4 comments/ 89731 views/ 7 favorites Stacey's Mom By: JudeWrites Brad Halstead had never heard of the band Fountains of Wayne, but when he heard their song "Stacey's Mom" playing in his teenage daughter's bedroom memories of a wonderful time in his life flooded back. About fifteen years ago Stacey Keen was his best friend. There weren't many kids their age that lived close by, so they gravitated together much of the time. She was something of a tomboy and they played around the neighborhood together in the long, hot summers of their late teenage years. Stacey had short blonde hair and always wore torn jeans, worn tennis shoes and heavy metal t-shirts. It was easy for people around them to assume that they were dating, but the truth was that they were never romantically involved. It was just something that never happened for them, something they never thought about, until it was too late and they were separated by college campuses a thousand miles apart. They were a good partnership, shared a dry sense of humor and could spend hours throwing a football or a baseball around the fields of their small town. Stacey had the best arm of any girl Brad ever met, then or since. Stacey and Brad went to the high school prom together, knowing that the evening would be unexciting (compared to what most of our peers had planned and had them believe) but it seemed very, very right for them to go together. Stacey's mom didn't work and was always around her house, cleaning the kitchen, baking or reading. She wasn't a "coffee mom" and didn't appear to hang out with friends much, but she was always nice to Brad and made sure that both he and Stacey ate well and didn't get up to too much mischief. It didn't dawn on Brad at first, she was his friend's mom after all, but there was no doubting that Marianne Keen was hot. Marianne was almost forty by then, but she looked at least ten years younger to Brad. She had lush dark hair that was full-bodied and bounced around her shoulders when she moved. Around the house she wore narrow glasses that were way ahead of their years in style, but gave her a very distinctive look back then. Her eyes always struck him as a little sad, but they were passionate eyes that saw everything (as it turned out) and were completely reflective of her personality, more than anyone Brad ever met. Her figure was full, brimming even. It might've been that her hips carried an extra pound (no more than that mind) but her flat tummy and large breasts attracted all of his attention. Her legs, often on show beneath her shorts, were long and fit. Marianne's smile was homely, welcoming and increasingly seductive as he got to know her better. Brad and Marianne started talking more when they began swapping books. They both read a lot of thrillers and started to swap paperbacks when she sent him away with a handful one day. They would discuss the books a little when they swapped, but never for too long. Stacey was always dragging him somewhere to amuse them both and talking with her mom wasn't going to get that done. Stacey didn't read thrillers. Brad didn't remember a particular moment when he started to take more notice of Marianne—it was more of a gradual thing. He was also at the age when an extra inch of cleavage or an extra-tight pair of shorts was more noticeable than they had been. Over a period of several weeks he started to notice that Stacey's mom was bending over around him more, and stretching across him more, basically showing more than he was used to in the way of cleavage and ass. He put it down to the fact that he was around more and virtually becoming part of the family. Another thing Brad noticed was the looks she occasionally gave him over the rim of her glasses. He never quite worked out what that look was, but he sure noticed how it made him feel. Stacey's dad worked for IBM and spent many weeks away from home. These were the days before home working and even cell phones. He provided well for his family, but the house, compared with Brad's family abode, always seemed a little empty. Stacey was the Keen's only child and didn't talk much about either of her parents. That particular summer Stacey had always planned to visit her grandmother in Des Moines but when her grandmother took ill Stacey was dispatched early to help look after her. Brad was lost, not knowing what to do with himself now that his companion was gone. He called Marianne a couple of times, asking for news of Stacey but her planned week's stay with her grandmother quickly turned in to two and he could see the summer disappearing in her absence. Things got so boring he even started to drive his little sister around to horse riding events. Yes, looking back, those weeks were a pretty low ebb for Brad. It was a Thursday evening when Marianne rang. Brad's mother called him to the phone and warned him to be polite talking to Stacey's mom. He shook his head at her—that part of moms never changed. "Hi Brad," Marianne sounded bright and friendly. "Sorry to bother you, but I was wondering if you had any new books? I'm all out and could use something to read." The appeal wasn't strange in any way, she was a voracious reader and always interested in what he'd read. "Sure, I have a few you can have. Want me to bring them round?" "I can drive round collect them if you want." "No problem. I'll come over." He was bored and any excuse to go out would be good. "Okay, that would be great." Then, as an afterthought, she added, "If you've finished any of the last lot I gave you, can you bring them too? There were a couple there I hadn't read