32 comments/ 157112 views/ 162 favorites Milf Tails: After Midnight By: lovecraft68 Authors note: Welcome to my latest story and another installment of Milf Tails. This one was inspired by a little something I came across (pun intended) not too long ago and I decided to try my hand (another innuendo, but hey I write erotica) at that particular scenario. Hope you like it. LC68 ***** With a sigh of resignation, I put the last of my clothes in the suitcase and zipped it up. I put it on the floor next to the smaller one that contained some books, I-pod and Samsung tablet. All the things I could think of to try to keep me sane for the two weeks I was getting pawned off on my grandparents. This was ridiculous. I had just come home from my freshmen year of college two thousand miles from here where I was responsible to take care of myself, but couldn't stay home while my parents went on their annual summer cruise. I'd pled my case to my parents both together and separately, but kept getting the same answer; two weeks was too long for a nineteen year old to be alone. My claims of independence at school were met with laughs and I was told I lived in a dorm room surrounded by other people and had teachers and RA's watching over me. I know this translated into they were afraid the two weeks would be a stream of friends and girls in and out. I most likely would have some friends over, but it would be my best friend Mark and maybe a couple of more to play the new Call of Duty, not a frat party. As for girls? I'd spent the last eight months in another state and all the girls I'd known back here had either moved onto college or had boyfriends. But seeing I broke up with Chelsea two months before the semester ended I would be scoping out some fun this summer. Fun was all it would be, I had no desire for a long term relationship as in two months I would be heading back to California for my sophomore year. I looked up at a knock on the door, "Hey Steve, you decent?" "Yeah, mom," I answered, "Come on in." Mom came in and as she had done every time she saw me since I came back two weeks ago, came over and hugged me. "I missed you, so much!" "I missed you too, mom" I laughed. "Not the same, you going off to school is a new start for you, for me, it's the end of my son needing me." "I'll always need you, mom" I assured her. "Good answer." She winked, "Especially seeing I may have just proved my usefulness." "What do you mean?" I asked, noticing the grin on her face. "So..." she looked down at my suit cases, "You about ready to leave?" "Yes," I rolled my eyes, "I know, I'm leaving before you guys do." I gave it one more shot, "Do I really have to go, mom? I'll be fine here and I'll make sure I visit grandma and grandpa and they can call or stop by anytime, I won't be..." "You want to stay home alone?" She tapped her chin, "I would think you'd be excited to be staying with Mark for two weeks, figured you guys would have a lot of fun catching up and hanging out all that time." "Yeah, I...wait, what?" I couldn't believe what I'd just heard, "Mark's?" "Yes, Mark's," Mom laughed. "Wow, thanks, mom!" I gave her a hug, this one much more enthusiastic, "Not that I don't like my grandparents, but you know..." "Well don't thank just me," she said, "You'd mentioned Mark's, but I didn't want to impose, but I guess he said something to his mother and Melanie called me last night and said she would love to have you stay." "Fantastic!" My smile broadened and I'm sure mom just thought it was because of staying with my best friend. That was a big part of it, but the mention of Mark's mother, Melanie, had me excited for another reason. I hadn't seen her in close to a year and missed being around the woman who'd inspired my wet dreams from the first time I'd met her back when I was a freshmen in high school. Damn she was hot and the thought of not only seeing her again, but spending two weeks checking her out whenever she or Mark wasn't looking was icing on the cake. "Couple of things though." Mom said. "Sure, what are they?" at this point I'd agree to anything. "One, you swing by and visit your grandparents, both sets, they miss you too." "No problem." Visits I could handle. "Two, make sure you thank Melanie, its very gracious of her, she wouldn't even let me give her any money to get you guys pizza or buy extra food or anything." "I will thank her the second I get there." I promised, thinking I was now looking forward to seeing her as much as Mark. "Last one, you know Mark's parents got divorced a few months ago and he works and goes to school. You're pretty handy so if Melanie needs anything taken care of around the house, help her out." I recalled how upset Mark had been on the phone when I spoke to him during the divorce and he had mentioned his mother had been moping around the house for months. On that note I figured there was more than just the house not getting taken care of and right there in front of my mother found myself wishing she'd ask me to help her out with that. "Steve?" "Oh," I grinned at her as she cut into my waking fantasy, "Count on it, mom, I'd do anything for Mark's mom." ***** I pulled into the driveway at Mark's house and called him from the car to let him know I was here. "Hey, buddy!" He chirped into the phone, "What's up?" "Downstairs, man. Just pulled in." "Oh, good timing! I'm just getting us into a group for Call of Duty, so grab your bags and come on up!" "Okay, but give me a minute I want to tell your mom thanks before I head up and get lost in the game." "Sure, she's in the back planting flowers, I think." I got out of the car, and after grabbing just the smaller bag for now, walked through the fence and into the back yard. As I did I noticed the door that used to be there had broken off its hinges and was leaning against the fence. I saw the hinges were still there, just bent. That would be my first project. A couple of minutes with a hammer and some knew screws and it would be as good as new. I walked through the side yard around the back, noting a couple of spots where the fence needed to be fixed and the deck could use painting. I was starting to make a list in my head of a few things I would need down at Home Depot, when I turned the corner of the house and saw Melanie in the garden and totally lost my train of thought. Mark's mother was on her knees facing away from me and my eyes locked onto her ass. Melanie was wearing a pair of tight denim cut offs that were not only short, but with her bent over had ridden up higher. I could see the sweet curve of her ass cheeks and watched as she wiggled it back and forth while digging at something in the garden. I stood rooted to the spot, my eyes moving back and forth with her ass as if I were being hypnotized. She stopped moving and my eyes wandered down to the backs of her supple, tanned thighs and calves. Melanie sat up on her knees and reaching up, fumbled with her black hair that she had pinned up due to the heat. Melanie was wearing a tight white tank top that was low cut in the back and seeing the sweat slicked smooth skin of her back all my teenage fantasies came back as if they had never left. I remembered countless nights of sleeping over and sitting on the floor of the living room watching movies or playing video games while sneaking furtive glances at Melanie as she lay on the couch watching TV with us or reading. She never dressed slutty, but had no issue with wearing shorts that stressed the word short or the little dresses she would wear when she went to sit by beach and would leave on when she came home. Melanie was a dance instructor and had the legs to go along with it. My eyes would run up and down those legs imagining my tongue doing the same. At night when I knew Mark was sleeping I would slip into the bathroom and jerk off thinking of those legs, as well as her lips, wrapped around me. I hadn't seen Melanie in close to a year and while at school my fantasies had turned towards the numerous hot young coeds I saw every day, but after less than five minutes of staring at her ass, I was reminded of why she'd been my go to fantasy from day one. Melanie finished messing with her