and I sensed she was getting ready to cum. I raised my face and looked at her again. "Carol, I want you to cum for me—c'mon baby, cream on my face!" And then I plunged back into her bare, wet pussy, quickly finding her clit and pressing my tongue hard against it. She started a long low growl as she began shaking. Her heels were pounding my back as she shook with orgasm. I pressed down with my face, keeping my tongue buried in her snatch, pressing her hips down with my hands as she bucked and heaved and let out animal sounds. At last her body came to rest, but she continued to whip her head from side to side every few seconds as she said, "ohmygodmygodmygod…" I lay with face resting against her hairless cunt until she calmed down completely. I had been concentrating so much on her reactions to being licked to orgasm that I had forgotten about my own. My cock was still hard, but I wasn't about to explode. I moved onto the bed and began nuzzling her tits. They were firm and quite pert for someone of her age. Her nipples were small and pink, but when aroused as they were now, they formed perfect little cones of desire. I put my mouth on one of them and licked. Carol shuddered. "Rolling Stones," she said in a strangled voice. "What?" I managed to get out past a mouthful of sweet titty. "You remind me of the Rolling Stones logo," she said, "you know, that big tongue?" I stood up and smiled at Carol who was smiling back at me with a wicked look on her face. She rolled over, got on her hands and knees, looked back over her shoulder and said, "meow!" Now I don't know what effect that has you, but when she looked at me and said "meow" I nearly creamed right then. It was the sexiest thing anyone had ever done to me up to that point. Other men have since told me the same thing. A woman who says "meow" in a seductive voice will get you hard and ready to cum instantly. I knelt behind Carol and moved up between her stockinged calves until the tip of my cock was just touching the wet entrance to her love canal. I rubbed it against her hungry hole, massaging her pussy lips with my dick. But she wanted me inside her. She pushed back against me, and my cock slid inside her dripping cunt, and I edged forward another couple of inches until I was as far inside her as I could get. Then I thrust my hips forward and she groaned with pleasure as my cock filled her. I grabbed her hips and pulled her back onto me and we got a tremendous rhythm going with her pushing back onto my hardness and me slamming forward into her pussy.. She was moaning every so often and panting in between. She said, in rhythm with my thrusts, "I… want … you … to… come…aahhhh!…in …me…oohhhh!" That did it. With a groan of my own, I started pumping a hot load of jizz into her ravenous pussy. It seemed like I would never stop as she cried out in a second orgasm with me. I collapsed on top of her, and she twisted underneath me so I was laying h in her arms, my head on her gorgeous tits and my still-throbbing cock rubbing against her dripping snatch. We lay there, stroking and caressing each other kissing and nibbling. At last she said, "Was I better than Sheila?" I rose up on one elbow and looked at her straight in the eyes: "Do you even have to ask?" I said. And she gave me a contented smile. When she had asked me that I realized that she was insecure as a person and as a woman in bed and I wanted to assure her that she was the best fuck in the world as well as a wonderful person. We dozed off for a while and when I woke up her head was on my chest and her silky legs were drawn up and had my hand trapped between them. Feeling her nylons on her warm legs like that started to make me horny again, but I knew I had to get on the road. "I have to go," I said gently. "Stay." She looked at me with eyes of gratitude and desire. "You know I can't , Carol—this was just a—a butterfly moment." "A butterfly moment?" "Yes—you know-- one of those moments of supreme happiness that lasts just a short while—like a butterfly lighting on a flower." She nodded. "But promise me—next time—every time we see each other, you'll—you'll…" She seemed to be having trouble saying "fuck" again, so I finished the sentence for her. "Ill make you happy," I promised. She nodded again. I got dressed and leaned over and kissed her eyelids, her pocked cheeks, the tip of her nose—I covered her face with kisses before ending up slow and long on her lips. "Here, take these," she said. She reached down on the floor and picked up her light blue and still damp panties. "Carol," I said, " Could I have your stockings instead?" She didn't laugh or smile or remark on my request; she just nodded solemnly and in a slow sexy