yet." Brad gathered up a bunch of books and packed them in a bag, added a few extras for good measure and set off to the Keen's house. They lived on the same side of town as his parents, but their house stood by itself, a half-mile off the road and close to the edge of the forest. It was on a large plot of land that was mostly open lawn. "Hi." Marianne met Brad at the door. She was wearing her glasses and had on her usual shorts and a powder blue blouse. "Come in. I just took some cookies out of the oven, so your timing is perfect." Brad laughed and walked into the house. It seemed he was always in time for Marianne's baking and her warm cookies were always welcome, even if it was ninety-five outside. "Nice." While she poured him some milk and threw some cookies onto a plate Brad unloaded the books onto the kitchen table. He was pleased that he'd managed to find so many in her hour of need. He also noticed that there was a similar pile of paperbacks on a chair, obviously ready for Stacey's mom to swap with him. They chatted about a few things, Brad got news of Stacey and her grandmother and they swapped notes on books they'd both read. It was dark outside before Brad realized it and we moved on to a second round of milk and cookies. "What did you think of this?" Marianne pulled one of the books she'd loaned him and handed Brad a beaten up copy of Herman Raucher's "Summer of '42". Brad recognized the book immediately. He'd read it, but it stood out not only for the story, but the fact that it was unusual for Marianne to read something other than a thriller. "I liked it," he said, immediately feeling his face flush as he recalled the subject matter. "It was well written, very vivid and, I guess, ultimately a little sad." "Sad?" She looked at him quizzically at first, and then gave him that look over her glasses. "Because Dorothy's husband dies?" "I guess." He felt the flush continue. "But I meant that they shared that one night, and then never saw each other again." "I can see that." She nodded knowingly. "You think it's a realistic story?" Brad ran the storyline through his mind. The book's story was much wider than the night between the adult bereaved woman, Dorothy, and the adolescent Hermie, but that was the part of the book that stuck with everyone, and that was what he knew she was referring to. His heart began to race. This was not the sort of subject matter he was accustomed to discussing with anyone, let alone Stacey's mom. "I think the story is very realistic," Brad ventured carefully. He didn't want Marianne to misconstrue anything he said. Coincidentally, it was at that moment he noticed her blouse had one more button undone than he'd seen before. "That kind of thing must happen occasionally." "Yes," she considered, swinging her legs out from under the table and facing him. "I think so too. I like the story a lot. I thought it was so nice that he thought an older woman was attractive enough to lose his virginity to." "You don't think he took advantage of her?" Brad thought he made a mature point. "No..." Marianne looked thoughtful. "I think that she was mature enough not to be taken advantage of. She probably recognized the comfort he provided her with, despite his age... and inexperience." By now Brad was not only flushed, but genuinely excited to be having this discussion with a vivacious and mature woman. He wanted to find some words to continue the discussion, but his mind was starting to think about playing the lead role in the story, but with Marianne instead of Dorothy. When she changed the subject to another book, he was sure that was the end of it. He thought that maybe Marianne thought they'd taken the discussion too far and it was time to back away. It was with mixed feelings that he offered his opinion on several other books he thought she might like. Brad didn't notice that Marianne had moved around the table, closer to him, to look at the covers of the books as they talked about them. After a while she idly picked up "Summer of '42" again and waved it a little. "Don't you think she was a bit lonely?" There was that look over her glasses again. It was slaying him now. "Possibly," he admitted. "You think she was lonely after finding out her husband had died?" Marianne nodded. "Sure. Hell," she waved around her, drawing a comparison between herself and Dorothy for the first time, "women can get lonely anywhere, anytime." "I guess." Brad answered lamely, not sure that he wanted to know about any domestic issues she was having. It occurred to him that Marianne may have been alluding to the fact that Stacey was away, but he thought it more likely to be a reference to her absentee husband. She brushed some hair away from her face, smiled and he noticed she was leaning slightly forward, still with the book in her hand, and offering a great view of her cleavage. Brad looked, unable to resist, and knew that she would have seen his eye line move to her chest. When he looked back Marianne didn't seem to mind, even though he was certain she knew what he'd done. He swallowed, no longer sure of anything. "I think that must've been a good way for him to lose his virginity." Her voice sounded matter-of-fact, but the undertone was searing hot. "Why..." he croaked and cleared his throat. "Why's that?" "Well," Marianne smiled coyly, "a more experienced woman would be confident enough to tell him what to do, and know things that would make the experience better for him, things that a girl his age might not know." Brad wanted to ask her what things she meant, but his nerve failed. "I'm sure you're