hair and started to lean over to attack the flower bed, when I cleared my throat, "Mrs. Kennedy?" She glanced over her shoulder and flashed me a huge smile, "Steven!" She quickly got to her feet, and turning around came over and threw her arms around me, "It's so good to see you!" "You too" I dropped my bag so I could give her a proper hug and thought it was already damn good to see her. She was hugging me pretty hard and I was aware of her breasts pressing into me. I turned my head slightly and found myself staring at the skin of her exposed neck. As she held me I had the crazy desire to kiss her neck as I'd thought about doing so many times before. Man, I better find someone to spend some time with soon. A simple hug from a woman who saw me as nothing more than her son's best friend and I was thinking about making out with her. Melanie released me from her embrace, but keeping her hands on my shoulders, smiled, "I'm so glad your back, Mark's missed you." "Yeah, I'm looking forward to hanging out with him this summer." I replied, "Thank you so much for letting me stay here, Mrs..." "Oh, please, its Melanie, you're not a little kid anymore." She paused and sliding her hands down to my biceps gave them a squeeze, "Not a little boy at all!" her eyes dropped and gave me a look up and down, "Wow, Steven you've filled out a lot in a year! You playing football out there?" "Riding the bench mostly," I grinned ruefully, "But I might be able to start next year," I looked at her hand which was still on my arm. Her slender fingers with their long red nails looked damn good there. She was still squeezing and wanting to impress her I continued, "But since I'm on the team I get to use their gym all the time and I'm trying to get in better shape for next season." "Well you're on your way." She nodded, "You've come a long way the last couple of years, you used to be so skinny." "Gee thanks, I guess." "Aw, I'm just teasing," she looked up at me, her big brown eyes twinkling, "Haven't been able to tease you in awhile. As for staying here? When Mark said you were going with your grandparents I called your mom right away and told her I would love to have you!" she winked, "Mark's pretty happy too." "I...what?" That sounded like outright flirting. "Besides, I still feel bad I missed your going away party." "Oh, that's okay, you had to work." "Yeah, work." She sighed, "Actually seeing as how we're divorced now I'll tell you where I was that day. I was following Mark's prick father. He figured I would be at the party." She shook her head, "Turns out I showed up at the motel for his little party." "I'm sorry, Mrs...I mean, Melanie." "I'm not." She laughed, "Life's a lot better without worrying about what that jerk's doing." "Good to hear you're happy." I told her. "Not completely, I have been missing out on some things," she paused, "There are definitely some things around here that have been neglected." "Oh, don't worry," I tapped my chest, "I've already spotted a couple of things I can fix and while I'm here if you need anything taken care of you just let me know." "Oh, I will." She said, an odd look on her face, "Trust me there's a couple of things here that could use a man's touch." She was still holding my arms and her gaze returned to my shoulders and chest. Was she really checking me out? Most likely not, but seeing she wasn't looking at my face, I took the time to give her a good up and down of my own. Melanie was on the all side, I was five ten and she was close to looking me in the eye. She certainly had the body of a dancer, a slim, well toned body with legs to die for and a sweet firm little ass. Melanie wasn't big on top, but her small perky tits were well proportioned to the rest of her slender build. Her black hair, when it was down, was long matched her wide expressive brown eyes. Like her body, her face defied her forty plus years and I found it hard to believe that according to Mark she had been alone since the divorce a few months ago. Must be by choice because I'm sure anywhere she went she received plenty of attention. My eyes lingered on Melanie's chest which although small, was flattered by the tight little white top. She was wearing a white bra beneath and must have been watering the flowers at some point because the shirt was wet and I could just make out the faint shadow of the darker skin surrounding her nipples. "Well, I'll tell you what," She spoke, causing me to look up and see she was staring at me. How long had she been watching? Had she caught me looking at her tits? "Part of why I was so upset I missed your party was I had a very special gift for you." "You didn't have to get me anything." I told her, "I hope you did something else with it." She laughed, "Nope, I haven't done anything with it, trust me, But I felt bad because it was the perfect going away present, something to remember your best friend's mom by." Finally releasing my arms she crossed hers under her breasts and said, "But seeing you're back for awhile I think it might still be a pretty good gift." "Cool!" I nodded, "What is it?" "I'll give it to you later," she said, "I have to wrap it up pretty for you, but don't worry, Steven, you'll get it and soon." She shrugged, "I just hope you like it." "I'm sure I will." I assured her, "I love unwrapping presents." "Good, because un-wrapping this one is actually part of the gift." "Hey!" We both looked up to see Mark poking his head out the window, "You come here to hang around with me or my mom?" "Well, your mom is a lot prettier!" I called out, busting his chops. "Stop schmoozing, Romeo, and get your ass up here." "Go on," Melanie nodded towards the house, "Mark's been excited about that new game all week. You and I will talk later." "Sure." I picked up my bag and with a grin asked, "When do I get my present?" "Whenever you come looking for it." She replied. "What do you...?" I trailed off when she simply turned away and dropping back to her knees bent over and picking up the small hoe resumed digging in the flower bed. I took one last look at her ass and turning around headed for the back door wondering what she had for me. "Fuck!" Mark yelled, "Watch out for that..." "Goddamn it!" I exclaimed while watching our guys get blown up in their jeep, "How the hell did he still have anything left in that tank?" "Maybe he found ammo." He sighed, disgustedly putting his controller down and taking a swig of Mountain Dew, "That's the third time these pricks beat us." "No, kidding, what the hell are they, professional mercenaries?" I removed my headset not caring if the clowns we were playing heard me or not. "Nah, he said they just have no lives." Mark laughed listening to them talk on his headset, "They want to know if we want to play together with them in a four on four." "Yeah sure." I said, "But I need to take a leak and give my eyes a couple of minutes off." "Sure, just give us a few." Mark said, then leaning back in the old car seat he had gotten at the scrap yard and used as a gaming chair started playing a solo game. "Man, don't you ever get tired of that?" I stood and cracked my back. "What else have I got going on right now? Debbie ditched me two weeks ago." "Because you play with that more than you played with her." I laughed. "Yeah well this is more responsive," he replied causing me to laugh harder. "It's easier to turn on and best of all I can shut it off when I'm done." "Get it to suck your cock and your golden." I told him. "I'm sure there will be some Japanese blow job app coming soon." He grinned, then seeing me heading for the door said, "Hey, put a damn shirt on, my mom might still be up." "It's after eleven; she never stays up late," I told him, "Besides, who cares? I'm a kid to her she doesn't care." "It's called respect, dingbat." He frowned, "You're still in your damn boxers, dude at least put pants on." "Oh, shit" I laughed, "I'm so used to living in a dorm with all guys I wasn't thinking." I slipped a pair of shorts on and grabbed a t-shirt donning it as I headed for the door, "Better, now? I know you said your mom hasn't seen a man in awhile so I guess I shouldn't tease her with all this." "Even if