16 comments/ 161450 views/ 59 favorites His Friend's Mom By: Loving50 Their relationship began innocently enough. Deb was a young looking 50 year old woman, married to the same man for almost 30 years. After raising two great kids, Deb returned to work part time in her husband's orthodontist office. She enjoyed the patients and just the general busyness of the office and being married to the boss had it's perks so she chose to work just Wednesdays, Thursdays and Fridays. Her schedule gave her the freedom to get together with friends, volunteer and take long weekends visiting her grown kids and their families. Life was good and then out of the blue she got a call from her niece. "I'm stuck, Deb. The only dance class I could get Brittney into meets on Tuesday mornings at 9:00. I have to be at work by 8:00 and my parents are busy on Tuesdays. If she is going to take dance, I have to find another way for her to get there." The desperation in her voice was clear. Deb understood the frustration since she knew the grandparents, her sister and brother, were very rigid about their schedule and most likely wouldn't flex to help out with their only grandchild. Irritated with them but feeling for the young mother, Deb found herself not only agreeing to drive the child to dance class but also to care for her until mid afternoon on Tuesdays. Her niece, Lisa, thanked her over and over until Deb finally found an excuse to end the call. Walking past a large minor in the hallway, Deb looked at herself intently and said, "Sucker! There goes a chunk of your freedom." That evening Deb explained the plan to her husband. Scott was a bit put out but trusted that Deb would make it work. In the end they agreed that caring for little Brittney would take up most of one of Deb's free days but she actually adored the 4 year old and soon she was looking forward to spending time with her regularly. The first dance lesson was scheduled for early September so Deb was up and ready when Lisa brought Brittney over early that morning. Brittney was excited about her lesson and about staying at Auntie's house. Arriving 15 minutes early, Deb and Brittney waited in the car for the other children to arrive. Soon lots of happy little girls, including Brittney, skipped into the small dance studio. An instructor came over to take the group of children into the other room and she invited the adults to wait in the small lobby. Strollers and diaper bags took up much of the space so Deb retreated to the peaceful quiet of the coffee shop located at the other end of the small strip mall. No sooner had she ordered her latte and sat at a table, but a tall young man entered the shop. She couldn't help but notice him since he reminded her of one of her son's friends. Sipping her drink, she began fiddling with her phone. At first she didn't even notice him standing next to her table but then he said, "Excuse me, Mrs. Nielson, you are Deb Nielson, aren't you?" Deb looked up at his handsome face and charming smile. It took a minute to place him but then she smiled and exclaimed, "Danny Taylor! How great to see you!" They shook hands and she invited him to sit with her. Danny was an old friend of her son from middle school. It had to have been at least 12 years since she last saw him. "It's Dan now." He said with a smile. "How's your family? How's Brian? It's been a long time." "Yes it has. The last time I remember seeing you, you still had your braces on. Then your family moved and you and Brian lost touch. Are you back in town now?" "Yes, I'm going to Med school to become a doctor. I always loved living here and was happy to be accepted at the university." He answered. They exchanged small talk easily. She shared about the kid's marriages and grandkids and he shared about his family and the intensity of Medical school. Then with a start, Deb realized the time was getting away and said, "I'm sorry. I have to go and pick up my niece. She's in a dance class and I can't be late." Dan smiled and said, "I know, I watched you drop her off and walk down to this shop. I admit I followed you but seeing you was purely accidental. I wasn't creeping on you, I promise." His boyish good looks disarmed her and she laughed. "I'm not concerned. It was great to run into you. I'll be sure to tell Brian that I saw you and please greet your parents for me too." She offered her hand to him but instead he reached over and hugged her. "Of all my friends' moms, you were my favorite. I always thought you were hot." Deb pulled away and looked at him curiously. He winked at her and squeezed her hand as she turned to go. Quickly she dismissed his comment as teasing. After all, what 28 year old, good looking guy would be interested in a 50 year old grandma? The rest of the week flew by. Brittney called Deb a number of times to remind her of dance and their play day coming up on Tuesday. As she had a number of times before, Deb silently questioned the sanity of parents who supplied a 4 year old with a cell phone, but she couldn't blame Brittney for their stupidity. Besides, Deb really didn't mind the interruptions. The little girl was a joy to have around and with her own grandchildren living out of state, Deb especially loved spending time with her. As she walked in to dance with Brittney the next Tuesday, Deb saw Dan standing next to his car. After delivering the little girl to her classroom, Deb walked over to him and asked, "So, are you always here on Tuesday mornings? What's up?" Dan replied with a disarming smile, "Good morning to you, too, Mrs. Nielson. Tuesdays are my study days so I usually find a quiet coffee shop and study during the morning. Last week I guess I just picked the right one, since I found you." Flattered but suddenly tense, Deb answered, "Are you going to show up every Tuesday? I don't think that's a good idea, Dan. You know that I'm married and I'm old enough to be your mother. So, if that's what you have in mind..." Dan interrupted her, "I wasn't sure what I had in mind today, but I like how your mind is working!" One look at the sudden tension on her face, he continued, "Don't get worked up, I'm not going to force you into my car. I just want to spend some time with you. Coffee is great. More would be better but I'll settle for coffee." His charm melted her resolve and she reasoned that coffee never hurt anyone. For the next three Tuesdays they met in the coffee shop right at 9:05. They talked about their families, jobs, movies, politics, pets, you name it, it came up. Conversation flowed easily and they laughed often. He was charming and quite a gentleman. She was lovely and interested. On that fateful Tuesday, Dan invited her to have dinner with him the next day. She had already told him that her husband was leaving in the morning for a conference and that she hadn't made any plans. Dan watched her face intently as she struggled to come up with a reason to say no. Finally Deb took a deep breath and said, "I don't think that's a good idea. Having coffee on Tuesday mornings is innocent, although you know I haven't told my husband about it, but dinner feels different somehow. I appreciate the invitation but no, I don't think we should have dinner." As usual they chatted until it was time to pick up Brittney. Dan walked her to the dance studio door and placed his hand on the small of her back. Leaning in close to her ear he said softly, "So what time should we meet for dinner tomorrow?" Flustered and a little irritated she was interrupted by Brittney throwing her arms around her legs. "Dan, I told you no. Please respect..." He forced a small piece of paper into her hand as he spoke over her, "Here's my number, call me with a time." With that he confidently walked to his car, flashing a grin over his shoulder. Making sure Brittney wasn't looking, Deb made a face at him before heading to her car. Well, I guess dinner wouldn't hurt, she thought. Of course deep down she knew it very well could. As he knew she would, Deb called him and they set up a time and place to meet. She wouldn't allow him to pick her up but Dan still felt he had won a battle of wills. At 7:00 on the dot he stood in the lobby of a local Italian restaurant watching for her. He recognized her car and was sure to hold the door for her. Deb had insisted that they go someplace casual but, Dan noticed, she was dressed elegantly in a simple black dress with a low back. The skirt flared out but was plenty long and the neckline kept her cleavage hidden. She chose it because it was conservative but still looked great. Dan wore black dress pants, a blue shirt and tie and a leather coat. Deb thought he looked like a young business man but much sexier. She blushed as the thought entered her mind and then tried unsuccessfully to dismiss it. Their table was soon ready and Dan ordered a bottle of wine. Soon Deb had relaxed enough that they were talking and laughing comfortably. Dan leaned over often to touch her hand or bump her knee. His behavior concerned her at first but soon excited her as the wine took effect and she relaxed. His company was charming, dinner was wonderful and dessert was sinful. As they left the restaurant Dan suggested that they walk around the quaint downtown area for a while. It was an especially nice evening and Deb agreed. Passing through a beautifully lit park they stopped to admire the view over the river. A few couples stood nearby, holding hands, snuggling close and kissing. Dan reached out to put his arm around Deb and leaned over to kiss her. In a moment of weakness, Deb responded and slipped her arms around him, under his coat. She lifted her face to meet his and kissed him gently. Warm, soft kisses became harder and longer as their tongues began a sweet slow dance. For long minutes they stood together allowing the inevitable to happen. How long they kissed, Deb didn't know, but she knew they had crossed a line and that she wouldn't stop him from going farther. After a while, Dan moved Deb until she faced the river and he pressed into her back, his arms tightly circling her waist. He whispered softly in her ear about all the things he would love to do with her. As if in a dream she listened and allowed him to mold his body to hers. Feeling his hard cock against her almost brought her back to reality but his voice was hypnotic in her ear and frankly, it had been so long since a man pursued her so aggressively. There was something so animalistic and primal about him that she couldn't stop herself from moving forward. In silent agreement they walked hand in hand to his car. He held the door for her and quickly got in his side. Taking her hand and kissing it, he asked, "Do you want to come to my place or should we go to yours?" Startled, Deb answered quickly, "No, no we can't do that. I guess we should go to yours." Dan drove to his loft apartment close to the University. They quickly ran up the two flights of steps and entered his place. He was suddenly and unexpectedly a little shy and offered her a tour. She said no by throwing herself into his arms which caused him to lose his balance and they tumbled onto the couch. They both laughed at the comedic domino effect but then he took advantage of their position and began to kiss her lips again. Flat on his back with Deb laying directly on top of him, they kissed for long minutes. His hand reached down to slide up under her dress and he buried a finger in the elastic top of her thigh high. He growled a low tone as he fingered her leg and relished in the silky feel. His lips moved to her neck as she threw back her head and offered herself to him. He moved his other hand to her neck and slowly began to explore downward. Deb reached back and unzipped her dress before getting up to slip out of it. It fell to the floor, uncovering her beautiful body. His breath caught as he took in the amazing sight of her in her thigh highs, lacy panties and matching bra. She was more beautiful than he could have ever imagined and as he reached for her he hoped he would measure up to her expectations. Deb stood before him, mostly naked, wanting to see him too. She took both of his hands and pulled lightly, knowing she couldn't pull him up but wanting him to offer himself to her too. He stood and together they stripped him to his briefs and socks. His young body was so hard and perfect, she stood in awe of him and hoped that she would measure up to his expectations. Dan gathered her in his arms and kissed her deeply. "You are so beautiful," he whispered. A sigh was all she could manage before she allowed him to lead her into his bedroom. Part 2 to follow. His Friend's Mom Pt. 02 Deb walked out of her heels as she leaned against him. The sudden height difference made her already unsteady walk even more so. She stumbled slightly but he caught her easily and joked, "I think someone has had a little too much to drink." Deb stopped dead in her tracks at his comment. "Actually," she began slowly, "I think you may be right." She turned to him and continued, "Dan, I really can't do this. I want to but I really can't stay." With that she started putting on her dress and shoes. Dan stood dumbfounded, watching her dress. He reached for her but she moved further away and finished. "Well, this is awkward." Dan said quietly. Then he moved over to her and wrapped his arms around her from behind. "I understand you being nervous but I'm pretty sure you really do want to stay. Your body tells me you want me, too." Deb peeled his arms away from her and turned to face him. "That's the problem. My body is telling me to let this happen but my heart is telling me no. I have to listen to my heart. Now please get dressed and take me back to my car." Reluctantly, Dan went into his bedroom and returned dressed in jeans and a T-shirt. Deb tried not to notice how the shirt showed off his hard chest that she was pressed against just a few minutes before. 