right." Marianne nodded casually and took a drink of the coffee she'd made for herself. She paused a few seconds, seeming to consider him before she asked her next question. "Don't you want to know what kinds of things?" The air around them crackled now and he felt that some unseen barrier had been broken. Brad had the strangely conflicting feelings that he was now walking on safer ground, but in more dangerous territory. "Yes," he admitted carefully. "Are you okay with discussing this with me?" she checked. "Yes, fine." He tried to dismiss her concern, but knew he probably failed to appear as relaxed as he wanted to. Marianne smiled and edged a little closer. "Well, a boy his age is probably used to masturbating, and coming quickly. It's unlikely he'd have any concept of lasting longer. All boys that age jack off a lot, and quickly, don't they?" She playfully nudged Brad's arm. "I guess," he admitted reluctantly, thinking to himself that it was almost every day and that he'd be doing that very thing after his visit with her. "Well, a more experienced woman would teach him that it's better to slow down, play a little and get more from the experience. A young girl would probably lie there and let him just... fuck her." Marianne looked to see if her change of language affected him, but he remained calm. "An experienced woman can judge where a man is... in terms of his coming, and adjust what she's doing to make sure they both get the most out of the experience. Let me give you an example." Brad nodded, by now almost incapable of words and feeling every nerve in his body screaming with stimulation. "Well," Marianne considered, "well, why don't I just show you? Do you mind?" Brad thought she made a tiny nod towards his groin but all he could see were her eyes looking at him from above her glasses. He gulped and said in a strained voice, "No, go ahead." Her eyes lingered on his for a second and then they switched to the front of his jeans. Marianne slipped off her chair and knelt in front of him. Without hesitation she reached up to his zipper. Brad held his breath as she pulled the zip down and worked the button free. His gaze alternated between her head and his groin, not wanting to miss a moment of what was happening. She reached in the top of his pants and quickly grasped his cock. With her other hand she pulled his clothes away to allow his shaft some freedom. His foreskin was already back and the head completely exposed. Stacey's mom's hand was in his pants. "You see..." Brad noticed she didn't even comment on him being fully erect, "an inexperienced girl would probably grab you and do this..." She took hold of him made a few quick pumping motions with her hand, up and down his shaft. "But... a more experienced woman would do this..." She made several longer, slower strokes, twisting her hand as it climbed his shaft and slipping it off the end. There was no doubt which was the better technique. "What do you think?" She smiled up at him, a mixture of satisfaction and delight. "I think you're right." She let go of his cock, but made no attempt to put it away. "No doubt about it." "There are lots of little things like that." Marianne seemed slightly smug now, appearing that she might be enjoying the ultimate tease she was creating—posing as a willing teacher without explicitly offering to teach him everything. "But you probably don't want to learn them from me. You probably want to learn with someone nearer your own age, someone exciting and pretty," she dismissed, backing away from his exposed cock. "No." Brad said firmly. "I... I think you're beautiful, and very exciting." She smiled at him, seemingly pleased that he'd spoken up. "Would you show me some more?" "Are you sure?" Brad nodded. "Okay then." Marianne stepped closer again, enthusiastically. "Take these off for me." She tugged at the thigh of his jeans. He kicked off his shoes, stood up and pulled away his jeans and pants. When he looked for instruction, Marianne indicated that he should sit down again. She knelt in front of him again and brought a hand up to rest against his vertical shaft. "Here are a couple of things." She smiled wickedly this time. "When a young girl's giving head, she'd probably do this." Marianne dipped her head into his lap and took the head of my cock into her mouth. She made a few up and down movements with her head, running her lips along the shaft. To Brad it felt good. It was the first time he'd been in a woman's mouth, something he'd fantasized about for at least two years. She came off him and looked up. "You see, these things take time to learn, but don't you think this is a bit better?" She went down again, this time kissing the tip and sliding her mouth slowly over him, her lips tight all the way and her mouth a lot wetter than it had been. Brad felt her tongue work on his shaft and the top of her mouth bump against the head of his cock. As she pulled off for the first time she sucked hard, keeping an even pressure as she twisted and ran her tongue along his length. Her hand gripped him and made a sight twisting movement as she settled at the end of his cock. Her tongue ran around the rim and then she slowly pushed her head downwards again. Her mouth felt better than he had ever imagined. She worked on him for several strokes. Brad was just wondering if the stirrings he felt were the beginnings of a climax when she pulled of and left him freestanding again. "There," she licked her lips. "You feel the difference?" "Sure do." He tried to laugh, but it came out sounding relieved that he'd not come in her mouth. "Lots