fashion began sliding off her nylons. Then she handed them to me and said, "Don't forget me." "Never," I said. And it was true. How could I ever forget this 40-something with the long legs and eager, shaved pussy who was my mom's best friend? I held theses stockings in my hand all the way home and put them in a manila envelope that kept in a box of important papers in my dorm room. When no one's around I sometimes pull them out and remember the sexy legs that they once covered and how they had spread wide open for me. It was a weird situation. I had fucked both of my mom's best friends. I actually preferred Carol, but it was Sheila I would see more often—though not often enough for me. Still, for those periods when I couldn't be with Sheila I had Mona, my girlfriend. But there was no comparison between a 19 year old girl and a 40-something woman. I'd choose the older woman every time. I was trying to figure out how to see Carol again without making it look suspicious… Mom's Best Friends Ch. 03 It was about 5 months after I had come back from my trip to Boston and my sex adventure with Carol. I had just rolled into bed. I was working as a security guard and I often had to work third shift. I had gotten home Saturday morning at about 8, had a quick shower, and I was just getting ready to fall asleep when the phone rang. I groaned. I didn't really want to talk to anybody. Mona, my girlfriend, knew not to call me. Besides, I had told her that I'd call her later in the day and see if we could get together. I picked up the receiver. "Hello?" I said irritably. "Hi David, it's Sheila." I was surprised. Sheila had never called me on a Saturday before. I was also a little worried—what could be wrong? "Hi, Sheila, it's good to hear your voice." Every other time she had called, it was to let me know that her husband was out of town and to ask me to come over for "dinner"—with her as the main course. "I was just calling to let you know that Ron left about half an hour ago and he'll be gone until tomorrow evening. Can you come over?" "Of course I can—I'll leave right away." I couldn't wait to get into her panties again. "Ron's away until Sunday evening?" "Yeah, so I hope you have lots of energy for a long weekend." She said this in such a sexy voice that I got an instant hard-on. "Like I said, I'm on my way." "Oh, and David?—I've got a surprise for you that I know you're going to like. See you soon." Again, her voice held the promise of intense pleasure. "In about 20 minutes ", I promised. I hung up the phone and started pulling my jeans on. As I drove over to her house, I wondered what kind of surprise she could have for me. We had done everything we could think of sexually, so I didn't think it was anything like that. She had always dressed in sexy clothes for me, so I didn't think it was some new outfit she had. The way she had said that she had a surprise for me made me think it was something very sexual, but for the life of me I couldn't imagine what. Anyway, I'd soon find out. I was almost there. I parked about a block away in the parking of lot of a big apartment complex. It wouldn't do to have my car seen in her driveway for two days while her husband was gone. The May sunshine felt warm as I walked to her house with a bulge in my jeans. :I recalled the wonderful feel of nylon stockings full of Sheila's warm legs rubbing against my cock. I carried a sheaf of papers in my had so it would look like I was bringing her some school work, just in case anybody was looking. After glancing around and seeing no one, I walked up to Sheila's door and knocked. She opened it immediately. I stepped inside, and she wrapped her arms around me and gave me a long, lingering, very hot kiss which I returned with interest. She was a wearing a pink shorts outfit—pink shorts and a matching jacket. Her legs were encased in tan nylons and she was wearing high heels. I could tell from the way her breasts felt as she pressed against me that she wasn't wearing a bra. My cock was ready to slide into her hot pussy. "I've got a surprise for you," she said in a wicked whisper. "Something you'll like. Something you want." I couldn't imagine what her surprise could be—I wanted her. I wanted to bury my face in her hairy snatch. 