'He really is a sexy guy and for some reason he really wants me!' The thought was racing in her head. She took a deep breath, firmly put it aside and went to the door, waiting expectantly for him to drive her back to her car. With a resigned sigh, Dan led her down the stairs and to his car. Ever the gentleman, he held the door for her and they began their silent ride back to the restaurant. The moon was full and a million stars filled the sky. Deb quickly attributed her willingness to have sex with Dan to the full moon. Ridiculous, she knew, but it was better than admitting the alternative. As they approached her parked car, Dan said, "Deb, I'm sorry if I pushed you too fast. I thought you were just being a tease but that you really wanted to spend some time with me. I understand you changing your mind tonight but I'll be honest and just say that I hope you change it again." He reached over and took her hand, bringing it to his lips. "I hope you know how beautiful and sexy you are. Even just one night with you would be like a dream for me. Let me know if you want to see me again, please." Deb hesitated for a moment, watching him softly kiss her fingers. Then she pulled her hand back and got out of the car. "I won't change my mind, Dan. I love my husband and I can't hurt him. Please accept that. Good night." The truth was that she couldn't hurt him, again. Again, was the problem. Driving away quickly, Deb realized that she was shaking. She had been so close to actually having sex with him and it scared her that she let it happen so quickly and easily. Her mind raced remembering the last time she had been in a similar situation. About 6 years earlier, Deb had accompanied her husband on a work related trip to Las Vegas. Scott loved having her with him when he traveled although their time together was limited. She was beautiful and sexy and in Vegas she wasn't afraid to show it. There was something about the anonymity of being there that appealed to her. Her skirts were shorter and her breasts were on display much more than when at home. He loved watching the attention she got from other men and the way that made her even more sexual with him. Deb enjoyed the attention too but she also liked the free time she had to shop and play blackjack. Both of them got what they wanted on these trips. Scott had eye candy on his arm and great sex at the end of the evening and Deb got plenty of money to play with and the attention she had grown to crave. Both were very happy with the arrangement. On that particular trip, Scott was more preoccupied with work than usual. That meant he didn't have as much time for Deb, of course. At first she accepted that as just part of being married to a successful man but before long she began to get a little tired of all the alone time. Sitting out by the pool one afternoon, she noticed a younger man sitting a few chairs away. He looked over and flashed a megawatt smile at her. She smiled back and held her drink up in a silent toast. He quickly picked up his beer and moved over to the chair next to her, touching his plastic cup to her margarita glass. Deb smiled at the gesture and asked, "So, what's a nice looking guy like you doing all alone by the pool?" She blushed at her impulsiveness. Must have been one too many margaritas, she thought. He laughed and answered, "Well I'm here for a bachelor party. So far I'm the only one up today. I don't drink very much so I actually remember what happened last night. Let's just say it was interesting." Deb laughed and introduced herself. His name was Steve and he was from L.A. He was friendly and shared easily about his friends and the party. She laughed as he talked and just enjoyed having some company. He asked her questions to draw her out and she surprised herself by telling him quite a bit about her life. The waitress from the pool bar came around and Steve ordered drinks for both of them. Sunning by the pool, a refreshing drink in her hand and chatting with a very good looking younger man brightened Deb's mood. No longer resentful about spending so much time alone, she began to relax and focus on the moment. The more she drank, the more she flirted. After a while Steve asked her if she wanted to get something to eat. It was only about 3:00 in the afternoon but she hadn't eaten anything since early morning and agreed to a late lunch with him. They gathered their things and walked into the hotel. As they walked by the elevators, Steve said, "I don't have my wallet with me. I'll have to go up and get it." He said it so casually that Deb didn't think twice responding, "Ok, I'll come with you." The elevator stopped at the 14th floor and they made their way down to his room. He reassured her that he had a room to himself so they wouldn't be running into his friends. He opened the door and held it for her. Not thinking as clearly as she would have without several margaritas , Deb entered the room. Before she knew it, he had her pinned against the door, groping her breasts and kissing her neck. He was much bigger than she was and she knew he would control her easily. At first she tried just laughing off his advances but he insistently pulled off her bikini top and forced his tongue into her mouth. Trying to stay calm, she attempted to push him away saying, "Hey, this wasn't part of having lunch together. You need to stop and let me go." He pulled his head back from her neck, looking at her with smoldering eyes and said, "Your body isn't telling me to stop." With that he pointed at her erect nipples and grinned evilly at her. "I think your pussy doesn't want me to stop either." He added, slipping a hand down her bikini bottom and fingering her hot pussy. "Mmmmmmmmmm, just what I thought." he said, leaning over to nibble on her hard nipple. "Now tell me you don't want this. Tell me you only want to have lunch with me." His voice was seductive and low and her knees began to wobble. His fingers glided along her pussy lips, teasing and taunting her sensuously. Involuntarily Deb moaned and moved in rhythm with his hand. He smiled at her and took that as a loud, resounding yes. Against her better judgment she returned his hot kisses, sucking hard on his tongue. Quickly she helped him take his swim trunks and shirt off. His thumbs slipped her bikini bottoms down and wordlessly they moved to the bed. He waited for her to make the first move, not wanting to pressure her anymore. His persistence had gotten her this far but he wanted her to be a willing sex partner and not feel forced. Deb was excited but torn. This was incredibly unexpected and even unwanted but her body was craving attention and Steve certainly seemed ready to give that to her. Conflicted but somewhat drunk, she impulsively made a choice. With that, she pushed his shoulders down until he sat on the edge of the bed. Lowering herself to kneel between his legs, Deb took a good look at his cock. It was at least 7 inches long and very thick. The head was large and almost purple. She looked up at him and when she knew she had his complete attention, she leaned over to lick around the lip of the head. Velvety smooth and soft, his cock responded with a twitch so she began to bathe the head and then the hard rod with her tongue. He was delicious, fresh and so hard. Taking him in her mouth, she pumped his cock as she worked more and more of it into her throat. No need for slow and easy, she was horny and desperate to take as much of him in as she could. Steve placed both hands on her head and helped her as she bobbed up and down on his hard cock. He breathed evenly, wanting to last as long as he could. Her blonde hair splayed over his thighs as she worked him into her mouth. She was a tireless cock-sucker and before long he felt his orgasm building almost to the point of no return. He figured she wouldn't allow them much time though and he wanted to be sure his moment of climax lasted so he gently pulled her off his cock and wrapped his arms around her waist. Tossing her onto the bed, he quickly positioned himself with his head between her legs. She gasped loudly, realizing what was coming next. Softly she said, "Oh my god, it's been so long." As he lowered his mouth to her soaked pussy, she immediately wrapped her legs around his head and grabbed his hair, pulling him in closer. His tongue got to it's delicious task of tasting her pussy lips. The soft skin was soaked with her juices and he added to the moisture with his tongue and lips. She began to buck against him and push back but he held on tightly and devoured her sex without mercy. Her hands in his hair guided him higher and he grinned at her obvious direction. "Your beautiful clitty needs my tongue too?" he asked looking up at her face. "Oh yes," she breathed. "Please..." He assaulted her clit with his tongue and teeth until she came with a shudder and then begged him to stop. It took all of his might to move back, she was so wet and hot and perfect. He kissed his way up her body to her mouth. Thrilled that she was kissing him back so passionately, he moved to her tits, kissing and licking them while avoiding the nipples. He wanted her to beg again. "What do you want, baby?" he growled in her ear. "Fuck me!" was all she could manage to say. Steve moved over Deb and spread her legs wide. His cock placed at her hole, he watched her face as he entered her. Her eyes went wide as his cock filled her like she had never been filled before. He began a slow rhythm as his mouth sought her hard nipples. First one and then the other, he sucked and tugged on them, making them even harder and longer. He groaned with his efforts to last, sucking and plunging into her hot body. Far too soon in his view he came deep inside of her. Her legs wrapped firmly around his ass and her arms holding him close, he groaned loudly against her breast as he released. They lay tightly connected for a while, just enjoying the smell of sex and the feel of their sticky bodies. Too soon for Steve, Deb slipped from under him and rushed to put on her bikini. Wrapping a towel around her, she said, "That was incredible but it can't happen again. It shouldn't have happened this time. I really have to go." With that she left him and he knew better than to try to stop her. He didn't regret pushing her into having sex with him, he only regretted not getting her number. Deb quickly retreated to her room and took a long hot shower. Guilt replaced the euphoria she had felt and she spent the next few hours debating with herself whether to tell her husband or not. In the end she never told him about her afternoon of incredible sex with a younger man, and she never regretted that decision. She promised herself that day that it would never happen again though. That memory filled Deb's mind as she drove home, careful to follow all the rules of the road. No use getting pulled over for a DUI. She had enough to feel bad about as it was. Later as she showered, her thoughts drifted to Dan and what had happened between them. Mostly she thought about what may have happened if she hadn't stopped them. As she got into bed her mind was still playing over the evening and imagining the 'what ifs'. Almost absentmindedly she began stroking her breasts, tugging on the nipples until they were hard and puckered. Then not so absentmindedly she allowed one of her hands to wander to her pussy, exploring and stroking. Late that night she came while touching herself, but thinking of hard bodied Dan and his magical fingers. On Friday of that week, Scott came home from the conference. He was attentive and sweet and they spent the weekend having fun together. The sex was better than the norm for them, which Deb attributed in part to her encounter with Dan. She didn't mention anything about their dinner date, of course, and resolved to have nothing else to do with Dan, ever. On Tuesday morning Deb nervously drove to the dance studio. Brittney's constant chatter did nothing to distract her from wondering about Dan. Would he show up for their usual coffee date? She really hoped he would just leave her alone but admittedly she also hoped he wouldn't. Confused and unsure, she pulled into the parking lot keeping an eye out for his car. Then she went inside to deliver Brittney to her teacher. Relieved, Deb made her way down to the coffee shop. 