she looked at you she still wouldn't have seen a man." He smirked, "Now go piss and get back here, these guys are pretty good so maybe we can win some games with them." "Yeah, winning would be nice." I muttered as I closed his door behind me. I made my way down the hall which was lit by one of those small lights that plug into a wall socket and entered the bathroom. Turning on the light I used the bathroom, remembering to put the seat down when I was done so I wouldn't get yelled at like I did at home. I washed my hands and splashed some cold water on my face to try to wake up, it was only eleven thirty, but we'd been playing X-box for six straight hours. I looked closely at my blue eyes, noticing they were getting red from staring at the screen too long. Ducking my head I let the cool water soak into my short blond hair, then toweled off. Feeling a little more awake, I took a deep breath and prepared myself for at least another couple of hours of mindless video game mayhem. I'd noticed a light on under Melanie's door, but still tried to move as quietly as possible. Not that Mark's yelling hadn't been loud enough to keep her up, but I was trying to be respectful. I had just about reached the door when it opened and Melanie came out, not seeing me she turned to head for the bathroom and almost walked into me. "Sorry!" I said, taking a step back, "I..." Whatever I was going to say was forgotten when I saw what she was wearing. The expression not wearing might have been more appropriate. All Melanie had on was a white men's dress shirt that was wide open and advertising she had nothing on beneath except a pair of flimsy white panties. The sides of the shirt had moved as she turned and for a split second I was confronted with the sight of her bare right breast. My eyes fixed on her hard rosy nipple poking out from the middle of the most perfectly round tit I'd ever seen. Melanie flinched back, pulling the shirt over her breast, but to my surprise didn't pull it all the way closed; instead she held it just over her nipple. The inner half of both her tits was exposed and even though I knew I should look away, my eyes wouldn't move. The look was incredibly sexy, one half of her firm round breasts exposed from beneath the white fabric and her smooth flat stomach on display. Unable to help it, my gaze dropped between her legs to stare at the panties which were transparent except for a small patch of lace directly over her pussy. "Hey, Steven," she said softly, "I was wondering if you were ever going to come out here." "Um, sorry." I muttered, tearing my gaze from the white panties that looked even more amazing framed between her tanned, well toned thighs. "I...I was just heading back to..." "What's your hurry, honey?" She asked, "Or would you rather look at video games than me?" "I..." I swallowed nervously, "Well, you're kind of ..." I tried to find the word, "Undressed." "Undressed?" she raised her eyebrow, "I was going to say my tits are hanging out." "What?" "Are you deaf or just nervous?" She put her arm up along the doorway and I gasped when the shirt moved away from her left breast. I stared at it for a moment, but somehow managed to pull my eyes away and look down at the floor. "I, um, I should really be getting back to Mark, Mrs..." Milf Tails: After Midnight "Yeah, I suppose you should, seeing he's still up, but I thought you'd at least want to get a good look at your present." "My present?" I risked a peek and saw that she had lowered her arm and was now leaning against the doorway with her arms crossed just under her still partially bare breasts. Her tits no longer being on display gave my eyes a reason to make it upwards and I was surprised to see she was wearing makeup, her full lips were painted a deep red and her eyes done up as well. Her long hair was down and she looked more beautiful than any of the coeds I'd chased back at school. "I told you I had something special for you, Steven." She gave me a smile that caused my cock to swell in my shorts, "It would have been the perfect going away present no?" "W...wait, you...you..." "Aw, look at how nervous you are!" she chuckled, "And I'm sure you've had some fun at college, what would you have been like last year?" "I...are you saying you were going to..." "Fuck you." She finished, looking me straight in the eye. "Yes, Steven I was going to fuck you. I'd found out John was cheating and I wanted payback. I knew you stared at me all the time. I knew you thought about me, jerked off to me and I was going to get you alone after your party and send you off with a smile on your face and one hell of a hot memory." "Goddamn." I whispered, was she joking? No, if she wouldn't she have shown me her tits?" Oh my god! My mind raced, my best friend's mother wanted to fuck me! "That's all you can say?" she winked, "Cat got your tongue, Steven? Or maybe you're thinking about my tongue?" "M...Melanie, we...we can't!" "Of course we can." "What about Mark?" "What about him? I don't plan on telling him, do you?" "No, I mean, I...are you serious?" "I wouldn't be flashing my tits at you if I wasn't" she repeated my thoughts, "I meant what I said out there, Steven, there's things in this house in sore need of attention. These tits," She let her arms fall and gave me a quick flash before letting the shirt fall over them again. "They're...damn." I said, feeling like a fool, but I couldn't think of anything else to say. "And my poor little pussy." Melanie emphasized her words by running hand down across her stomach and over the lace panties. She released a soft moan that caused my now fully erect cock to twitch, "Hmm, it's been too long since my pussy purred." She stroked her pussy through the panties several times before reaching up and taking my chin in her hand, "Do you want to make me purr, Steven?" "You really want me to?" "Oh, yes. I've tried to be good, tried not to go with guys just because I need it and tried to be a good mom and worry about bringing new guys around Mark, but I'm horny Steven, I'm really horny and I don't want some guy my age, if I'm going to fuck just to fuck it's going to be with a nice hot young stud like you." Reaching around, she ran her fingers through my hair and pulled my face forward so her mouth was inches from my ear. "Can you do that, Steven? Can you fuck Mark's mom the way you dreamt about all those nights you slept over here? Can you lick my pussy and make me cum? You want to watch me suck your dick until you cum in my face?" "Jesus." I said softly. "Because I will, I'll get on my knees and blow you the way those girls at school haven't learned how to yet. You ready for that Steven, you ready to fuck a real woman?" Was this really happening? Part of me was waiting to wake up in the small twin bed Mark had set up for me in his room with a raging hard on. Another nasty dream about Melanie, the red hot milf. But her hand in my hair felt real and so did her hot breath on my neck. "I've been waiting for you Steven. I told myself the next time I saw you I would do what I wanted to do last year and now here you are in my house looking damn good, better than ever, and honey, I want to take you for a long hard ride. That is if you want to?" Her lips pressed against my neck and I heard a pathetic whimpering sound and blushed when I realized it was coming from me. "Ohh, I like that." She purred, "That just from a kiss? What are you going to sound like when you cum in my mouth?" "I don't know." I said, against feeling like a fool. "Well, let's find out." She leaned back and grabbing her shirt made as if she were going to flash me, but stopped, "Tell me what you want." I looked over her shoulder at Mark's door, then whispered, "Melanie can I see your...tits?" "Just see them? You don't want to suck on them? You don't want to play with them, maybe even cum on them?" Say yes, idiot! I started to speak then jumped when Mark's bedroom door swung open. It had a loud creak to it and as soon as it emitted that annoying sound, Melanie stepped back into her doorway so she wouldn't be visible from his doorway. "Steve, what the hell is going on? Those guys are waiting for us!" he frowned when