'Is he here?" a voice called from the living room. My jaw dropped. I knew that voice. It was Carol's. Still holding Sheila close, I walked her into the living room and there was Carol. Here were the two women I loved to fuck , and they were evidently in the mood, because as Sheila groped my crotch, Carol walked towards me, shimmying like a stripper and licking her lips. "Hi David," she breathed as her soft lips closed over mine. She was still dressed like an office manager—dark blue pants suit with black high heels and a white frilly blouse, but I didn't care—I knew that those clothes would be coming off soon. Both women were kissing my face now and running their hands over my body, and I reciprocated, kissing female faces and filling my hands with all the lovely , warm, flesh that I could reach. "How did this happen?" I at last managed to ask. Sheila replied: "Howard and Carol dropped their girls off at the grandparents for the weekend and came to stay with us. Then Ron and Howard decided to go to the Private College World Series today and tomorrow. They left last night and won't be back until tomorrow night. Carol and I were sitting around talking last night—and we got to talking about you. I tried to call you last night, but nobody answered. Were you out with Mona?" Sheila often teased me about preferring my 20 year old girlfriend to her. She knew I really preferred her, but I couldn't see her that often because Ron was around and we didn't want to try anything too risky. Sheila went on. "Carol had told me about you and her, and we decided it would be fun to have a threesome with you. I'm glad I got a hold of you this morning." "I'm glad you've got a hold of me now," I managed to say before locking my lips over Carol's, who promptly put her tongue deep in my mouth while Sheila was nibbling my shoulders. The two horny women were moving slowly towards the sofa. When we got next to it, Carol pushed me down on to it and then stood back about two or three feet. Sheila stood beside her. Sheila started what was to be an incredibly arousing performance by pulling her loose pink blouse over her head an tossing it aside. Her big nipples hardened visibly as I stared greedily a their dark pink sweetness. Carol stepped behind Sheila and cupped Sheila's tits with her hands, pushing them up into mounds that I wanted to take in my mouth. "Doesn't she have gorgeous boobs," asked Carol, . "Wouldn't you like to suck those nipples?" My cock was as hard as it had ever been and I simply nodded dry-mouthed, even though I already knew that Sheila had gorgeous boobs. "Or", began Sheila, moving behind Carol, "if you prefer slightly smaller, more delicate titties, you could try these." And she began unbuttoning Carol's blouse, which when opened, showed that Carol wasn't wearing a bra either. Boob heaven! Sheila's tanned and heavy knockers with big round dark pink aureoles, or Carols smaller, paler tits that were perkier and had smaller light pink nipples that had become rock-hard as Sheila's hand gently rubbed them. Which ones to suck first? Carol stood behind Sheila and undid the button of her shorts. They fell to the ground, and Sheila kicked them away with her dainty white strappy, high-heeled sandal. I sucked in my breath at the sight of Sheila's hairy mons with the big purple pussy lips just below it as she thrust her hips forward, pointing her cunt right at me. I wanted to plunge my cock all the way into her until I rammed her cervix. It wasn't to be. Carol stood up started caressing her pert little breasts, pinching the nipples slightly. Sheila proceeded to undo the button and zipper on Carol's pants and slide them down to her ankles. Carol stepped out of her shoes and kicked off her pants, then stepped back into her sexy high-heeled pumps. There she was- all 5 foot ten of her in high heels with tan stockings held in place by a black lacy garter belt. She had no panties so I could see her reddish pussy lips, already slightly engorged and distended and looking very moist.. But she must have been letting her bush grow, because this time she didn't have a hairless cunt. She had a neatly trimmed rectangle of light brown hair which was already glistening with dew-drops of cunt juice. "We want you," said Sheila. "To be more precise, we want your cock." "You can have all of it as many times as you want," I replied with a dry throat. "But I want to taste those delicious pussies as well." God! What a dream! Two middle-aged women , who just happened to be my mom's best friends, standing naked in front of me me except for silky smooth stockings and high heels, telling me they wanted my cock. I had to exercise all my will power to keep from shooting off right there and spraying their delicious bodies with cum. They sat down, one on either side of me on the sofa and we began kissing each other. I had to turn my head from side to side to taste, first, Carol's hot dancing tongue, and then to the other side to trap Sheila's eager tongue in her mouth and massage it with my tongue. All the time, I kept both hands busy, one on each woman, massaging the softness of their bodies. Sheila knelt on the