'I guess he got the message and is going to stay away.' thought Deb. Placing her usual order, she looked for a table to sit down. Dan's bright smile greeted her from just a few feet away. She was beyond startled and pretty angry. "Why are you here?" she asked. "Didn't you get the hint the other night? I don't want to see you again. Please find another coffee shop for your quote, unquote studying." She said with dripping sarcasm. "I didn't realize you owned this place. Besides I don't think things are over between us." His voice lowered to a sexy growl as he leaned closer to her. "I could see it in your eyes, feel it in your kiss and in your hot body the other night. You want me just as much as I want you. I came here to tell you that I'll wait for you until you're ready to finish what we started." He got up and leaned over to kiss her but instead got a taste of her hair as she turned her head. "Call me when you're ready, Mrs. Nielson, I'll be expecting you." With that he left the coffee shop. Deb sat there stunned at both his arrogance and at the way her body automatically responded to his smallest touch. Her coffee grew cold as she sat thinking for the next 30 minutes. Pt. 3 to follow. His Friend's Mom Pt. 03 That night Deb was tense when Scott came home from work. Her attitude affected his mood and soon they were snapping at the smallest of things. She knew what the problem was, of course, but wasn't willing to move past her frustration and treat her husband kindly as he really deserved. They actually slept in separate beds that night, one of the few such lonely nights in their marriage. The next day Deb approached Scott and lied. She blamed hormones for her moods and he readily accepted the excuse. He had sensed a distance from Deb over the previous week and hormones were an easy scapegoat. Life returned to normal, except that Deb thought about and dreamed about and even obsessed about Dan, often. Yes, that was a definite problem. Tuesday rolled around and as Deb drove into the parking lot she spied Dan's car. He hadn't even bothered to park around the corner of the building as he had the week before. He was taunting her and didn't care if she knew. Dropping off Brittney with her teacher, Deb stayed to talk to a young mother. Lisa, Brittney's mom, had arranged for Brittney to have a play date with another child after dance class. Deb and the mother quickly placed Brittney's car seat in the vehicle, checked to be sure they had the right cell numbers and Deb thanked her as she turned to leave. Just as she was almost to her car, Dan came jogging over saying, "Ah, you're escaping. Pretty clever, Deb. I didn't see that one coming." She ignored him as she got into the driver's seat but he maneuvered his body between the door and the car, stopping her from leaving. "Dan, you're not getting this. I don't want to spend any more time with you. Please accept that and leave me alone." She pleaded. "Like I said before, I don't believe you." He said, leaning down so they were face to face. "I think you're just scared about how you feel about me. I think you think about me all the time and that you regret leaving my apartment. I think you even dream about me." Deb put both hands at the top of the steering wheel and dropped her head against her hands. She let out a cry and demanded, "How do you know any of that?" She barely got the question out when he placed his hand forcefully on her neck and turned her toward him. His lips found hers and sensually kissed her for long minutes. She didn't fight him but was unresponsive at first. Eventually though he persisted through her resolve and they kissed intimately. Each movement of his tongue, each touch of his hands, she melted a little bit more. Finally, Dan released her and said softly, "Brittney is going to play at a friend's house after dance, right?" At her startled look he continued, "Don't look so surprised, I watched you move her car seat and put two and two together." "Of course you did," Deb replied weakly. Dan spoke again, "Deb, please. You can't deny that there is something between us. I think you want to explore it as much as I do. Please, come to my place with me. Please." Maybe it was his soft, hypnotic voice, or maybe it was that million dollar smile (placed on his face by her own husband, by the way), or maybe it was just that she was weak, but Deb heard her own voice saying, "Ok." Following Dan to his place, Deb was tempted to turn off a number of times. No, instead she listened to a temptation of a different sort. Butterflies raced in her belly as she played back the passion of their date two weeks before and anticipated so much more to come. Again, they held hands as they quickly ran up the stairs. Shutting the door behind them, there was none of the nervousness Dan had felt before. He was pumped and more than ready for the inevitable to happen between him and his long ago friend's mom. Deb even seemed relaxed but maybe it was more that she was resigned, he thought. That bothered him for a moment but he chose to let it go and enjoy the present. Dan offered her a drink but she refused so he took her by the hand and once again began to lead her into his bedroom. The room was surprisingly clean and well put together, she noticed, not the college boy look she expected. Sweetly, Dan introduced her to his pet fish and she laughed as he told her each name. As she admired them, Dan moved behind her and began massaging her shoulders. She stood still at first but then melted at his touch. Her shoulders dropped and her knees went weak. Taking her by the hand, Dan led her over to the bed where they laid down facing each other. Kissing gently at first both of them began to let their hands roam over the other. Slowly Dan unbuttoned Deb's blouse until her beautiful breasts were displayed in her lovely bra. He gasped at her beauty and murmured to her over and over just how beautiful she was to him. Impatiently he reached into the cups of her bra and freed her soft round tits over the top of the material. Hungrily he leaned over and licked her nipples until they were hard as eraser points. Sucking them in his mouth, first one and then the other, he just couldn't get enough of her. Deb's fingers tangled in his hair as she arched her back, silently begging for more. Sucking her nipples was a sure fire way to make her wet and he was well on his way to releasing a flood from her. Dan sensed her intense love of breast play and spent a lot of time caressing, kissing, sucking and licking her beautiful boobs. He kept up a steady stream of sweet compliments, whispering how amazing her breasts were and how much he loved playing with them. At one point Dan pushed her tits together and managed to get both nipples in his mouth at the same time. His tongue moved back and forth between them as he relished the feel of those hardened points in his mouth. Feeling her stiffen, he looked up and saw the unmistakable look of ecstasy on her face as she came. Surprised and pleased that he brought her to cum already took his breath away and he began to gently kiss and fondle her breasts, knowing they would most likely be sensitive after cumming. Deb had always been able to cum with just breast play alone but still she was surprised that he brought her to that point so quickly and with such intensity. She suddenly had an irresistible urge to touch him and pamper him as he had done for her. She pushed his shoulders back so that he lay flat on his back and ran her fingers down his hard chest. Stopping to lick his nipples, she watched for his reaction before she began to suck on them, first one and then the other. Little hard points formed as she teased him with her tongue. Looking up at his face she noticed his eyes shut tight and his mouth open in anticipation. She wouldn't disappoint him. Moving slowly down his body, her tongue and lips explored his belly and then lower. She taunted him with her body, allowing his cock to move freely against her neck and her breasts before tangling in her hair. Still she didn't touch it with her hand, she just let it move against her body, swinging back and forth as she moved over him. Then when she couldn't wait any longer, Deb licked the top of the head and popped it into her mouth. His body lurched as she devoured more and more of his hard cock. Sucking hard, she cupped his balls in her hand, squeezing gently. Her fingers moved to stroke the back of his balls where the skin was so soft and almost virginal. Releasing his cock from her mouth she moved lower and took his balls in one at a time, sucking and then pulling back so they audibly popped out. Her hand still stroking his hard shaft, she heard him whispering but she couldn't make out what he was saying. She moved up his body, stopping here and there to kiss or lick an especially sweet spot, until she could hear him. "God, baby. You are so amazing. Please let me taste you too." His hands guided her body to move up on him so that her pussy was positioned over his face. Usually feeling self conscience in that position, Deb hesitated but Dan was insistent and held her hips firmly while pulling her down onto him. He began to lick and suck on her pussy lips as Deb began to rock back and forth over his face. His moans grew louder as he feasted on her and then moved in to lick her clit. Deb forgot all about everything except for riding his face. She couldn't get enough and knew she would soon cum again. Wanting him to cum with her this time, Deb leaned over and took his hard cock deep in her throat. The move surprised Dan but he just grabbed her hips and pulled her down even harder, pleasuring her like it was the very last time. He sure hoped not, though! After a few minutes they came together in perfect rhythm. She swallowed his cum just as hers coated his face. Then she collapsed upon him and they lay still, regaining their strength. Pt. 4 to follow. His Friend's Mom Pt. 04 Funny, every other time she had 69'ed with a lover, she couldn't wait to move off of him. Even with her husband she was quick to end the connection. Not that it happened between them recently. Actually, she couldn't quite remember the last time she and Scott had 69'ed. She missed it; missed the intensity and raw need of the act, and relished in the moment with Dan. He wasn't in a hurry to end the connection either. The sight of her nearly hairless pink pussy just above his face, the feel of her love juices dripping on him and the pressure of her body on his was much better than he had dared to imagine. He would stay happily just like that for hours if she let him. After a number of minutes, Deb laughed softly and asked, "Can you still breathe?'' Dan answered with a resounding, "Yes! Please don't move on my account." With that he firmly grabbed her ass, holding her close to him. Finally Deb moved so she lay by his side. He turned to face her, actually facing her legs since they were still in a head to toe position. By propping his elbow under him and placing his head in his hand, he could see her face. She smiled shyly and looked as if she wanted to say something but couldn't quite verbalize yet. Dan moved his free hand along her thigh and said softly, "You really are so beautiful. You look beautiful, you smell incredible and you taste, hmmmmmmmm, I can't find the right word to describe how you taste. I just know I want more." Deb blushed and ran her hand over his leg. "Well, I would say that you are incredible too. What you see in me, a woman old enough to be your mother, I don't really get but it sure is amazing to be with you. God, you're so young! What am I doing?" She laughed at the absurdity of the situation. Quickly Dan moved so that they were face to face with his arms wrapped around her. He didn't want her to start regretting their time and he certainly didn't want her to get up and leave. He leaned in and kissed her deeply. Deb, as he hoped she would, got lost in the passion as they kissed and tasted a mixture of their juices. He moved to nuzzle her neck, licking from the furrow between her breasts to her ear. "I