of saliva, that's the trick to that one. Now," she looked down again, "open wide will you." Brad opened his legs and allowed her better access. "Let's have a look at those balls." She slipped a hand in and cupped him. "An inexperienced girl would ignore these, and that's a terrible thing." She drew her fingers along his scrotum with a slow and delicate touch. The effect was immediate. Brad's cock twitched and pleasurable sensations ran all around his balls and tummy. "Girls are told that balls are delicate, and they often avoid playing with them. But they are a source of much pleasure, even if treated roughly." She grabbed him and squeezed hard—just hard enough to feel wonderful but not hard enough to hurt. He thought that Marianne sure felt like she knew what she was doing. "This is best when combined with something else." She started to stroke his cock while squeezing his balls playfully. "Like this, or when you're fucking... from behind, or girl on top work great for that." Marianne gave a final few strokes and then let go. "So, there you go. Don't let a girl forget your balls. Tell her what works for you. It'll be better for both of you." Brad's breathing had deepened in the last minute, and he virtually stammered, "Thank you." "Oh," she grinned, "did I excite you a little too much?" "I think so," Brad breathed, reaching for his jeans as the lesson appeared to be over for now at least. "I'm sorry. That's not very fair of me." Marianne screwed her face up. "It's not good to leave a boy in that state, I should've been more careful. Would you like me to..." He said nothing, but dropped his jeans back to the floor. Marianne grasped his cock firmly and slid her hand down. Brad's excitement suddenly leapt as this time he knew to expect more than a lesson in handling. She stroked slowly with one hand and scratched her fingernails along his balls with a delectable light pressure. He sat back in the kitchen chair for the first time, reveling in her movements. She looked up at him and gave a bright, knowing smile. "You have a nice cock you know. Young and hard. It's nice to handle. I like that it's uncircumcised too." Her strokes were long and made with a firm pressure. She pulled and squeezed his balls, occasionally letting them fall while she ran a hand over his inner thighs and lower abdomen. Brad gasped as she pulled down hard on his cock after a particularly slow descent of her hand. She sensed he was getting closer and slowed down further. Her strokes became the most wonderful torture he could imagine. "I know you want me to go faster," she whispered, "but believe me, this is better." He had no option but to believe her for by then she owned his body in a way he'd never imagine a woman could. She started to grasp his balls harder and pause at the end of each stroke when she slid her hand off the end of his cock. Brad felt the pleasure sensations start to bubble over, he muttered something incoherent about coming and the unstoppable rush of orgasm started. Marianne's hand didn't miss a beat and she continued to stroke even as he started to twitch in climax. For a few seconds he thought she'd done something he didn't know about and he wasn't going to ejaculate, but finally he felt the first shot of come explode from his balls. Stacey's Mom Marianne held his cock as he shot into the air, three, four times. It was the most incredible climax he'd had and seemed to go on forever with long, powerful streams of come shooting up and towards her. His come splashed on her hands, on his thighs and over the part of her blouse that covered her breasts. "I expect that's better." Marianne smiled up at him when he finished, still stroking her cock slowly. "You don't want to be carrying around all that tension at your age." Brad couldn't argue and simply sat there, feeling his heart pound and his cock twitch. "That was amazing," he managed eventually. "Good." Marianne let go of him and stood up. "Sorry if we got a little carried away on that subject... but I think we got that all straightened out. Oh my, look at that." She indicated the splashes of come on her blouse. "It's been a long time since I've seen someone come as much that." He sat and watched as she got some kitchen towel and wiped away the come, leaving a large wet patch on her blouse. His cock deflated slightly, then elevated right back up to its youthful peak. Brad made no move for his jeans this time. There seemed no point, and he wanted to see if there were any more lessons planned for the evening. "So," Marianne walked back towards him, wiping her hands, "what do you think now? You think he was lucky to have his first time with an experienced woman?" "I think he was lucky." Brad gave a small laugh. "I think I've just been lucky, you helping me the way you have." Marianne dropped between his legs, mopped up some come from the floor. She had another paper towel and when she came up she wiped his thighs, then she held him with one hand and dabbed the drops of come from the end of his cock. He looked on, marveling at the normality of her movements. "It was nice to help." She made a last few brushes across his cock and then looked up. "There are many other things I could show you. If you'd like... Doesn't have to be tonight or anything, just..." Brad looked intently at her. She still had her hand lightly around the base of his cock. His reply seemed obvious, but his passion was now very real. "No, I'd like. Very much... if that's okay." Marianne smiled warmly at him. "That would be fine. But I hope you don't think I'm some desperate old girlfriend's