he saw me standing near Melanie's bedroom, "What are you doing?' "Oh, I'm just talking to your mom." I replied. "No," she whispered, "You were staring at his mother's tits." She opened the shirt, flashing me a quick glimpse and opening her mouth, wagged her tongue provocatively at me. She closed the shirt and smiled at my effort to maintain a neutral expression on my face as Mark spoke. "Talk to her tomorrow, we..." "It's my fault Mark." Melanie responded as she quickly buttoned the shirt, leaning out into the hallway she continued, "I was up and caught Steven to talk about some things I need taken care of." "Oh, okay, well I'll just cancel the game." "No, he'll be in a minute." She gave me a wink, "It's not like he can take care of anything right this minute, but I wanted him to know what I needed done." "I'll tell them a couple of minutes then." "No I'm all set, Steven knows what I want, you guys play your game, but Mark?" "What Mom?" "Shut it down at midnight." "What? It's Friday night!" "And you have the morning shift tomorrow and I'm tired of listening to you yell, I need to get to bed." Another wink. "Tomorrow night I don't care, but tonight I want you in bed at midnight." "Fine." Mark muttered and ducked into his room. "And I expect you in my bed as soon as Mark's asleep." She reached down and caused me to gasp when she grabbed my cock and gave it a quick squeeze. "Hmm, I'm going to have to make sure I don't yell." "Melanie, I...I don't know if we should do this." Melanie stared at me and with a roll of her eyes said, "Guess I made a mistake, Steven. I thought you were a man, not a boy." She gave her hair a toss, "Fine you go back in there and play with your toys." Melanie sighed as she swung the door closed, "Guess I'll have to settle for playing with mine." ***** I lay awake with my cock throbbing and my mind racing. For the tenth time since we'd shut the game off and gone to bed, I looked at the time on the cable box, twenty past midnight. Despite his bitching about having to go to bed, Mark had fallen asleep right away. I knew this because he was snoring so loud I was going to have to put my headphones on to drown him out. Some things never changed, I thought as Mark made a noise as if he were sucking the damn sheet into his mouth. Some things did change however, like my best friend's mother acting like an overheated cougar, point blank telling me she wanted to fuck me. After playing another hour of Call of Duty so poorly Mark quit and switched to playing by himself while I sat and stared at the TV thinking about all the dirty things his mother, his fucking topless mother, had promised me. There was no way in hell she was kidding and I kept telling myself to get my ass out of bed and go take the ride of a lifetime. But Mark was right next to me and I felt like an asshole. More than that, I had come to terms with the fact I was nervous. I'd been with a few girls, but Melanie had said it, they were girls, no more experience than I had, Mark's mom was an older woman with years of experience and apparently a lot of pent up frustration. I'd whimpered like a baby from just her kissing me. Then again she seemed to like that and would probably be fine with taking charge and get a thrill out of blowing my mind amongst other things. But here I was still laying there with my cock saying yes and my mind saying I shouldn't or maybe I couldn't. The mind was obviously winning seeing I was still there. I closed my eyes and told myself to stay where I was. If my cock didn't settle down, I'd jerk off to what could have been and go to sleep. Melanie seemed as if she were leaving the ball in my court and if I didn't show up that would be it. With a sigh, I slid my hand under the covers, planning on stroking it to calm down. I wondered if Melanie would be mad at me, then with a frown it occurred to me I might have hurt her feelings. She had a husband cheat on her and now with me turning her down maybe she would feel worse than before. Stop justifying, I told myself. I was going to do the right thing and stay where I was. In fact I wasn't even going to jerk off to her, I was just going to try to forget this and go to sleep. I brought my hand from beneath the sheet and folding my arms across my stomach got my mind to stop spinning and in a few minutes began to drift into sleep. My eyes flew open at the sound of a faint creek. I turned my head and narrowing my eyes looked around the room. There was a street light directly outside of the window over my bed that even through the blinds through a dim glow. Beyond that circle of light I couldn't see anything. I shrugged into the bed, must have been dreaming. I had begun to close my eyes when a movement to my left caused me to turn my head. I released a startled gasp when I saw Melanie standing next to the bed. She was wearing a short white robe tied loosely enough to show a good portion of her breasts and still wearing makeup. I started to say something, but she put her finger to my lips and getting on her knees next to the bed, placed her lips to my ear, "Shhh" I jumped when I felt her hand on my chest then released a sharp breath as she slid her hand under the sheet and down my stomach. She grabbed my cock through my boxers and placed her other hand over my mouth just in time to stifle my groan as she stroked it through the cotton material. "Hmm someone's hard." Even though her lips were against my ear, I could barely hear her. Her hand slid along the length of my cock and my body tensed when I felt her fingers slide into my boxers. Panicked, I turned my head towards Mark, but he was still snoring as loud as ever. "If he doesn't wake himself up, no one will." She said, then sighed, "Oh, that feels nice." Fortunately she had her hand to my mouth or another loud moan would have escaped me as her hand wrapped around my now bare cock. My hips jerked when Melanie pumped my cock slowly under the sheet and I was breathing hard against her hand. Speaking of hard, my cock felt as if it were going to pop as her she jerked it. Melanie sighed in my ear as she stroked me and my hips moved in time with her slow strokes. I should have been scared shitless, her sitting here playing with my cock with Mark sleeping not ten feet away, but all I could focus on was how fucking good her hand felt and how dirty it was that she was in here doing it. "Damn, this is a nice cock." She purred, "So hard, so big" I grunted then whimpered pathetically when she reached the tip of my now dripping prick and rubbed her palm across it. The head was like a raw nerve and I squirmed in the bed, moaning in my throat as she rubbed her hand across it. "Let's get it nice and wet." She whispered. She started stroking it again and it felt even better as her hand slid along my now slick cock. "Feel good, baby?" "Hmm-mm" I groaned into her palm. "It does, but you could jerk yourself off couldn't you?" Releasing my cock, Melanie stood up and after a quick glance towards Mark, lifted the sheet up, keeping her hand over my face, she leaned over the bed and putting her face over my cock opened her mouth wide. My eyes felt like they were going to bug out of my head as she made a show of wiggling her tongue just over the tip of my cock. She lowered her mouth until it was around the head, but didn't touch me with her lips. Instead she breathed so I could feel her hot breath around my aching flesh. Looking at me she winked and let a long trail of spit ooze from her mouth and onto my cock. Letting the sheet fall again, she resumed pumping my now very wet cock until my hips were thrusting and I was fighting to try to come. Melanie let my cock go and removing her hand stood up and with a playful smile shook her head. She backed away from the bed and grabbing her robe, pulled it open. Unlike last time she didn't give me a quick peek, this time she held it open, letting me take a good long look at her perfect tits. She let go of the robe and cupping her breasts, stroked her hard nipples with her thumbs. She then winked and sliding her hand down her stomach, opened her legs wider. I held back a moan when I saw she was no longer wearing panties. In the dim