want to make love to you. Please let me." He breathed as he licked the soft spot below her ear. Lost in his passion, she couldn't argue with him. She grasped his back, raking her nails over him as she parted her legs wide, giving him access to her sex. Dan's cock was already semi hard, Deb realized with wonder. It had been a long time since she had enjoyed the quick reload time of a much younger man. She couldn't help but feel that she hit the jackpot this time. Dan's hardening cock lined up against her cunt but suddenly he stopped and looked into her eyes. "Deb, is it safe? I mean, can you still get pregnant?" Deb assured him that pregnancy was not possible but then she suggested that he use a condom anyway. "I think it's just good protection for both of us." She said practically, definitely sounding like a mom. Dan wished he hadn't brought it up. He would much rather feel her naturally than with a condom but he respected her and knew she was right. Reaching into his nightstand drawer he pulled out the wrapper and began to open it. "Let me," Deb said in a low, sexy voice. He almost came at that moment, she was so seductively amazing. Deb took the package from him and tore it open. Sitting up by his side, she grasped his cock and stroked it hard for a few minutes. Finally she leaned over and licked the top of the head saying, "Mmmmm, precum. Delicious." He gasped and struggled to keep calm as she unrolled the rubber over his hard thick cock. Then she gently pushed him onto his back and climbed on top of him, straddling his hips and lowering her hot pussy onto his groin. Watching his face, she took his cock firmly in her hand and placed it at her hole. Slowly she maneuvered her body onto him, sitting all the way down on his cock. The warmth he felt at being enveloped deep inside of her almost overwhelmed him. He didn't want to move, didn't want to ever leave her tightness. Deb impaled herself completely on him, feeling a bit slutty at her aggressiveness. His face and the moans coming from him told her that he was lost in her at that moment so she took over and began to ride up and down on his hard shaft. Her legs were strong so she was able to move up and down smoothly for a long time. Her own moans joined his as the large head hit her g-spot over and over. His hands wandered to her bouncing tits as she moved faster upon him. She reached back to finger his balls as they slapped against her ass with each thrust. Faster and faster they moved in perfect harmony, meeting and grinding against each other perfectly. Sweat began to collect between their bodies and competed with the sloshing noise of his cock as it pounded in and out of her wet pussy. Soon Deb was squealing as she pressed down on him with abandon. His hands held her hips as she came while crying out his name. His cum followed closely and he raised his hips against her as he exploded deep inside of her body. Deb let go and sat fully on him for a few moments. Her hands ran up and down his chest just as his began rubbing her thighs. She must be getting sore, was his thought, so he pulled her down on top of him and held her close. Neither of them spoke for a long time as they rested and their heartbeats returned to a normal rate. His hands lazily moved over her back and ass, enjoying the feel of her weight on him. Once more, Deb began to feel shy and self conscience but she fought the feelings and decided instead to just enjoy the time with him. She silently rationed that life is about making choices. Right or wrong she made a choice to be intimate with this young man and she wanted to remember it fondly. Again, Deb slid off of Dan, wondering if his body was objecting to supporting her weight yet. She smiled at the thought of his body screaming out in complaint. As she settled into the crook of his arm, he noticed her smile and asked, "So what's that smile for?" She answered, "I just wondered if your body is complaining yet about supporting my weight this afternoon." He laughed and responded, "Not a chance. I would support you all day and night if you would stay with me that long." He kissed her forehead and held her tightly. Soon she would leave him, he could feel it. Just as he predicted to himself, Deb soon got antsy and began to pull away from him. She excused herself to go to the bathroom but then started to dress when she came back to the room. Dan watched her, looking for the right words to say to get her to stay longer. She didn't give him a chance to find them. "Dan, I really didn't expect to be here again and for sure, I didn't expect all of this to happen, but I want you to know that I really enjoyed being here with you. You are a terrific guy and you're going to make some woman very happy someday. But, please understand, I can't see you again. I shouldn't have today but, God help me, I'm glad I did. No more though, please." Her pleading eyes held his intently, waiting for his assurance that he would respect her wishes. He looked away before he answered, "I do understand but it would be hard for me to stay away from you. I would miss you too much." Deb sighed and finished getting dressed. Once Dan could see that she was determined to leave, he hopped out of bed and threw on his clothes. She was already at the apartment door as he hurried to keep up. Together they walked down to her car and then kissed goodbye. As she pulled away from the street, Dan said with a grin, "Coffee, next Tuesday?" While driving home Deb gave some thought as to what she would tell Scott about her day. Lying was, unfortunately, easy for her but she feared that her blushing might give her away. She knew she would have to deal with feelings of guilt eventually but she hoped to push them off at least for the evening. Knowing a good, home-cooked meal was a sure fire way to please her husband, Deb stopped at the local up-scale grocery market. Choice cuts of meat, bacon wrapped asparagus and fresh coleslaw would please Scott and hopefully assuage her guilt for the time being. Arriving at home, she quickly prepared the food and heated the grill. Scott got home just in time for the steaks to go on the grill and they sat on the patio talking about the day. He was very chatty and shared for quite a while but then he asked, "So after dropping Brittney off at dance, what did you do all day? I bet it felt good to have the day to yourself." "Oh, just some shopping and organizing in my office." Deb answered. Her office was always in need of organizing so even if Scott looked in there, and she knew he wouldn't, he would never know the difference. Amazed at her ease when it came to lying to her husband, Deb quickly found an excuse to go into the house. In the bathroom she splashed cold water on her face and stared into her eyes. "You are really something, Mrs. Neilsen," she whispered softly. "Now go and make it a great evening for your husband." Dinner was wonderful and they enjoyed the cool evening in the back yard together, even starting a small fire. They followed their usual routine of cleaning the kitchen, watching the news and reading before bed. Predictable but safe, thought Deb, relieved that she managed to keep the guilty feelings at bay. Somehow Deb slipped back into her regular routine pretty easily. By the weekend, her time with Dan was a pleasant memory and she no longer worried about her husband being suspicious. She had dealt with a small case of regret but that had passed. Tuesday morning she drove Brittney to dance class. It worried her some that Dan might be waiting to see her but she felt she could handle him if he showed. To her surprise, he wasn't at the coffee shop that morning, nor any of the next three Tuesday mornings. Each time she took Brittney to dance, she expected to see him but over a whole month's time, he never showed. Deb actually began to get worried about him. She considered calling him but didn't want him to get the wrong idea. It bothered her that he had disappeared from her life so quickly and without explanation. More than she wanted to admit it to herself, she wanted to see him. She tried to convince herself that it was her maternal instinct to care about him but she knew it was more than that. Confused but needing some answers, she finally made the decision to seek him out. Making arrangements for Brittney to have another play date with her friend from dance, Deb dropped her off at class and drove directly over to Dan's apartment. His car was parked out in front which almost made her keep driving. Maybe he just didn't want to see her anymore. The thought both relieved and troubled Deb until she just had to know for sure. Running up the familiar stairs before she could change her mind, Deb confidently knocked on Dan's door. After a minute and another knock, Dan answered the door dressed in a robe. Surprise filled his eyes as he looked her up and down. "Deb. I wasn't expecting to see you. What a surprise! Please come in." "I've been kind of worried about you. You just disappeared and I wanted to make sure you were doing alright. I guess you are so I'll get going." Deb stammered as she turned to leave. "No, please don't go." Dan said taking her hand. "You were really clear when you left here that day. No contact, no coffee, it was over. I wanted to respect you and leave you alone. I figured you had my number and you knew where I lived if you wanted to see me again. It's been a long time though so I guess I thought you weren't interested in seeing me again." He looked so dejected that again, Deb felt almost maternal. She reached up to hold his chin in her hand, looking him directly in the eyes. "I didn't want to get together again, but ..." Moving quickly to take her in his arms, Dan pressed his lips firmly to hers. Small sounds of protest quickly turned to contented moans as he kissed her fully, sucking her tongue into his mouth. He wrapped her in the warmth of his robe so she was molded against his naked body once again. Together they moved toward the bedroom, her clothes dropping as they did. Guilt, remorse and regret would all come in time but for the moment they were together and complete. Comments welcome. His Friend's Mom Pt. 05 Deb and Dan continued to see each other for the next few months. Guilt, though it hit her hard in the beginning, eventually gave way to justification and before she knew it, she was comfortable with the lies. Her husband, Scott, seemed very much unaware of the affair and in some ways reaped the benefits as she made extra efforts to be the wife he wanted her to be. For the first time in many years Scott was treated to regular blow jobs and long massages. He chalked the change up to... Well, he really didn't know what to think but he certainly wasn't going to complain. He even reciprocated and for the first time in many years they were having marathon sex sessions including 69 and anal. He was in heaven, while Deb was mostly relieved. For her part, Deb looked at the sex with her husband as just a step above the normal vanilla. Marathon sessions, for Scott, meant maybe 45 minutes, while the regular sessions with Dan usually went 3 - 4 hours. She tried not to compare the two but that was difficult. The justification, for her, was that Scott was very happy and Dan was very happy and she found herself mostly happy some of the time. There was that nagging sense of guilt though. She tried not to think about the ramifications of being discovered. She really chose not to think much at all. She and Dan had slipped into a fairly regular pattern of meeting at his apartment on Tuesdays. Brittney's dance class had ended so once again Deb had the whole day free. She missed having the little girl to fuss over but loved having regular time with her young lover. Her routine on Tuesdays was to have breakfast with her husband and kiss him goodbye as he left for work. Then she would carefully dress in a hot little number, put on a long coat and drive over to Dan's place. She loved to play it up for him and they often role played in a number of different ways. One particular time, after about four months, she surprised him by showing up at his apartment late in the evening. Her husband was out of town so that night she dressed in a see-through chemise, nylons held in place with garters, a miniscule panty and stiletto heels all covered with a long trench coat, and drove over to his place. She knew he would be sleeping after having been on duty all day but somehow she knew he wouldn't mind the interruption. His windows were dark as she parked and used her key to enter the building. Her heels clicked on the steps as she climbed. She knocked confidently and waited for him to come to the door. Wiping the sleep from his eyes, he opened the door, dressed in his robe, and grinned at her. Without a