mom." He looked at her shining eyes, her flowing hair, her bulging breasts, her hand around him... "No," he said sincerely, "I think you are beautiful. Wonderful." "Okay." She smiled, stood up and turned towards the refrigerator. "Let's go into the lounge, it's more comfortable. I'll just get a glass of wine. Go in and I'll join you." Brad sat on the sofa, still naked from the waist down and still standing proud. He heard Marianne clank a glass and bottle and then she came into the room. She stood and took in the scene, sipped at her wine and then set it down on a table. "That's amazing that you're still hard." She pointed at his cock. "See, that's something a mature woman would appreciate, but a girl might just think is annoying. So, what's next?" She started to unbutton her blouse. It wasn't an overly sensual move, but Brad's gaze was riveted. She pulled the blouse off and threw it to a chair. Her breasts were bulging out of the top of a pristine white bra with lace around the edges. "Have you felt a woman's breast before?" Brad nodded, truthfully. He didn't offer the fact that it had been a quick grope at a party and he'd been shouldered off after a few seconds. "Let me show you a few things." She reached behind her, unclasped the bra and let it fall forward into her hands. Marianne's breasts fell a couple of inches but remained well supported for their size and her age. Her nipples were large and brown, the tips darker than the rest. They wobbled with her movements and mesmerized Brad as she came to sit beside him. "Show me what you do." It was a command, but to him it sounded like an offer. He tentatively reached up and cupped both breasts in his hands, his palms against her nipples. She closed her eyes and sighed gently with the relief of his touch. Brad noted for the first time that her glasses were gone. "That's nice," she said, "you have nice warm hand, but don't just push on them and rub them, take my nipples and squeeze a little. That works really well for a lot of women." Brad did as he was instructed and pulled on one nipple, then the other, tweaking them between his thumb and forefinger. Marianne let out a squeak of pleasure and he hesitated. "No, don't stop, that's better. It feels great. You can be a little harder than you think. Not to hard, but some pressure is really nice." He continued to manipulate her nipples for several minutes, taking her instruction and marveling at how large the buds grew in his fingers. "You see, you might not have thought about this, but making my breasts feel the way you have, that feeling goes straight to my... pussy, and excites me there too. It feels gorgeous." She sighed again. "You feel wonderful," Brad said, mesmerized by his hands on her glorious boobs. "Let's move on." Marianne shuffled in her seat. "Let me show you what to do... down there." He took his hands from her body and watched as she undid her shorts and pulled them down her legs. He saw immediately that she wasn't wearing panties and an extra burst of pressure rushed to his cock. "Now," she was using that matter-of-fact tone again. "I want you to stroke me first. You should start with some light strokes, and work up to pushing a little harder, especially at the top and bottom... well, you'll get it. I'm sure. You seem like a good student." She leaned back, opened her legs and Brad got to the floor in front of her. Marianne's pussy was glistening already. She wasn't shaven, but there was a lot less pubic hair there than he'd seen on most of the Playboy models he'd viewed back then. He reached out a hand and let his fingers gently run up and down the outside of her protruding pussy lips. Marianne shifted her hips forward some more, inviting him to explore deeper. He used a little more pressure with his strokes now. "That feels good," she breathed. "Now, when you get to the top, make some small circular motions with your fingertips. You should be able to find my clitoris. Push, but not too hard." He started his circles higher than she needed and her hand quickly came down to guide him. "Can you feel?" Brad nodded, enjoying his first pussy, as well as the intimacy of the close-up and the instructions he was getting. It was a guided tour and information he would use the rest of his life. Marianne's clit felt bigger than he'd expected, soft, but hard inside. He rubbed a few times and felt her wriggle to his touch. "Push a finger inside me. Go as deep as you can, slowly." He pushed, amazed at the lack of resistance and the warm sensations of her pussy walls as he glided inside. Marianne moaned but he didn't look up, mesmerized by the sight of his finger disappearing into her wet hole. She asked him to add another finger, which he did, and she wriggled some more as he pushed them in. "Turn your hand, and push your fingers up towards my tummy." He did as she asked, feeling that her pussy was larger inside than he'd imagined and enjoying the obvious pleasure she was getting from his movements. "Now, if you can..." she gasped between the words, "use your thumb to rub my clit." Brad moved his thumb into position and moved it over her clit. Marianne gasped and her hips bucked slightly. He discovered that he was enjoying giving pleasure more than he would have believed. She suddenly sat up, reached down and eased his hands away from her. "Wow," she looked down at him, her complexion showing some flushing, "you are a quick learner." Brad wished he got grades for this. Marianne breathed deeply and brought herself under control again. He wondered why she'd stopped him when she was obviously so close to