light all I could make out was the small patch of dark hair above her pussy and her fingers moving up and down. Melanie closed the shirt and making a come here gesture with her finger, turned and vanished into the dark part of the room. I looked over at Mark, gave him a silent apology for what I was about to do and practically jumped out of the bed. I grabbed my shorts off the floor in case I had to sneak back in the room later and quietly made my way across the room. Melanie had left his door partially open and slipping through I closed it behind me. Knowing it creaked, I moved it barely an inch at a time, my hard cock throbbing between my legs as I forced myself to take my time with the door. I released a breath when I heard it click and turning made my way down the hallway to Melanie's room. The door was open and I could see the flickering of candles as I approached the doorway. I entered and looked at the bed, expecting her to be on it, but didn't see her. I stepped into the room and jumped when I heard the door close behind me. I turned to see her standing there with a huge smile on her face. "Well Steven, what a surprise," she laughed softly thumbing the lock. Then looking down at the bulge in my pants smiled, "Hmm, I thought I was supposed to give you a present." "Oh, you are." I told her noticing she had tied the robe again, "Damn you're so fucking hot." "I like that reaction. Can't get that from guys me age, well maybe, but they don't have that look in their eyes like you do." She licked her lips, "You look hungry, Steven, are you hungry?" "Oh, yeah." I said taking a step towards her. "Hmm-mm" she shook her head and gave me a playful push. I stepped back and felt the bed hit the back of my legs. Melanie stepped up to me and grabbing the sides of my face startled me by pressing her lips hard against mine. I moaned into her fierce kiss as her mouth practically devoured mine. I returned the kiss as best I could; enjoying the feeling of her soft lips as they worked back and forth along my mouth. Melanie released a whimper of her own that sent a thrill though me as she slipped her arms around my shoulders, pulling me into her. I slipped my arms around her slender waist and kissed her harder. She moaned her approval as her hand slid up and down my back. My cock was pushing into stomach and it was all I could do not to move my hips and shove it into her. Instead I focused on her soft lips and the sexy moans she was emitting while kissing me. Her mouth opened and her soft wet tongue pushed against my lips. I gladly accepted her tongue, meeting it with my own and moaning as they danced across each other. Melanie playfully worked her tongue across the roof of my mouth as her lips continued to caress mine. Her hands slid to my sides, running up and down my arms. I worked my hand up her back and through her long black hair, until I was cradling her head and holding it to my lips. She eased back from me slightly and I started to lean into her, but stopped when I felt her hands on the sides of my boxers. Melanie pushed them down and I moaned into her mouth when she grabbed my cock and stroked it. This time she got a handful of my oozing pre-cum right away and began pumping my slick cock faster than she had in Mark's room. I tried to focus on the kiss, but damn her hand felt good. Melanie broke the kiss and releasing my cock gave me another shove. I fell into a sitting position on the bed and standing between my legs, Melanie handed me the end of the tie to her robe and smiled, "Tome to unwrap your present, Steven. My hand trembling with excitement, I tugged on the tie. The robe fell open exposing her naked body. Melanie quickly slipped the robe off her shoulders, letting it fall to the floor and raising her arms over her head said, "You like your present?" "Melanie, you're...perfect." I whispered. With her arms up, Melanie's small tits had risen to an even sexier angle and I marveled at how perfectly round they were. My eyes lingered on her rosy nipples which looked as hard as I was, before working my way down her soft flat stomach to lock onto the pink cleft of her pussy, between her amazing thighs. Melanie lowered her arms and swinging her leg over mine sat down on my thigh. I gasped at the feeling of her hot and very wet pussy on my bare leg and putting her hands on my shoulders, she began to grind her hips, sliding her slick flesh up and down my leg. "Feel that, Steven?" she moaned, "Feel how wet I am for you?" She grabbed my cock and squeezed it, "God I can't wait for this big hard dick to be inside me. Can you?" "Hell, no!" I exclaimed. "Hmm I love that! But you're going to have to because if you fuck me now you'll be making a sticky mess of my hot little pussy in two minutes." "Sorry," I said, staring longingly at her breasts which were a foot from my face. "Don't be, it means I get to suck you off first and you get to lick my pussy until I come for you, then you can fuck me long and hard!" she smiled down into my face and asked, "You like my tits, Steven?" "I...I love them!" "Then why aren't you sucking on them?" I asked myself that same question, but before I could answer it, Melanie grabbed the back of my head and shoved my face into her left breast. I opened my mouth and eagerly sucked her hard nipple. Melanie moaned and digging her fingers into my hair, arched her back, shoving her tits deeper into my mouth. She grabbed my wrist and guiding my hand to her other tit, said, "This one's jealous!" I gave her small breast a squeeze, marveling at how firm it was and enjoying the feeling of her hard nipple pressing in my palm. I slid my hand around caressing her nipple and she sighed resumed stroking my cock. This time she was going slowly and barely holding it, just lightly sliding her fingers up and down my throbbing shaft. I switched to sucking her other nipple and Melanie responded by moving her hips harder into my leg. "That feels so good," she purred, "Look at you sucking my tits! You dream about these tits, Steven?" "Hmm-mm" I moaned around her nipple. "Dream about sucking them and cumming on them? You jerk off in my house thinking of doing what you are right now?" "Oh, yeah." "I knew you did. I knew you looked and I fucking loved it! I was worried you'd forget about me at school so I told myself when you came back I would make it so you'd never forget me. Good looking boy like you will have lots of girls, but I want to be your first real woman." She paused and moaned when I released her nipple from my mouth and taking her nipples between my fingers leaned into her neck and kissed the soft inviting skin just under her ear. Milf Tails: After Midnight "That's nice." She sighed, "Really nice! Honey, I need this so fucking bad!" I started kissing up and down her neck, but pulling my hair she moved my head back, "That's sweet, Steven, and you can take your time later or tomorrow or whenever, but right now, I need you to suck on my tits and make me cum!" Later... tomorrow? Holy shit! She was going to let me fuck her again after tonight! Even as my lips found her nipple and I stroked the other, I imagined two full weeks of sneaking in here at night, or maybe even early when Mark had to work! Two weeks of this hot milf fucking me! Hell maybe all summer, goddamn she was right, what a gift! Melanie put her hands back on my shoulders and swung her other leg up and pushed herself up so she was kneeling on my thighs. Her wet pussy slid along my cock and I moaned when she worked her hips, moving along the length of my shaft. My cock was sliding between her legs and I moaned and moved my hips, trying to slip inside her. "Not yet," She moaned into my ear, "I told you, you're not fucking me until you can give it to me long and hard." She moved back and released a low groan when the tip of my cock came into contact with her swollen clit. She moved her hips in a circular motion, grinding my cock into her hard button and whimpering in my ear. I continued to suck on her tits, going from one to the other, but my legs were trembling and my cock aching with desire to plunge inside her hot pussy. "Keep sucking those tits, baby." She whispered, "They've been