word he pulled her into his arms and kissed her mumbling softly, "I should go brush my teeth, baby." With that he turned and retreated to the bathroom. A bit put out that her plans were somewhat changed, she took off her coat and sat on the couch in the dark room. Dan returned soon after and called out to her. Deb quietly said, "I'm here. Come find me." Dan made his way over to her voice and sat on the couch beside her just as she reached to switch on the lamp. The soft glow exposed her to him and he gasped as he took in the spectacle. The purple chemise did little to hide her beautiful body from him and the way she crossed her legs at an angle stirred a longing in him so powerful that his cock sprang to attention. He leaned in to kiss her but she stopped him with an upraised hand, "First things first, mister. I always get the money upfront." She said with a coy smile. Startled at first, he caught on and walked to the bedroom for his wallet. Offering her a wad of cash, he sat back down, hoping it was enough. He loved how she made things new and fun and this new role was as sexy as he had ever experienced. Deb made a show of counting the money and then said in a low voice, "This will do as a down payment." Then she welcomed him into her arms and began to tease his lips with her tongue. "I've been thinking about you all day. I want you so much I just couldn't wait anymore." She whispered. Groaning loudly, Dan buried his face in her cleavage and began to slowly unclasp and unfasten all the various parts of her clothing. Her nylons felt so silky and sexy that he kept those on but he unlaced her chemise and slipped it down off of her body, exposing all the deliciousness that he could never get enough of. He knelt on the floor as he stripped her bare, slowly removing her heels, her panties and garters after the chemise. Keeping his hands on her silk covered thighs, he pushed her legs further apart and leaned in to lick the folds between her thighs and her body. The taste was part sweat and part mystery. Her skin gave off a fragrance and taste that was unique from any other woman he had ever experienced. She was literally intoxicating to him and he felt drunk on her with every touch of his tongue and lips. Deb relaxed against the plush couch and gave herself over to him completely. So many times he had knelt between her legs, licking, kissing and sucking on her tender flesh, but she never tired of it. His devotion to her pleasure was overwhelming at times but still she couldn't get enough. Almost in a worshipful state, he buried his face in her sex, inhaling deeply and lapping at the sweet folds. The moisture built as she moved her hips in response and he buried his hands in her, not wanting to waste a moment in separation. Soon he felt her cum while pressed against his mouth. He gathered her moisture on his tongue with his nose pressed hard against her clit. Her movement slowed as her breathing returned to normal. Sweetly he kissed her inner thighs as he slowly pulled her stockings down her legs. Having her completely naked before him was pure joy. "Deb, come with me," he said softly as he stood and offered his hand. Moving into the bedroom, Deb stopped to greet his fish by name. She was completely comfortable in his place as she had been there so many times over the previous months. The large windows that faced the front of the building looked over a lovely park across the street. Mature trees hung over walking paths that were very busy during the day but quiet at night. Many times as they lay together on his bed, Deb would look out the windows at the old trees and let their movement lull her to sleep after their lovemaking. Dan took her by the hand and dropping his robe, he led her over to the bed. Deb pulled him toward the windows though and of course he obeyed. He would do anything to please her. They stood together at the large windows, naked and bold. Deb knelt to take his hard cock in her mouth, filling the back of her throat with his throbbing head. She bobbed up and down, pleasuring him just as he had pleasured her. Finally he placed his hands firmly on her head and stopped her movement. Slowly she released his cock from her mouth and moved to her feet in front of him. Again he tried to move her toward the bed but Deb turned and faced the window, leaning into it and spreading her legs apart. Her ass angled like that almost made him cum on the spot but he contained it and moved up behind her. Deb's hands supporting her weight against the window and Dan pushing up against her from behind, he entered her and began to fuck her deeply. She encouraged the movement, pushing back against him as she watched the trees sway in the breeze. A dim light illuminated their fucking in the window for anyone who passed by, but neither cared. They were lost in their own little world and making love was all that mattered. With a loud groan Dan released his cum inside of her. As his cock softened and slipped out of her, he pressed up against her, plastering her body against the window. Anyone looking up would see her breasts flattened and spread against the glass and his arms circling her waist. Softly they laughed, wondering if anyone was watching in the dark. Again, they didn't worry about it or care. They just focused on the moment and on their pleasure. Eventually the couple moved to the bed and cuddled for a while. Deb knew he needed his sleep though and slipped out of bed as he quietly snored. She only put on the trench coat for the drive home and hoped she didn't get pulled over. Deb pulled into the garage at close to 1:00 am. She walked through the dark to the kitchen and got a bottle of water before heading up the stairs. As she moved to the steps, unbuttoning her coat and beginning to let it fall, a light suddenly illuminated the dark living room. Startled and frightened, Deb quickly turned around. Too late she realized that she was displaying her nakedness but then breathed a sigh of relief. Her relief was short-lived, however. In a straight chair sat her husband. Scott held a bottle of Heineken in one hand and his jacket lay on his lap. He looked her up and down slowly and said, "Why are you naked under the coat?" She stammered for a moment but remained silent. Somehow she knew he didn't really expect an answer. "I had an interesting experience tonight." He said, his voice deep and scratchy. "I went for a walk in a beautiful park and you wouldn't believe what I saw." Tears filled Deb's eyes as she struggled with what to say. The hurt and anger on his face spoke volumes and Deb sank to the floor in a heap. Part 6 to follow His Friend's Mom Pt. 06 Dan woke at 4:00 without the aid of an alarm. His schedule at the hospital had adjusted his sleep patterns so his body knew precisely when to wake. Reaching his hand over to the other side of the queen sized bed, he knew it would be empty but still he dared to hope. Deb had only spent a couple of late nights at his place but had never spent the whole night. He understood but still felt a bit lonely waking without her. Surprising him the way she did thrilled him. She was perfect in the pretend role of the high priced call girl but of course he knew she was worth so much more. Over the previous months he had come to deeply care about her, even to the point of telling her that he loved her. He came close a few times but stopped short of actually saying it, knowing it would be the fastest way to push her away. Deb was sweet and loving toward him but she reminded him often that she was married and nothing was going to change that. Dan chided himself, "Enough daydreaming! Time to get moving." After he showered and dressed, Dan stood at the fish tank, feeding them. His eyes drifted to the window where he and Deb had made love just a few hours before. He could make out her handprints and a smudge where her forehead rested against the glass. Shaking his head at their daring positioning, he smiled at the memory. She surprised him so often with adventurous ideas and he loved the time he had with her. A quick bite to eat and he was out the door. Before getting in his car he stood and looked up at his bedroom windows. 'Yep,' he thought, 'anyone who drove by or walked in the park would have been treated to quite a show last night.' He briefly thought about ordering shades or curtains but he knew she would only refuse to use them. Once that woman got something in her mind, he had no chance of changing it. He smiled as he drove off, hoping that no one would complain about the lovemaking in his window. Deb woke at 6:00 with a horrible headache. For a moment she was fuzzy on the details of the early morning, but then recalled it clearly. After slumping to the floor in shock, Scott had gathered her up and placed her on the couch. He covered her with a blanket, talking softly as he tried to calm her. After a while her sobbing stopped and she seemed more coherent. Scott sat on the edge of the couch, placed his hand on her leg and said, "Deb, I'm going to leave for now. I need some time to think and to be alone. Please don't call me or come into work for a couple of days. We'll talk but I'm just not ready right now." Deb weakly begged him to stay, to let her explain, but he walked to the front door and turned around to say, "I love you, Deb. I'll let you know what I'm ready to talk about this." She was crying softly as he closed the door behind him. Deb sobbed into her hands as she replayed the past four months. Was it exciting? Yes. Was it mind-blowing sex? Yes. But was it worth it? Absolutely not. Finally sweet sleep found her and she didn't have to think for a while. As Scott drove away from the house, tears stung his eyes. His mind replayed the past series of events as he drove aimlessly. For a few months he just attributed her renewed sense of sexual adventure to hormones or a mid-life crisis. He enjoyed the change although his cock sometimes was almost raw after so much oral attention. He just wasn't used to being pampered but he sure enjoyed it while it lasted. Figuring it would pass, he just took advantage of the situation and lavished attention on her too. After all, he truly loved Deb and would do anything to please her. Then one night after a particularly long session of 69'ing with Deb, she cried out, "Oh, Dan!" as she ground her pussy against his face and came. Surprisingly, she didn't even realize the mistake, she just kept moving on him until he exploded in her mouth a few seconds later. She lapped up the cum and sucked every last drop from him before climbing off and snuggling up to his side. He lay there, basking in the glow of cumming but confused about what she had yelled. At the moment he didn't mention it and she was oblivious to it, it seemed. The incident nagged at Scott until he accepted that he had to do some investigating. Cell phone records were easy to access so he started with those. Sure enough, there were calls between Deb and an unknown number on a regular basis. Learning about the man on the other end of those phone calls was easy enough. Dan Bentz was studying medicine at the University. His picture on the website showed him to be a very good looking young man with a great smile. Scott shook his head, remembering that he had placed that million dollar smile on Dan's face many years before. Dan had been their son's friend from high school and Scott had vague memories of him spending time at their house. He found where Dan lived and began to drive by the apartment once in a while, hoping to get a look at his wife's lover. There was no doubt in Scott's mind that Dan and Deb were lovers. He wasn't naïve although he would admit to being blind when it came to his love for Deb. Now that his eyes were opened, however, he was seeing things painfully clearly, and knew he would have to act on the information, and soon. On the next Thursday afternoon, Scott informed Deb of an important meeting he needed to attend in Miami. He told her he would fly out on the following Monday evening and return a few days later. They spent an enjoyable weekend together although at times it was hard for Scott to pretend that everything was normal. By the time Monday evening rolled around, he was ready to leave. Kissing her goodbye as he left for the airport, he searched her face for any sign of deception. He was amazed that she could continue to look at him with that lovely Deb face, completely innocent and sweet. Scott checked into a hotel not far from her lover's apartment. On Tuesday at noon he parked himself on a bench just beyond the trees that fronted the street in front of Dan's building. He had his iPad and phone to keep him occupied but he barely glanced at them, instead focusing on the apartment building across the street. All afternoon