climax but he'd long since stopped worrying about what was happening tonight and started to enjoy it all. "Would you like to taste me a little?" she asked. "Sure." Brad's head moved slightly forward and her hand caught him. "Like with your fingers. Do the same things, slow and light at first, then work on my clit a little. Let's see how you get on with that." His tongue touched her tentatively, not sure what she would taste like or how she would react. He needn't have worried. She tasted sweeter than he thought she would, smelled wonderfully sexy and felt silky and sensuous on his tongue. After a few licks around her swollen pussy lips he parted them with his tongue and ran all the way up her opening. Marianne moved towards him, encouraging his movements. When he reached her clit he flicked at it a few times with the tip of his tongue. Marianne's hand touched the back of his head, motioning him to stop. "Don't flick," she instructed. "That can feel more like tickling. It feels much better when you make slower licks and apply pressure. Your tongue is very soft, that's why this feels so good." It felt good to Brad also, the intimacy of the act, her taste, her smell. Every one of his senses was firing as he continued to pleasure her. Like before, Marianne eased him away just when he thought she was getting close. "I don't think I could take much more than that," she half-panted, half-laughed. "Would you like me to..." Brad felt like he at least owed her a returned favor. "No." Her voice was firm. "I thought you might want to... come inside." She glanced at his straining cock. "It kind of looks like you could use some." Brad didn't question this. He stood up and looked down at Marianne's glorious body, thinking how lucky he was to have such a wonderful and sexy teacher. Marianne swiveled to lay the length of the sofa and opened her legs for him. "Here," she beckoned, "come inside like this. I want to see your face. After that we can try a few other things." He kneeled on the sofa between her legs. Her hands reached up, encouraging him to come closer and bring his cock towards her. "Just relax," she said, "I'll guide you in, just push when I tell you. Don't do anything then, just see how it feels." As he eased towards her Marianne's hand reached out and took a firm grip on his shaft. She pulled him so that the head of his cock was touching her pussy lips, feeling her heat. "Just push gently," she told him. He did, and she opened for him and allowed his cock to slip easily into his first pussy. "How's that?" She smiled up to him. "Great," he breathed heavily. "You feel so warm." "You feel good too." Marianne ran her hand over his back and it felt like she was spreading pleasure dust over him. "You have a nice cock. It feels so good in there. Push a few times for me." Brad eased back and thrust forward again with several long, slow strokes. Reality encroached on him for a moment when he realized he was actually fucking Stacey's mom, but the distraction was short. Marianne's face was beaming at him, encouraging and downright sexy. "You want to try from behind?" she asked, just as he'd found a slow rhythm. He nodded. He would have gone along with anything she said at that point. She slid out from under him and he stepped back with his knees. Marianne turned over for him and he was faced with her gorgeous pussy, sticking out between her ass cheeks. He ran his hands over her and resisted the urge to jam his cock inside. Her hand was reaching for him urgently now though, grasping him and pulling him back inside. "Hold my hips and start working," she told him. "Don't go too fast, it'll be better for you." "Can I...?" he started. "Don't worry about me, you'll do fine. Enjoy this Brad." It was impossible not to enjoy her. He made a few slow thrusts, each one longer and deeper than the one before. With their unhurried actions Brad was able to take in more of the moment and enjoy his first sexual coupling. Marianne encouraged him, telling him to keep his thrusts deep and slow. He felt her hand come between her legs and run along his balls with each stroke. He felt the long slow rise to climax that Marianne had introduced him to earlier start again somewhere near the base of his balls. "Slowly baby," she urged, "I'm right with you." Then, unexpectedly, she gasped and grunted. "Oh God. Now." He knew from her words that she was coming, but learned that he could feel a woman's climax through the contractions of her pussy. He almost stopped moving as she involuntarily gripped his cock several times and her breathing became short and shallow. Emotion unaccountably welled in him as he realized he'd just made a woman orgasm for the first time. "You did great," she panted back to him as the moment subsided. As Marianne recovered from the climax Brad started to push again, thrusting slow and deep as he'd been instructed. He held her hips tight and pushed hard with each stroke, defying his youthful urge to quicken and come. When her hand came back to his balls he knew the wait was over though. This one even beat out the earlier climax at the best of his life. Everywhere around his lower torso seemed to be sparking with pleasure as a slow-burn fuse crept down from his navel to his balls. When the fuse lit up the climax, huge waves of pleasure washed through him; one after the other radiating from the base of his balls. After several seconds his balls started pumping and he felt the rush of come power into Marianne's pussy. Somewhere in the middle of it all he saw her face looking back at him, smiling. His first time was as good