waiting for you, and so has this pussy." She raised her self higher so that my cock was no longer touching her, "Put your hand down, there, play with my hot little pussy." I worked my right hand between her legs and released a sharp breath at how fucking wet her pussy was. I ran my fingers up and down through her soft lips and Melanie's moan directly in my ear was the sexiest thing I'd ever heard. My fingers came into contact with her clit and she purred, "Oh, honey, right there!" I rubbed her clit in slow circles, enjoying her soft moans and the way her hips jerked into my fingers. Easing my fingers back I pushed and slowly eased my fingers inside her. Melanie's pussy wasn't just wet, but hot and damn tight. She sighed as my fingers sank deep into her moist flesh and I added a moan when her pussy contracted, squeezing my fingers. Envisioning my cock inside her, I worked my fingers in and out, slowly at first, then a little faster. Melanie let her head rest on top of mine and moaned her approval as my fingers thrust into her. I placed my thumb on her clit causing her to cry out as my pressed on it and rubbed back and forth. I swirled my tongue teasingly around her nipple, making a show of licking it for her, while rolling the other gently between my fingers. "Oh, fuck, oh look at you!" she moaned, "Look at you working my pussy and my tits! Taking good care of me! Hmmm, someone learned something's at school didn't they?" "I want to make you feel good," I told her. "That makes two of us," she laughed then yelped when I shoved my fingers so deep inside her my knuckles came into contact with her wet flesh. "I can't wait to see if you've learned how to lick pussy." She sighed, "That's after I show you how a real woman sucks cock, though, hope you don't mind." "I...I think I'll let you." I laughed against her nipple. "Good, because I've been thinking about sucking you dry since Mark told me you were coming home!" Her words caused me to work her clit harder, selfishly wanting her to cum so I could get the incredible thrill of watching my best friend's mother suck my cock. Sensing my thoughts she laughed, "Oh, someone's looking forward to that isn't he?" "Oh, yeah." I sucked her nipple hard into my mouth. "So have I, Steven. I've dreamt of getting on my knees and making your eyes roll, of sucking your nice hard young cock and feeling you shoot a nice hot load down my throat!" she moaned began bouncing up and down, driving my fingers hard into her hot little box. "Fuck, even when I was on the phone with your mother telling her it would be my pleasure to have you stay all I could think about was you in this bed fucking me!" She was working herself up, moving her hips harder and faster, up and down and side to side, thrusting down into my fingers and pressing her clit against my thumb. Her fingers were in my hair pinning my face to her tit and I was loving every minute of it. "Yeah, I hung up and had to come up here and get out my vibrator and shove it in my pussy thinking about this big cock of yours! Oh what a summer you're going to have!" she moaned, sending a thrill though me. "You are going to fuck me anyway you want me! I'll ride you and get on my knees for you! You can fuck me doggy and cum all over my back, you can fuck me in the shower!" she started making little yelping noises in between her words, "Fuck, you take good enough care of me I might even let you fuck me in the ass before you go!" I'd never fucked a girl in the ass before and thinking of the first one being Melanie caused my thumb to move as fast as I could and shove my fingers in deep and hard. Her thigh was sliding along my cock as she moved up and down and I swear I'd never been so hard in my life. "You like that idea? You getting hard thinking about slamming your big dick in my tight little asshole? Bet none of your little college girls would let you do that! But I'll let you! All you have to do is take good care of my pussy all summer long and make that your going away present! I'll...Oh, fuck!" Melanie called out, then lowering her head against mine released a long loud moan as her pussy convulsed around my thrusting fingers. She grabbed my shoulders and dug her nails in as she came on my hand and tried to hold back her cried of pleasure. "Oh, oh keep moving your thumb!" she groaned, "I'm cumming so fucking hard, don't stop..." Her words turned into a series of sharp little hiccup like noises as she ground her hips in a circular motion and her pussy continued to squeeze my fingers. She was getting even wetter and I could hear my fingers sliding out of her pussy. Melanie let loose with a long high pitched whimper in my ear and slumped against me, breathing hard and moaning, "Oh damn, oh I needed that." I slid my fingers from inside her and sliding my hands down her back gave her firm little ass a hard squeeze. "Hmm, you like that ass? I bet you'll love seeing it in the air for you when you fuck me doggy style!" she sighed, her breath hot on my neck. "I can't wait for you to fuck me when Mark's not home so I can really scream for you." "Me either." Not clever, but all I had. At the moment I was still feeling as if I was in the middle of a wet dream. No way could Mark's mom be naked, kneeling on my legs, with her perky little tits in my face. If all that wasn't surreal enough, her next words were straight out of penthouse letter. "Now seeing you made me come so hard, I think it's only fair I suck you off, now isn't it?" Melanie slid off my legs and straight down to her knees. Taking my cock in her hand she slowly stroked it while licking her lips and smiling up at me. "Hmm, I am going to enjoy this almost as much as you are." She blew teasingly on the head of my cock, "Damn I miss sucking cock, mind if I take my time?" "You...you can do whatever you want." I told her, my heart pounding just from the close proximity of her mouth to my yearning dick. "You are full of good answers, aren't you?" she giggled, "Or are you just going along with me because I'm about to blow you?" My answer turned into a moan when Melanie stuck her tongue into the slit of my cock and came away with a trail of pre cum. She slurped it up and licked her lips, "That's so sweet," she whispered, "I can't wait to taste your cum." I didn't even try to respond. Instead I moaned softly as Melanie ran her tongue around the head of my cock before working it slowly down the length of my shaft. She continued downward amd I gasped when she swirled her tongue across my balls. She winked and gently sucked them into her mouth. She began sucking softly on them while pumping my cock in her now slick hand. I was breathing hard and my eyes felt as if they were going to pop from staring so hard. Melanie was true to her word, taking her time bathing my swollen balls with her tongue and lightly caressing my throbbing cock. She worked her tongue back up to the tip and parting her lips wrapped them around the side of my cock and began working them along my shaft. "Oh, damn." I groaned, watching her work my cock with her full soft lips Melanie stopped moving and held her lips to my cock. I hesitated, but when she winked at me, I smiled and moved my hips, sliding my cock through her lips. Melanie moaned softly and I saw she was rocking back and forth, her hips grinding. She was getting wound up again just by teasing me! Melanie removed her lips and sticking her tongue out slapped my hard cock against it. I moaned as she shook my aching dick back and forth, then cried out when she opened wide and took me deep into her hot wet mouth. Holding my cock in her mouth she raised her hand to my face and put her finger to my lips. I nodded and she shook her head slowly back and forth. I whimpered at the sensation of her tongue working my shaft as she moved my cock around within the hot confines of her amazing mouth. Melanie opened her mouth wider and slowly worked her lips until they were surrounding the base of my cock. I moaned loudly and as she had in the bedroom, She covered my mouth completely. I felt like an idiot, but I'd never had my cock taken all the way before and she was holding it there effortlessly. Melanie's tongue slipped