he alternated walking the paths and sitting on the bench as he watched for Dan and/or Deb. No sign of either of them until after 8:00 that evening when Dan parked his car and ran up the steps to his apartment. Lights illuminated the rooms for a while and Scott could clearly see that Dan was very much alone. When the lights completely went out in Dan's apartment at 10:00, Scott decided to go get something to eat. As he sat alone in the restaurant of the hotel, he began to doubt himself, wondering if he had jumped to the wrong conclusions. What if she wasn't cheating on him after all? The thought relieved him for a moment but he highly doubted it and again that nagging feeling began to eat away at him. Leaving most of his dinner on the plate, Scott left the hotel and walked quickly through the park. Just as he got to the familiar bench, Scott spotted Deb's car as she parked in front of Dan's building. Stunned, he watched Deb get out of her car and walk up the steps. Scott took note that she let herself into the building with a key. Large windows allowed him to watch her run up the steps in her long coat and high heels. For a few minutes, she was out of sight and his imagination began running at full speed. Then a small light shone in a window and Scott could see the backs of their heads as they talked while sitting on the couch. The little he could see confirmed his suspicions. He moved to stand beside a tree, hidden in the dark as he watched them begin to kiss. Anger and jealousy rose in him but he also felt a sense of disappointment that he couldn't see more. He wanted to be fully armed when he confronted her. He wanted to see what they did and the fact that most of it was hidden from him was driving him insane. After a time, they got up and moved into another room. The sight of Deb moving naked through another man's apartment moved him in a way he didn't understand. He thought, I should be screaming and pounding on the door to stop them, not getting turned on at the sight. A lamp softly illuminated the room and soon he saw Deb standing in the window. She was completely bare as she placed her palms against the glass. Dan came up behind her and the long windows allowed Scott to watch her lean over slightly, lifting her ass to meet him. Scott's breathing quickened as he saw Dan grope her round breasts and press into her pussy. He couldn't see everything but his mind was filling in the details perfectly. His own cock stiffened and throbbed but Scott wouldn't touch it. Stroking it to the view of his wife being fucked by another man just felt wrong, although he couldn't control what his dick did on it's own. Of course, Scott couldn't hear anything from the apartment but he could see the ecstasy on their faces as they thrust into each other. Deb's mouth was wide and he could imagine her grunting with each hard thrust. Dan moved his hands between her neck and her boobs as he forcefully fucked her, his mouth on the back and side of her neck. Jealousy and anger burned in Scott but he couldn't stop himself from watching while his cock throbbed in his pants. After a time his hard cock released a huge load and his briefs were quickly soaked. Guilt and confusion followed but he pushed those emotions aside as he continued to watch the spectacle above him. Eventually their movements slowed and they turned away from the window. Scott continued to wait, watching for them to return. After 30 minutes he decided they were probably in the bed together. He then made the decision to go home and wait for her. The confrontation, if it could be called that, was brief once Deb fell to the floor. As angry as he was at her, he couldn't stand the sight of her in such pain so he rushed to care for her. Being her protector and rescuer was what he had been for a very long time and he wasn't ready to give that up. Scott drove the dark streets, not knowing where to go or what to do. Tears stung his eyes as hurt and anger filled him but other emotions surfaced as well. Confusion at his own actions bothered him almost as much as discovering Deb's betrayal. Why did he continue to watch her while she gave herself to another man? Why didn't he stop her before she went into the building? What did it mean that he creamed his briefs as he watched his wife getting fucked? Driving aimlessly he questioned himself as much as he questioned her loyalty. He couldn't stand the thought of returning to the hotel for the rest of the night. His windows looked over the park where he stood watching them and he couldn't bring himself to go there. He considered the office where he could sleep on the couch but that didn't appeal to him either. Besides, his staff thought he was in Florida and would ask too many questions if he went into work. For a brief moment he considered going back home and sleeping in a guest room but he wasn't ready to talk to her yet. Without thinking through his actions, he punched in a familiar number on his cell. She answered and quickly agreed that he should come right over. Two years earlier Scott met Lori at work. She was a refreshingly lovely woman who began working as an assistant in another dental office in the same building. In her mid thirties, she was a good 14 years younger than him but they struck up an easy friendship and often enjoyed having lunch together in the break room. Although a few rumors circulated through the building, they never had an affair. Flirting was as far as it went. Lori was newly divorced at the time and actually would have loved to take things further with Scott, but he was happily married and either didn't notice when she dropped hints or just chose to ignore them. Lori quickly came to accept that their friendship would only be that, a friendship, and enjoyed it completely. Scott drove to Lori's house quickly before he could change his mind. He didn't know what he was hoping for or what might happen, all he knew was that he didn't want to be alone. Lori held the door open as he came up the walk and seeing the look on his face, she took him in her arms immediately. He crumpled against her, seeking warmth and comfort. They stood just holding each other for a long time until Lori broke the silence. "Scott, do you want something to drink? Coffee? Please tell me what I can do for you." He couldn't bring himself to speak as she led him over to the couch. She sat at one end and encouraged him to lay down, placing his head in her lap. Lori smoothed his hair back and lightly ran her hand over his face. He looked so miserable and she just wanted to take the hurt away. Her own loneliness surfaced and holding him close to her felt good. She looked intently into his eyes and slowly leaned over to kiss him gently. The contact felt so good but she pulled away, concerned that she had gone too far. Scott held her gaze as he reached up and placed his hand on the back of her neck. Pulling her down to him, he kissed her and began to explore her mouth with his tongue. Soon they were kissing deeply and with a passion that Lori hadn't experienced in a long time. She sighed deeply as his lips insistently sought hers. Turning to face her, Scott gave himself over to the moment and kissed her passionately. His hand moved to her robe and he untied the sash, slowly opening it. Lori threw her head back in total submission to him, wanting him to touch her, to take her. His fingers moved over her neck as he nuzzled the tops of her small breasts over the tank top she wore. The robe pushed out of the way, he freed a tit over the top of the shirt and sought comfort in her nipple. Sucking softly at first, he used his lips and his tongue to draw out the small nub. He smiled against her as it hardened and then opened his mouth to take as much of her breast as he could get into his mouth. It was so different from sucking at Deb's large breasts. These were small and round but barely stood out from her body. He pushed thoughts of Deb aside, and hungrily devoured her small titties, the pebble like nipples keeping his tongue busy. His hardened cock throbbed in his pants and he both hoped she would notice but also wasn't sure he wanted her to. Her head was thrown back in passion, enjoying the sensation of having her breasts so ravished by Scott. Her pussy was heating up and she could feel moisture beginning to soak her panties. Moans began filling the room as he feasted on her tits and she responded to the intense pleasure. She looked down at his face and smiled at him. His eyes were closed as his mouth worked her nipples with devotion. Giving him comfort and pleasure was, in turn, giving her pleasure as well. She glanced down his body and saw his fly straining from the pressure of his hard cock. Lori allowed her fingers to move down and when they landed on his covered cock, she gently squeezed as if to say, "we're here". His eyes flew open and he moved back a bit, her nipple slipping from his warm mouth. Their eyes met and with a raise of her eyebrows, he gave a slight nod. Her fingers began working the zipper of his pants as his eyes again closed and he returned to the comfort and pleasure of her breasts. Lori unbuttoned and unzipped his pants and quickly slipped her hand inside to grasp his cock. She pulled it out and slowly moved her small hand up and down the hard shaft. He moaned against her as she quickly found a rhythm that seemed to work for him. Never moving his lips from her nipple, he groaned and shuddered as she stroked him. Faster her hand moved on him as she felt him stiffen. It wasn't long before his legs began to shake and his throbbing cock released on her hand. Lori gathered the cum between her fingers and continued to stroke him as his breathing returned to normal and his mouth finally released her breast. Slowly Scott sat up next to her and kissed her softly. Then with her encouragement he told her about discovering his wife with her lover. Leaving out most of the details, he gave her just enough information to explain why he had called her. Of course, not even he knew exactly why he chose to call her in particular. He just needed comfort and friendship and that was what he hoped for when he called. Holding her hand and watching her face carefully he said, "Lori, I really didn't mean for this to happen. I admit I'm glad it did. It was amazing for me but I don't know if..." He trailed off, not knowing what else to say. Lori moved her robe back into place and then turned so she faced him, grabbing his other hand. "I understand Scott. You don't have to say anything else. You needed comfort and acceptance and that's what I could offer you. You offered me friendship when I was hurting from the divorce and I'm happy to give you the same tonight. No worries, my friend, I'm glad I could be here for you." She walked him to the door and they hugged tightly. "Thank you, Lori, you don't know how much you helped me." "I'm glad. Now I think you should go home to your wife. Good night, Scott." Scott drove home and parked in front of the house. There he sat for a long time, thinking. Finally at 6:30 he gathered his strength and walked to the door. Knocking softly before entering, he saw her coat still in a heap on the entryway floor. Turning toward the living room, his eyes met Deb's as she sat on the couch. Her face was red and puffy from crying and his heart broke as he realized that she had probably been crying all night. Letting go of the hurt and anger, he felt only love and compassion for her as he joined her on the couch. They sat for a long time, holding hands and quietly reflecting, together but separate. Finally he stood, wrapped a blanket around her and led her from the living room. They climbed the stairs and went into their bedroom, their sanctuary. Never had she invited Dan into her marital bed or even the home so their room was still very much a sanctuary for her and Scott. He quickly undressed and then pulled her into his arms saying, "We have a long road ahead of us. We both have confessions to make and things will take time, I know. But we will get through this. I love you and I'm committed to getting back to where we once were." He paused, "No, I'm committed to making things even better than ever." Deb's eyes overflowed with tears as she clung to him. He continued, "Let's take a shower together and then get some rest. It's our fresh start to a brand new day." His Friend's Mom Pt. 07 No question about it, something was wrong. That thought nagged at Dan for the better part of a week. Just 5 days before, Dan woke feeling like a million bucks even at 4:00 am. Early that morning he had drifted off to sleep with Deb tucked under his arm and his limp cock resting against her thigh. He was in heaven as he nodded off. Of course in the dark early morning he knew she would be gone but