as anything he could have imagined. When the orgasm subsided he pulled out his drenched, semi-hard cock and flopped down on the sofa. Marianne swiveled around and sat thigh-to-thigh with him. Her hand patted his skin as he continued the slow recovery and she casually reached over to pull back the foreskin to reveal the red head of his cock. It was a simple gesture, but very memorable for all that. "That was amazing." Brad's words were uninspired, but they were full of feeling. "It was very nice," Marianne said kindly. "I'm glad that we could spend this time and I hope you'll find these things useful." "I will," Brad said confidently. "There's more to learn though." She got up and walked to the kitchen for more towels. When she came back she wrapped one around his cock and dried him off. "You should learn more about what positions work best for women, more things about eating pussy... and we kind of skipped over the boobs a bit. You should learn to lick and suck on them." Brad said he'd like that, without taking his eyes off her swaying breasts as she tended to him. "Maybe we should do some more sometime?" Marianne asked, smiling and sounding hopeful. "That would be good," Brad said, thinking that there was nothing in the world that he wanted more. She packed him off that evening with some fresh cookies and a peck on the cheek. Brad walked home without his feet touching the ground. The world had changed and losing his virginity had been more than he ever dreamed it could be. No only had he made love with a beautiful woman, but she was experienced and had led him through to make the experience awesome for him. Marianne had transformed from Stacey's mom into his first lover. He gave no thought to the fact that she was married, or how complicated such an affair could get, all he remembered were her hands, her breasts, her pussy, and the way she looked at him over the top of her glasses. ***** Brad's liaisons with Marianne went on for about a year, managing to avoid discovery and even rumors around the small town. Marianne taught him much and they pleasured each other passionately many times during that year. She always seemed to enjoy their time and Brad became a considerate and accomplished lover way beyond his years. Just before he went off to college Stacey started acting distant and he often wondered if she'd got wind of what was going on with Marianne and him, but maybe it was just the natural growing apart forced by the inevitability of college. After his first semester Brad visited the Keen's house, but Marianne, who was alone, made no move to invite him to stay or continue the relationship. He accepted that day better than he expected and acknowledged that her insistence on treating their lovemaking as "lessons" made the split easier. He never mentioned their affair to her, or anyone, again, never asked for a reprisal and always hugged her sincerely when they met. They knew, even if no one else did. Stacey and Brad drifted apart quickly. She settled somewhere in Oregon and Brad hadn't seen her in years. He lives closer and goes home every month to visit his parents and occasionally he still sees Marianne around. She might be in her mid-fifties now, but she still looks great and always has a smile for him. Occasionally she still catches him unawares and gives him that disabling look over the top of her glasses. Stacey's Mom “Cause, he’s your husband, and I’m just a kid.” “Well,” she laughed softly as she let her eyes drop to his bulging crotch, “you aren’t much of a kid any more. And, besides,” she continued, closing the space between them with a half-step and raising her hands to cradle his face in her palms, “I love you, Jeremy Bolds, and I would never, never, never do anything that would hurt you.” “Car…” the boy gasped, choking on her name, overcome by her sweetness and the fact that her bikini top was dangling uselessly from her arms and her gorgeous, bare breasts were almost grazing his chest. “You trust me, don’t you?” she whispered, holding his face in her hands and looking deeply into his blinking, astonished eyes. “Yes, yes, oh God, yes.” “Then tell me the truth,” she insisted, tightening her grip for effect. “I do, I do,” he blurted, shutting his eyes in shame. “Do what?” she prodded. “Jack off. I watch you and jack off.” “Is that what you were doing just now? In your bathroom with the water running?” “Yes.” “Did you finish?” “No, you called me; I didn’t have time.” “Does my body excite you, Jeremy?” she asked pointedly while letting her top slip off her arms. Her breasts, nude, beautifully sculpted globes, pointed their puckered, ruby nipples at his chest. She took a small step closer; their toes were nearly touching. “Oh, God, yes,” he moaned almost painfully. “Are you still excited, Jeremy?” It was a husky whisper and her eyes lit with unconcealed desire as she spoke the words. The answer, of course, was blatantly pointing at her just a scant few inches from her nearly bare crotch. “Carmen! Don’t, please,” he gasped with a shriek. “My dad’s going to kill us both.” “You trust me, remember? He’s in Sacramento and this is just between you and me.” “Carmen?” he wailed in disbelief, unable to respond. “You are still hard, aren’t you, Jere?” Her eyebrows lifted expectantly as she spoke, and she thrust her hips toward him till her nearly naked mons just barely brushed the cloth covered tip of his erection. “Oh God,” the boy gurgled. “Is your penis erect for me, Jere?” she whispered, rubbing herself against him sensuously. “No, no,” he protested weakly. “No?” She smiled with amusement. Her