out and licked my balls sending a tremor through me before working my cock back to the tip. She sucked hard and I could feel my pre cum squirting into her mouth. She moaned and her eyes rolled back. She leaned closer to me and her hard nipples pressed into my thighs as she swirled her tongue around the tip of my cock. Releasing my mouth she used that hand to cup my balls and began bobbing her head along my cock. I released a long sigh as she settled into a slow steady rhythm taking my cock about halfway down each time. I put my hand on her head and she moaned her approval as I began guiding her mouth along my cock. I sat there moaning and trembling while taking in the incredible sight of Mark's mother sucking my dick. She was moaning softly as she blew me, thoroughly enjoying me in her mouth. She began to move her head faster and was now following her lips with her fingers, stroking me as she sucked. Her other hand was rubbing my balls and as much as I wanted to this to last forever I could feel my cock twitching and knew I wouldn't be able to hold back much longer. Melanie must have sensed it, or let's be honest the pathetic little sounds I was making probably gave it away, and releasing my cock she let a long string of spit drip from her mouth down my cock and said, "Someone's ready to come aren't they?" "C...can I?" She laughed, "Of course you can Stephen, trust me honey, I'm no tease! I'm glad you're ready because I want that cum, baby! Been a long time since I had a nice hot load in my mouth." She stroked my now very wet cock and continued, "I'm going to suck you nice and hard and when you're ready just go ahead and cum, I'll take every drop," she winked, "Like every good girl should" Melanie released my cock and balls and placing her hands on my thighs took me all the way down to the base of my shaft. As she did before she shook her head, swirling my cock around her mouth, but this time when she started sucking it was a lot faster than before. I moaned as true to her word, Melanie was sucking my cock like it was a race. She was making wet gurgling sounds as she took my cock deep each time and her head moved faster and faster. I was moaning continuously and was now pulling her hair, but she didn't seem to mind. Her eyes were closed and she was moaning and making sloppy wet sucking sounds as she once again let a glob of spit slide from her mouth and was rapidly slurping it up. My legs were shaking and I whimpered when I felt the cum racing through my shaft, I fought to hold back, trying to enjoy every minute of Melanie's incredible mouth. I looked down at her with my cock buried so deep my balls were against her chin and had the thought that I was going to cum in Mark's mother's mouth. That thought, along with Melanie slipping her tongue out to caress my balls sent me over the edge. With a long moan, my cock erupted in her mouth and Melanie's eyes widened and she squealed around my cock. She began bobbing her head, but only moving up and down a few inches, keeping my spurting cock deep in her mouth. I lost control and thrust my hips, fucking her mouth as she continued to suck down what felt like a huge load of cum. She began massaging my balls as I came and I swear I'd never cum so hard! Melanie's dark eyes were rolled back in her head and she was rocking back and forth her tits sliding against my thighs. "Oh stop!" I moaned as my cock had nothing left to give and she was now slurping and licking my over sensitive head, "Please!" I gasped as she continued to suck causing me to squirm. She removed my cock, smacking her lips and sighing, "Hmm that was so good!" she opened hr mouth to show me the cum still on her tongue then made a show of swallowing it, "All gone!" she laughed. "Holy shit." I groaned. "Better than your little college sluts?" "Better than anything." I told her. "Hmm, well you haven't felt my pussy yet." She grabbed my still hard cock and licked her lips, "But I think we'll fix that!" Standing she pushed me hard enough that I fell onto my back on the bed with my legs hanging off the end. Melanie swung her legs onto the bed over my hips and sliding forward, grabbed my cock, guided it to her pussy and let her weight go. We both cried out as she impaled herself on my cock and I gasped at how hot, tight and fucking wet her pussy was. "Oh, fuck yeah!" she groaned grinding her hips and moving me within her. "Just came and still fucking hard! Guy my age would need a half hour, but not you a young stud like you!" All I could come up with was a groan of pleasure when Melanie moved her hips in a slow circular motion. "Damn, that cock feels good." She purred. Sitting back, Melanie continued working her hips and raising her arms over her head, took her long hair up with it. "How does your best friend's mom look riding you, baby?" "Fucking unbelievable." I whispered, taking in her slender body and her perfect tits. "Better than a video game?" she asked, cupping those tits and stroking her nipples for me. Fuck she was hot! I put my hands on her hips and pushed and pulled as she moved, guiding her as she rode me. Melanie stopped moving back and forth and lifting herself from my cock, said, "Slide up on the bed, so I can really ride your big dick!" I couldn't move fast enough; sliding up onto the bed so my head was on the pillow. Melanie slid back up over me and this time when she slipped my cock inside her began bouncing up and down. I moaned as she moved faster, slamming herself down onto me. Melanie yelped and when I reached up and put my hand over her mouth laughed into it. She continued to buck up and down on my cock and I shifted my eyes from her tits to the even better visual of my cock disappearing into her pink pussy as she rode me. Melanie leaned over, bracing her hands on either side of me and lowering herself, slid her nipples teasingly across my lips. I stuck my tongue out and she moaned as she worked her nipples back and forth across my rigid tongue. She pressed her left tit against my lips and I opened wide, sucking as much of it into my mouth as it could. Melanie sighed and continued to work her hips, sliding my cock in and out of her amazing pussy. "Fuck me," she whispered, "Don't be shy, Stephen, I swallowed your cum for Christ's sake, put your arms around me and give it to me!" Again I needed no further prompting. Wrapping my arms around her slender waist I pulled her down against me and began driving my hips off the bed as hard as I could. Melanie removed her tit from my mouth and placing her face in my neck yelped into my ear. I fucked her as hard as our position would allow, her noises sending a shiver through me. "Fuck, oh look at you! Fucking me nice and hard! You like this pussy Stephen? You like fucking her? She's all yours, baby, all summer long! I am all yours!" I continued to pound away and she resumed moaning and whimpering in my ear. Her nipples were pressing into my chest and she was so wet I could feel it on my thighs. Despite the fact I had come not long ago, I was fucking her hard and fast and was beginning to get close again. Melanie heard it in my breathing and said, "Stop!" I stopped with my cock buried deep inside her and she moved forward easing me from inside her. "Not yet, honey. Tell you what, while you calm down, how about you lick my pussy? That nice hard fucking made me want to cum again." Melanie swung her leg over me and to my delight turned herself around. Sliding her legs under my arms, she knelt over me, putting us in a sixty nine position and lowered her pussy to my face. I grabbed the cheeks of her ass and spread them open staring at not only her beautiful pussy, but her tight little rosebud. Leaning forward I slipped my tongue into her ass and was rewarded with a moan and her exclaiming, "Oh, you bad boy! Licking my asshole!" I teased my tongue around her ass, savoring every bit of it. No girl had let me do this before and the way Melanie was squirming and moaning told me I'd be able to do a lot more of it. As I pushed my tongue into her puckered hole, she leaned forward, laying across me and letting her head rest on my thigh. Her pussy was pressing into my chin and as much as