floor and began to work my jeans down as Carol pressed me back into the couch and stuck her tongue into my eager mouth. One of my hands found the top of Sheila's head and stroked her hair while the other one went between Carol's legs and started caressing her hairy mound, Every few seconds I would rub my fingers over her pussy lips which were starting to swell, and she would grunt and her tongue would jump in my mouth. I wanted 4 or 5 tongues and equal number of penises, and 8 hand stop be able to enjoy all the female sexuality that was being offered to me. I wanted to suck all four tits, lick both pussies, plunge my cock into both cunts, and caress all four nylon covered legs – all at the same time, not to mention, stroking their hair, caressing their arms, squeezing their asses, kissing their mouths, sucking their toes and endlessly spraying cum all over their gorgeous , moaning bodies. It was sensory overload-- the most frustrating and satisfying thing I had ever experienced. But I had to start somewhere. So while Sheila knelt on the floor in front of me and nibbled lightly on my cock, I leaned over and began to kiss Carol's nipples. The aureoles had goose bumps on them and the nipples themselves seemed to get harder and harder as I sucked and kissed and licked and teased them, causing Carol to squirm and whimper. Carol put one hand on Sheila's head, which I found in credibly sexy, and the other went down between her legs. A few minutes later, Sheila and Carol changed places and Carol began to snack on my dick. She didn't want to suck too hard because She didn't want me to cum too quick. Sheila laid down on the couch with her legs spread open and guided my mouth down onto her hairy twat which was already opening by itself. I helped it open even wider by pushing her pussy lips with gentle fingers. I don't know how long this went on. We were all three careful not to excite each other too much because we were trying to hold off our orgasms as long as possible, but inevitably, someone had to cum. It was Sheila. We had changed positions several times, and she was sitting on my lap, sliding up and down my pole while I fondled her tits with one hand and with the other I guided Carol's stocking-covered foot to my mouth where I nibbled and licked her toes. Both women were making sexy sounds, letting me know how satisfied they were, as I was myself. I felt an orgasm building in me and I didn't know how much longer I could hold off. We hadn't discussed who got to have me cum in their pussy, and in fact, with all the moving around and different positions we were in, I figured I might blow load in somebody's face or on their tits. I squeezed Sheila's ample tit, rolling the nipple between my fingers and she suddenly let out a great "aaahhh!" followed by other shorter but no less intense "aah's!" as she began to shake and shiver on my lap. I let go of Carol's sexy foot and wrapped both arms tight around Sheila, holding her tight as she juddered to a stop on my cock. She looked back over her shoulder and I kissed her tongue. As I did so, I heard Carol gasping and I looked at her only to see her heaving her hips up off the couch with three fingers buried deep in her own pussy, I let go of Sheila with one had and reached over had put it on top of Carol's hand which was sliding in and out of her pussy as she began to cum as well. She writhed on the couch, and I could feel the quivering of her body as my hand continued to cover hers as she brought herself off. Carol was making a completely different sound than Sheila had. She was uttering high-pitched "uuhh's!"n that sounded almost like she was crying. I didn't want to be left out – I wasn't able to hold back any longer, anyway—and so I told Sheila that I was going to cum in her cunt. I bounced her up and down on my cock until I was squirting a hot load inside her—it didn't take long. Sheila climbed off of me and got on her hands and knees and began kissing and licking my sticky cock. "Save some for me, " said Carol , who had recovered somewhat. She joined Sheila on the floor, both of their mouths searching for my cock and balls. I put one hand on the soft hair of each of them and wondered how long it would be until I was hard enough to fuck these friends of my mom's all over again. In the meantime, I would just lick their pussies until they came again. I slid down onto the floor with them where we all collapsed in a tangle of arms and nylon-covered legs and lips and tits and other smooth , warm body parts. We all needed to rest for a few minutes before we began satisfying each other's lust again, We lay there in a warm glow of sexuality and dozed off. I woke up when I felt someone move