still he hoped as his hand roamed the other side of the bed. No matter though, he knew he would see her again and hopefully soon. Their pattern was to get together on Tuesdays so all he had to do was get through the rest of the week and then anticipate holding her again. Making love to her was all he thought about whenever he could mentally break away from the grueling schedule of a Resident. He tried not to think too much about her while at work or studying. She was distracting and oh so sexy and although he didn't want to admit it, he was in love with her. So on Monday evening when he hadn't heard from her since early Wednesday morning, he was bothered. No, more than that, he was worried. Usually she answered his texts with sexy ones of her own throughout the week. They didn't usually talk on the phone but often sexted and shared erotic photos. There was nothing from her all week. Dan's imagination was nothing compared to Deb's but his began to work overtime that Monday evening. Pacing the floor of his apartment, he glanced out the window often, hoping to see her approaching even though it was unlikely she would be able to get away. He wanted so badly to hear from her that he held his phone constantly, willing it to ring. Although he knew he was acting like a love-sick teenager, he couldn't help it and didn't even try to stop. Late into the night Dan paced until he fell on the couch, exhausted. Sleep finally overtook him although even in his sleep he continued to hold the phone tightly against his chest. Waking at 7:00 the next morning, Dan forced himself to eat some breakfast and do a little studying until 9:00. He knew she would be alone by then and had made up his mind to call her. He was determined to connect with her and try to get together. Dan placed the call, butterflies fluttering in his belly. "We're sorry but that number is no longer in service. Please check the number and try again." The computerized voice said. Dan shook his head at his mistake and tried again. "We're sorry but that number is no longer in," Dan disconnected the call and then sat leaning forward, dumbstruck as the words sunk in. His hand clutched his phone so tightly that it went numb and suddenly he realized that he was crying. Frustrated, Dan sat dealing with raw emotions and eventual anger. Why didn't she talk to him if there was something wrong? Why would she change her number and not tell him? What if she was found out? Was she ok? Did she need him? Should he call her at work? Would she contact him again? A million questions ran through his mind but there were no answers. Not knowing what else to do, Dan waited another week. It was a miserable week for him. He obsessed with thoughts of her and was often distracted at the hospital. More than a few times, colleagues had to nudge him to bring him into the present and twice the attending physician chided him for not being 'all there'. It was a problem. That Tuesday Dan decided to act. He had to know why she disappeared and why her number was changed. He waited until he knew she would be alone and drove over to her house. In the early weeks of their affair, Dan had looked up her address and driven by the house a few times. He was curious about how she lived and secretly hoped to catch a glimpse of her coming or going. He fantasized about seeing her out in the front and being welcomed into the house. It never happened but the fantasy played out in his mind often as he stroke his hard cock in bed. By 9:30 that morning Dan was driving into her neighborhood. He was nervous and questioned whether or not he should take her by surprise. Worse, he worried that she wouldn't be there. Even worse than that, what if her husband was there? Questions and doubts filled Dan's mind but he had to know so he continued on. The large house was quiet and the driveway was empty. He had been impressed with the grandness of the house before when he drove by, and struck with the thought that as a doctor he would probably have something similar eventually. In the irrational part of his mind, he imagined Deb living with him in a beautiful home, but he knew that was only fantasy. Dan collected his thoughts after stopping his car. Then, determined to get some answers, he walked boldly up to the door. He could hear the doorbell chime and then the door opened. Deb stood behind the glass storm door, a coffee cup in her hand, dressed in jeans and a sweater. Her feet were bare and Dan's first impression was that she looked so small and vulnerable. She stared at him and her face reddened in frustration. "What are you doing here? You cannot be here! Just leave!" She said firmly. She started to close the door but Dan pulled the storm door open and placed his body against the heavy door. He carefully pushed against her, not wanting to hurt her but determined to get inside. She yelled out and pushed with all her might but he easily moved into the room and shut the door behind him. Frustrated and angry she moved back and grabbed her phone off of a small table. "Dan, I don't want any problems and you cannot be here. It's over. Please leave! I'm calling Scott." She said loudly. Dan was stunned. He said softly, "I'm so sorry, Deb. I just had to see you. Your phone is disconnected and I haven't heard anything from you. I just have to know what's going on." Again, Deb said he needed to leave. She moved to the door and started to open it, ready to push him out if necessary, when he reached his arms around her and pulled her to him. Deb struggled against him but Dan held on tightly and began to nuzzle her neck just as he knew she loved. His hand firmly held her hips against his as if his hard cock could convince her to surrender to him. For a moment Deb seemed to calm against him and Dan felt a twinge of hope but then with renewed strength she pushed him back with her fists, opened the door and forced him out. Startled, Dan didn't know how to respond as he saw the anger in her face just as the door shut in his. Standing on the welcome mat, Dan clearly knew he wasn't and would never be. Deb staggered into the breakfast nook of the kitchen and weakly sat down. Placing her hands on the coffee mug for warmth, she softly cried. Why did he show up? Should she have contacted him to say goodbye? What was the correct etiquette for breaking up with a much younger lover? Deb held her head in her hands and sobbed. The previous couple of weeks had been difficult and trying. She and Scott were working through a process of reconciliation, complete with counseling, but it was difficult work and would take time. Just when Deb thought there was progress, something would come up that caused division again. It was like two steps forward and one step back except that sometimes it seemed as if they continually were moving back. Still both of them were committed to the marriage and were willing to do what it took to stay together. She had never invited Dan to her home. It was easy enough for him to find her, she supposed, but she never considered that he would do it. Too late, she realized that she should have talked to him and ended things. In shock, Dan drove away from Deb's house. He was hurt and angry and didn't know how to respond. The rational side of him knew that he may never have the chance to talk to her and the thought made his heart ache. Scott's cell phone buzzed through two patients before he glanced at it. When he had a few minutes to himself, he shut the door to his office and returned Deb's calls. She was mostly incoherent so he told her to relax and that he would come home as soon as possible. Not knowing what the crisis was this time, he was accustomed to her emotional outbursts since the night he caught her cheating. Working through the problems and issues was hard work and she often lost it over small things. When he got home, however, she threw herself into his arms, sobbing and shaking. When she was finally able to tell him about Dan showing up at the house, Scott began to shake as well. The anger that built in him was intense and he had to consciously breathe deeply to control his response. The psychologist they were counseling with had warned them, 'There will be good days and days when you feel like your hearts are being ripped out of your bodies. Accept both as normal but hold tightly to each other and talk about your thoughts and feelings. Then move on together.' Scott held Deb tightly, enduring the heart ripping day. Dan drove aimlessly. It was his study day, his day to see Deb and make love for hours with her. At least that's what it had been. Frustration and grief distracted him until he ran a red light, almost causing an accident. Pulling off into a parking lot, he shut his car off and sat quietly. Questions filled his mind. Why couldn't she have at least said goodbye? What happened that changed things for her? How could she stand being without him? How could he stand it without her? Without a doubt, Dan was a very smart young man, brilliant, even. He excelled in college and med school and was a first rate Resident. He had a promising career as a Doctor all planned out. It helped that he had a fat trust fund set up for him by a doting grandmother so he could concentrate on his studies and not worry about money. Of course, for the past months he had also been concentrating on Deb but he managed all the areas of his life surprisingly well. The thought of having no contact with her was eating him up inside and he worried about that affecting his work as well. The rest of the day Dan tried to concentrate on work. Mostly, he failed. He missed her, he missed who they had become together, and he didn't know how he was going to stay away. The rest of the week somehow crawled by with some extremely long shifts at the hospital. On Friday he was just finishing up some notes in a lounge when Tracy entered the room. Tracy was a tech from Radiology who had become somewhat of a friend. They talked at work but never saw each other outside of the hospital. Dan knew little about her other than that she was married, but separated, with a couple of kids. She filled her coffee mug and asked him, "Is this seat taken?" Dan glanced around the empty room and smiled as he said, "I think it may be available for you." Tracy sat and stared at him over the rim of her cup. Finally she said, "Dan, are you ok? You seem stressed, more than the usual, the past couple of weeks." "I'm fine. I just have a lot of work and other things on my mind." He answered. "Well, I think you could use a little stress relief. I'm almost done and it looks like you're almost done, so how about we go grab something to eat. Please?" Tracy almost pleaded. Surprised at the invitation, Dan thought about his options for the evening. He could drive aimlessly past Deb's house again or he could go home and mope by himself. He looked over at Tracy's pretty face and decided quickly. "I think that would be great. Thanks. Should we meet in the lot, say 30 minutes?" Tracy smiled broadly and patted his hand as she agreed and left the room. Dan had always seemed so unattainable, almost aloof, but she was happy he had agreed to dinner with her. She grinned as she walked down the hallway, wondering if she could get him to do anything else that might relieve stress for them both. Raising two adolescent kids mostly on her own was causing much stress for Tracy. Her estranged husband had checked out, for the most part, only seeing the kids on the occasional weekend. She worked hard to pick up the slack and was proud of how her girls were doing. Sure, they missed their dad and idolized him whenever he made the smallest effort, but Tracy knew that raising those girls to be strong women was all that mattered so she made every effort to include him in their lives and never bad mouthed him. So far, so good, she often thought. Tracy loved her daughters and had wonderful extended family to help her, but often she was lonely. With her schedule at the hospital and all the girls' activities, she didn't have much time to concentrate on her. She seldom dated but occasionally enjoyed a quickie with a variety of med students. Finding private space in the busy hospital was challenging but possible. At almost 40 she enjoyed them young because they could usually go a couple of rounds in a short amount of time. Since separating from her husband she had also discovered that she had a curiosity about women. Tracy surprised herself by acting on that just a month earlier when a female med student came on to her. The memory of sitting on a counter with her legs spread wide as the woman fingered her pussy, never failed to stir her and make her panties wet. Although they hadn't had much time, being eaten by another woman was an experience she loved and hoped to enjoy