I was enjoying giving my first rim job, I gave in and slid my tongue through the soft folds of her moist flesh. "Oh, yeah," she cooed, "That's it honey, lick that pussy! Suck on that hard clit and make me cum for you!" She moaned softly as I worked my tongue through her pussy then gasped when my tongue circled her clit. I eased back, swirling my tongue slowly through her pussy, before thrusting it inside her. Melanie purred as I moved my tongue within her, lapping up her sweet juices. She was moving her hips, sliding her pussy along my face and moaned, "Don't tease, baby, suck that clit so I can come and I can get on my knees and you can fuck me doggy!" I immediately went back to her clit and as she had done with my cock, attacked it with a passion. I sucked it hard into my mouth while working two fingers insider her. Melanie groaned and my hips twitched when I felt her hot breath on my now semi hard cock. A moment later I felt her soft wet tongue slid up and down my shaft and moaned into her pussy. Melanie was moving her hips faster, pushing my fingers into her and working her clit across my tongue. I licked it up and down, catching the top and bottom of her sensitive button and could feel her thighs trembling around me. "I'm going to cum in your face!" she groaned, "Keep licking that pussy, baby! Nice and fast this time, but next time? Oh, honey you can take as long as you want!" I sucked her clit back into my mouth and timed my sucking to the movements of my fingers. Melanie was whimpering and moaned, "Hmm, I better make sure I have something in my mouth so I don't yell too loud." I exhaled into her pussy as she took me into her warm wet mouth and sucked gently on me. My cock swelled rapidly in her mouth and she moaned around it as I licked her as fast as I could. Melanie yelped around my cock and shoving her pussy hard into my face, came long and hard. I moaned as she sucked my cock harder, moaning as she bucked her hips wildly, grinding her wet pussy into my face. Milf Tails: After Midnight I continued licking and fingering her, loving the way her pussy tightened around my fingers and anxiously awaiting them being my cock. Melanie leaned back onto my face, working her clit across my tongue as she ground her hips. She let her weight go and releasing my cock sighed, "Damn, that was good. I think next time I'll ride your face." Melanie crawled down the length of the bed and once she was between my legs, lowered her head to the bed, drew her knees up under her and put her ass in the air for me. "Come on, baby, come give me what I need!" I quickly got to my knees behind her and grabbing her hips slammed my cock between the cheeks of her ass and deep inside her hot pussy. Melanie squealed into the bed then moaned, "Fuck that is deep!" Spurred on by her words, I began fucking her with long hard strokes that caused her to bury her face in the sheets and yelp with each thrust. I reached out and grabbing her long hair tugged on it gently as I continued to hammer away at her incredible pussy. Melanie moaned and began working her hips back into me, sending my cock deeper and harder into my cock. I spread her cheeks wider, enjoying the sight of my long glistening cock sliding in and out of her sopping wet slit. Melanie was moaning and whimpering as I fucked her harder and faster. I had thought about trying to take my time, but fucking her like this was driving me wild and I kept going harder and faster. Melanie didn't seem to mind. Squealing and slamming her hips back into me so hard I could feel my balls slapping against her pussy. Turning her head she moaned, "That's it! Fuck me! Fuck me the way you dreamed about! Claim that pussy, make it yours! Ohhh, yes!" I started slamming her even faster, now using short hard strokes that had her moaning continuously as she worked her hips in time with my thrusts. "Put your finger in my ass!" she demanded. Another first for me as I eased my finger into her amazingly tight asshole. As she whimpered I pushed it all the way in and groaned at the feeling of my cock sliding against my finger through the thin skin between her pussy and ass. Melanie contracted both around my fingers and my cock twitched at how good it felt along with the thought of having that ass at some point. "You thinking about my asshole?" she moaned, "You want that big dick in there? You'll get it, but just before you go back to school! This time I will give you a going away present! I'll rent a motel and we'll stay there all night fucking and you can take that ass!" Her words were driving me wild and I threw caution to the wind and began fucking her as hard as I could. Our skin was slapping together loudly, but I didn't care how loud it was. All that mattered was I was fucking Melanie and she was loving it and promising me and entire summer of this pussy. "Fuck, fuck!" she moaned, "Oh god look at you fucking me!" she threw her head back and looking over her shoulder at me, her eyes wide with lust, said, "I want you to cum inside me, just shoot that hot cum into that pussy! I want to feel your cock spurting!" She didn't have long to wait. I was fucking to hard to hold back and with a long loud whimper I felt the cum racing through my cock and burying myself to the hilt inside her let my cock explode. "Ohhh!" Melanie moaned, "Ohh honey!" I was moaning myself at the feeling of her incredible pussy milking my cock. She was contracting her pussy around me, coaxing every drop of cum from my erupting cock. I continued to fuck her with long slow strokes, each ending with another spurt of cum emptying into her hot little box. :Hmm you like that? You like cumming in my pussy you bad boy?" "Oh, goddamn." I moaned as she milked the last few drops from my spent cock. I eased my cock from inside her and lay back on the bed, trying to catch my breath. Melanie sat up and laid, back next to me, her tits rising and falling with her own deep breaths. "Goddamn is right, Stephen, damn you fucked me good." "I...wow." I laughed. "I'll take wow." She reached down and squeezed my cock. "I am going to make you say wow all summer, honey." "I hope I can make you say that too." "You already have honey and just think tonight we rushed," she sighed, "Hmm, just wait until Mark has to work the night shift and we can play for hours." She stretched and I watched her perfect tits as she arched her back off the bed and continued talking, "And not just the time you stay here, but all summer honey. You come by anytime you want and fuck me. We'll take our time and play and fuck and suck and...hmmm maybe we can fuck in the shower." "This is going to be the best summer I've ever had." I told her. "Not just you, honey, I needed this." She turned her head and giving me a quick kiss said, "As much as I would love to wake up with that beautiful cock next to me you're going to have to leave, baby." "I know." I said, "I would love to spend the night with you." "Well you can, just not tonight. Remember Mark goes camping every fourth of July weekend." "All weekend?" I asked hopefully. "All weekend honey," she giggled, "You ever get woken up by someone sucking your cock?" "I have a feeling I will." I said with a smile. "Yes you will." "I...feel a little bad." I told her, "You know with Mark being my best..." "He won't know and you're helping me by giving me what I need so you're being good to him and me." She laughed, "You'll have the best of both worlds, during the day you can hang with Mark and play X-box, and at night?" she began stroking my cock, "You can play with my box!" ***** Author's Note: Hope you liked the latest installment of the series because I have more in the works. As I said in the opening note this story was based on a very short porn clip I saw a couple of months ago where a hot older woman walks into her son's room and entices his best friend. It was so risky, so hot, it stuck with me and I had to write a story around that image. Hope I left you feeling the same way. So as I always say we write for free here, but you can pay us authors in comments and votes so please take a minute to let me-and all authors you read-know what you think. Thanks for reading, Lovecraft68