around and a warm tongue began licking my balls and then a sensual mouth took my cock inside and began sucking gently. I didn't know if it was Carol or Sheila, and I kept my eyes closed and tried to guess. I thought it was Sheila who was making me hard again with an expert blow-job, but I wasn't sure. I kept my eyes close as I felt someone else move and the sucking was interrupted as whoever it was moved over and a new mouth began lapping at my rod. I reached out with my hands and found a nylon-covered leg and began stroking it. I was sure this was Carol because her legs were longer and thinner than Sheila's. One of the women moved again, and I felt someone straddling me and lowering their cunt on to my face. This had to be Sheila because her hips were broader than Carol's . Then the pussy was hovering just over my lips and I knew I was right with the first lick because , believe it or not, I could tell the difference in taste between the cunt juices of these middle-aged nymphos. This was a revelation to me. I had never eaten, two pussies at the same time before, so I had nothing to compare it with. But having so recently tasted Carol's honey-hole and Sheila's wet snatch, I could tell a definite difference. I couldn't describe the difference to you, but I could tell. And that surprised me. One was slightly tangier, one was sweeter, but maybe that's not the right way to describe them. Anyway. It was getting harder and harder to control myself. One hot woman was sliding her cunt over my eager tongue and another was riding my cock , getting me ready to cum again. I hoped that Sheila and Carol were getting ready to cum again as well. I slid my hands off of Sheila's sexy nyloned legs up onto her hips and pulled her pussy down further onto my my probing tongue. At the same time I tried to lift my hips up with Carol's rhythm to drive my cock as deep into her pussy as possible. Let me tell you, it's not easy to try to make two middle-aged sex machines cum at the same time. For that matter, middle age has nothing to do with it-- it would be hard with any two females because there's too much pleasure and it's hard to hold back your own orgasm. Eventually we did—cum together, that is. Well, sort of. Carol started, and once I felt her pussy spasming around my cock I couldn't hold back any more, so I started. Sheila continued to rub her wet slickness over my face and came a minute or two later as Carol and I were coming down off our orgasms. Not bad. I was there for hours, trying to keep to raging sexual sirens satisfied. It seems as if fucking in front of each other spurred them on to greater stamina, each one trying to prove that they could get me hard again and have another orgasm. They had said they weren't lesbians, and there wasn't any overt lesbian activity, but occasionally one of them would cup the others tits or massage the other's juice-slick mound. I guess it's hard not to touch both of the other people when you're in a threesome. Eventually we were all exhausted. No matter how much I wanted to, I couldn't get it up anymore. I had already shot my last load some time before. As we lay there in a warm tangle of nylon-covered legs and hugging arms and nibbling kisses, Carol and Sheila agreed that they needed to recuperate and give their pussies time to recover from the pounding I had given them. I had no idea what time it was. I had arrived about 10:30, and it was starting to get dark now. "Did you say Ron and Howard would be coming back tomorrow evening?" I asked. "Ooh," said Carol, "I think the naughty boy hopes to come back tomorrow and fuck us again." "He'd better," said Sheila, "because we won't have a chance like this again for a long time." Sheila sat up and spread her legs, asking me to sit between them. Knowing how much I adored her legs, she wrapped them tight around me and put her arms around me and hugged me tight. Carol sat up and slid forward and wrapped her long legs around me from the front and leaned for ward to put her arms around me as well. I was encased in warm female flesh; I looked closely at the slight difference in color between the pairs of stockings that were holding me tight, felt the slight difference in the nylon material, felt the two different sized pairs of delicious tits pressed against me, and concentrated on the warm arms around me and the soft breathing of these two sated women so I could remember the moment forever. "Maybe I need to come—or is that cum-- earlier tomorrow morning...," I began, "Couldn't he just spend the night here," purred Carol. "Do you have a bed big enough for all three of us, Sheila?" "I'm sure we can manage," said Sheila as she licked my shoulder. "I'm sure we can..."