again. Tracy's thoughts made her extremely horny and she thought Dan would be the perfect fuck. As she hurriedly finished her work and changed into jeans and a sweater, she fantasized about being with him. Now, she thought, how to make it actually happen. Quickly she closed down her work area and hurried to the staff parking lot. Dan followed Tracy to the restaurant. It was new and trendy with a dance floor used mostly on the weekends. Tracy was impressed with Dan's expensive car and began to wonder if there was more to him than she previously thought. He was dressed in jeans, a button up shirt and an expensive leather jacket. Again, she wondered about his ability to buy high-end things. Most Residents she had been out with could barely afford their burger. They talked and laughed as they ate. Dan was very much a mystery as he skillfully turned the subject back to her every time she asked him a personal question. Toward the end of the meal, all she had gotten out of him was that he lived in a brownstone on the west side of town and that he was originally from Vermont. As they split a decadent dessert, Tracy said boldly with a giggle, "So, am I too old for you?" Dan looked up and gulped, "Too old for what?" "Too old to fuck." Tracy answered with a grin, knowing she had caught him completely by surprise. Dan stared at her, wondering if she was serious. Her eyes never wavered from his and he realized that she was expecting a serious answer. It wasn't that he hadn't noticed her before. She was flirty and friendly with everyone, even the woman, and Dan had thought a time or two about what it would be like with her. She was older, heavier and curvier than most of the women Dan had been with and she was nothing like Deb. That thought took him by surprise as he heard himself saying, "No, not too old. I think you look like the perfect woman to fuck." He felt a little self conscience saying that so boldly but, hell, she was the one that initiated the 'fuck' part of the conversation and as long as she defined the parameters, he was happy to play within them. As he paid the bill, Tracy went to the ladies room and Dan had a moment to think privately. He knew it was too soon to get involved with another woman, he simply wasn't ready, but his cock was telling him he was more than ready to fuck this voluptuous, willing woman. As they walked to their cars, Dan took Tracy by the hand. She said she would follow him to his place. Dan stopped abruptly saying, "No, we can't go there." Realizing that her house was off limits, Dan suggested, "Are you willing to go to a hotel? There's a nice place just up the road." Tracy agreed but wondered why they couldn't just go to his place. Obviously he wasn't going to explain so she followed him to the hotel and called her mother as she drove. Explaining that she was going out with some friends from work, she asked her mom to stay overnight with the girls or at least until she got home. As she knew she would, her mom encouraged her to stay out as late as she wanted and not to worry. The hotel was clean and comfortable. Their room was on the second floor but within sight of the reservation desk because of an open stairway. Feeling a bit on display, both Tracy and Dan casually walked to the room, anticipation growing. Dan opened the door and once inside their tightly held passion exploded. Releasing all the frustration from the previous couple of weeks, Dan pushed Tracy up against the door. Her head hit harder than he expected and he pulled back to apologize but she grabbed his shirt and pulled him into her. Her lips found his and as her hands wandered over his body, her tongue pried his lips apart desperately. He quickly caught up, smothering her mouth with his. Their tongues began a hard fast dance as his hands began moving over her curves. Tracy soon fumbled with his belt and went to her knees to finish the job of exposing him. The room was dark as she quickly unbuttoned and unzipped him and finally released his hard cock. She sighed as she took the shaft in her hand and leaned in to lick around the large head. His hands supported his weight on the door as she began to kiss and tease his cock. One hand tangled in Tracy's hair as Dan tried to slow his desire. She was bobbing up and down on his cock, hitting the back of her throat with his throbbing member, as he began to thrust his hips. She was relentlessly deep-throating him, bringing him on a fast track to cumming. For the next five minutes he fucked her mouth deeply as she gave him the best blow job ever. She moaned around his hard cock and drove him to the edge. His cum came too quickly but was incredible. Letting her control the whole exchange was freeing for Dan and as he came down from the high, he whispered, "Oh baby, that was just what I needed." Taking her by the shoulders, Dan helped Tracy to her feet and led her over to the bed, turning on a lamp as they moved. They had been in the room only about 7 minutes and already he had been treated to a mind-blowing cum. It was her turn next. Dan sat on the edge of the bed while Tracy unbuttoned and removed his shirt. They exchanged long, cum flavored kisses as he began to undress her. Her sweater unbuttoned down the front and Dan slowly opened her like a present. She wore a simple black bra that barely contained her 38D breasts. He was mesmerized as he ran his fingers over the soft globes, his lips following close behind. She smelled of soap and he breathed deeply to memorize her scent. Naked, Dan motioned for Tracy to lay on the bed. He slipped the sweater from her shoulders and slowly pulled down the straps of her bra. He buried his face between her breasts and began to lick her passionately. Her fingers curled in his hair as he reached behind her, releasing the clasp and freeing those beautiful tits to him. He began to kiss and fondle the soft flesh and tease the large nipples to hard points. Tracy's breathing deepened as he started sucking on her hard nipple. His weight on her, he began to suckle with earnest. His imagined drinking milk from her, wondering how the sensation would feel if she still had milk to offer him. Keeping his eyes closed he sucked on her nipples with devotion until she begged him to stop. "Dan, they're getting sore. Please touch me," she said, taking his hand and bringing it to her crotch. He quickly opened her jeans and pulled them down her legs. Her panties were simple boy shorts and his fingers began to slip in the side of the elastic. Kissing her passionately, he slowly fingered her wet slit. So slippery and soft, he easily entered her with one and then two fingers. She bit down on his tongue when he jammed his fingers deep inside of her. She began to tell him she was sorry but he stopped her with his tongue and the unmistakable taste of blood passed between them. His Friend's Mom Pt. 07 Tracy's hips began to buck as he finger-fucked her, varying the angle as he worked her hole. The slurping sounds filled the room and he had to struggle to keep her from squirming away from him. Again he returned to her tits and sucked the nipples until they were huge. If his intense sucking hurt her, Tracy was far too distracted to complain as she writhed on the bed. Then he suddenly pulled out his fingers and moved down between her legs. Tracy moaned loudly as he ripped off her panties and buried his face in her sex. Licking up and down the slit, Dan ran his tongue over the slippery folds again and again. His finger and thumb moved to play with her swollen clit, pushing the little hood over the hot button. She writhed and struggled to pull away but he held her pinned to the bed and began to flick the magic spot with his hot tongue. Just like he had been addicted to suckling on her tits, he was unable to stop licking and sucking on her clit. He caught it fully between his lips and played it like a master. Tracy bucked and squirmed to no avail. She was caught, she was his toy for as long as he chose and getting away from him wasn't an option. Intense sensations pulsed through her body as she gave herself over to two powerful cums. The first surprised her and the second caused her to cry out loudly. The wet sounds intensified and she could hear him slurping as she released. He continued to suck her little clit long after she came until she again begged him to stop. Dan was a like a man who had been without water for far too long. He couldn't drink enough from her and had trouble stopping even after she asked. Realizing that he was making her sore though, he took one last long lick of her thick pussy lips before moving up her body. He stopped at her belly, running his tongue over the stretch marks that marked her. Surprisingly, he found them sexy and sweet, a remnant of pregnancy and a reminder of the suckling he had enjoyed so completely. Somehow he knew she wouldn't allow that again, at least not for a while. Laying beside her, Dan pulled her into him and kissed her deeply. All the tastes mingled together, his cum, her cum, the metallic taste of blood and sweat, all of it good. They rested for a little, quiet in their own thoughts. Eventually Dan's hand began to move downward and covered her mound. Tracy began to squirm in anticipation, pushing her pussy toward his hand. She was acutely aware of his cock hardening against her thigh and desperately wanted him to fuck her. As his fingers began to dip between her swollen pussy lips, he whispered in her ear, "Do you want to fuck me? I want to move my hard cock in and out of you so slowly. I want to hear you moan as I fill you. Do you want that, mama?" Tracy wasn't sure she had heard him correctly but at the moment she really didn't care. "Yes, I want you to fuck me. Please." She answered him softly. Dan placed his body between her legs and held her thighs wide with his arms. Then on his knees, his cock rested against her lips. Tracy reached down and lined up the head while Dan leaned forward and entered her for the first time. There was no resistance as her cunt seemed to grasp him and pull him in deeper. Slowly, he pumped in and out of her, enjoying the movement of her tits as he pressed in over and over. She watched his face as he fucked her slowly. Intensity and passion that matched hers was evident in his expression. Tracy grabbed her own feet and held her legs wide as she begged, "Let me, baby. Come here so I can kiss you." Dan fell upon her, fucking her faster as he kissed her and she sucked on his tongue. Together they moved until she felt his cock release deep inside of her. He grunted as he came and pinned her to the bed with his weight. After a few minutes he moved to her side and realizing that she hadn't cum again, felt a strong desire to pleasure her again. His mouth sought her beautiful breast as his fingers returned to her pussy. The moisture there made him smile and encouraged him to play more aggressively. His fingers stimulated her and although she tried to squirm away from him, he brought her to another hard cum with his fingers on her clit and his mouth on her nipples. Exhausted, they rested for a while, each of them lost in their own thoughts. Dan thought about Deb, of course, but realized that he had some reflecting to do. Did he have some kind of a mommy fetish? He had never thought of Deb as his 'mama' but her body was toned and perfect compared with most women his age. Being with Tracy was different. Her body had the normal mommy marks that most older women were bound to have. Stretch marks on her belly and on her breasts were normal, he knew, but they also were incredibly sexy to Dan. He knew he had some serious thinking to do before he was ready to get involved with another woman. Tracy's thoughts were much simpler. "God, he's a great fuck! But the whole 'mama' thing is a little weird and my nipples are really sore!' She figured she would probably fuck him again if he asked her but she would have to set some guidelines first. Eventually, Tracy grew restless and said she needed to go. They dressed and Dan walked her to her car before going back to the room. He tossed and turned for a long time before reaching for his laptop. Before he could think too much about what he was doing, Dan began writing a letter. Dear Deb, First, I miss you. Second, I'm sorry. I'm sorry that I came to your house. I should have respected your decision even without explanation. That hurt, I admit, but I accept things now and I won't contact you again. Third, I really hope things work out for you and your husband. I'm so sorry for the hurt I caused in your marriage. Fourth, I'm learning things about myself through this. I hope to become a better person because of it. Finally, I just want to tell you that you are a very special woman. That's it. I hope for only the best for you. Dan