hand drifted from his chin, her fingertips tracing lines of tingling fire down his chest toward his belly. “I don’t think I believe you, Jere.” “Ohhhhh,” he gurgled in ineffectual denial. “I think your cock is hard as a rock, honey.” And, with that, her hand found him, and her fingers brazenly fondled him through the thin fabric of his trunks. She watched his face as emotions danced across his features like images projected onto a screen. His shoulders sagged, his mouth dropped open in a gape of astonishment, and his eyes bulged as he blinked and gulped. “See, I was right, baby,” she cooed happily. Her fingers encircled him, squeezing, measuring, and then began a slow, rhythmic movement. The boy gurgled, his words of protest dying in his throat in a tangle of discordant vowels and consonants. His arms dangled by his sides; his hands flapped uselessly. His eyes, drawn to the searing sensation of her touch, stared as the image of her tiny fingers stroking the bulge in his trunks burned into his brain. His prick was rigid as a piece of rolled steel, and he could feel the hot thrush of embarrassed desire spreading from his loins up his trunk to his face. “Do you like my breasts,” she purred while moving her hand expertly on his prick. Her bare breasts swayed enticingly with the movement of her hand, and her darkened, congested nipples, described little arcs in the thin space between their bodies. His eyes flitted to her breasts, then to her face, his eyelids fluttering as she lifted his hand and placed it on her breast. He felt the firm texture of her bosom under his fingertips and the dense, rubbery tissue of her nipple pressing against his palm and urgency of his excitement made him dizzy. “Rub them, Jere,” she said, guiding him past his innocence. “My nipples are so sensitive.” She squeezed his prick with her fingers to encourage him. The boy complied, rolling her nipple like an oversized raisin between thumb and forefinger. She closed her eyes and tilted her head as though overcome by rapture, and then she whispered, “Do both of them like that. Use both hands.” Jeremy complied and was shocked at the intensity of her response. Little guttural grunting sounds came from her throat, and her body began to undulate with a rhythm that matched the silent cadence of his massage. He tugged her nipples, stretching her flesh, and she arched her back offering herself to his fingers. “Hmmmm,” she hissed as he tugged her nipples, elongating her pulsating, exquisitely sensitive flesh like pulled taffy, “you do that good,” and to prove her approval, she stroked him faster. “Do you like having your cock rubbed, baby?” “Oh, God, yes.” “Do my fingers feel good?” “Oh, Carmen.” “They called me the ‘Beat-off Queen’ in high school, baby; do you know why?” It was a whispered confidence, uttered as her hand snaked up the loose leg of his trunks to fondle him through the mesh lining. “Ughhhhh.” “Cause, I could jack the boys off better than any of the other girls. All the boys tried to get me to go out with them cause I knew how to make them feel good.” “Carmen!” he gasped as the heat of her palm scorched him through the netting. “I think you want me to make you feel good, don’t you?” she teased, sliding her hand up his length to cover the swollen head of his prick. “Oh, Carmen,” he gushed as the air rushed from his lungs. “Do you want your step-mother to make your cock feel good, Jere?” Step-mother, oh, God, he winced, but the very illicitness the term suggested honed his passion like a razor on a strop. “Oh, yes,” the boy yelped. The reply came bubbling up from his subconscious so quickly that he didn’t realize he had spoken until she released him and withdrew her hand from his trunks. “Okay, then,” she panted excitedly. “Take off your suit.” “Carmen?” he blinked uncertainly. His fingers fumbled with the drawstring to loosen the knot. “Let me help you,” she said eagerly, and, dropping to one knee, she began tugging his suit down. The trunks grudgingly yielded their grip on the boy’s damp skin. She struggled, working them down little by little, slowly exposing the boy’s stark white belly and then the surprisingly sparse dusting of pubic hair just above his penis. The waistband snagged his prick, bending it down. She tugged hungrily, and the trunks slipped down his thighs, revealing his thick, richly-veined shaft. The length of him surprised and thrilled her, and she impatiently snatched the trunks to his ankles to expose him entirely. His prick sprang up when the waistband slipped past, and, as she leaned toward him to push his trunks to the ground, his dick brushed her cheek. She caught him with her hand and pressed him to her face for a moment, and then turned and pressed her lips against him to savor the sensation of his virgin prick-flesh on her eager lips. She could feel his pulse, the trip-hammer beat of his heart, on her lips, and, welling up from the fiery pit of her passion, an almost unbearable urge to take him in her mouth and suck him to completion then and there. She mastered that urge because she had other ideas. She struggled to her feet and faced him. Inches separated them. Her face glowed, lit from within by frustrated passion. A smeared droplet of precum stained her cheek. She was breathing with short, quick gulps, and her breasts, reddened by the boy’s eager massage, heaved. She grasped his hands in hers and placed them on her hips. “Take my thong off,” she instructed the awestruck boy. Obediently, he knelt, oblivious to the sharp aggregate punishing his knees. He barely pulled the string and her thong fell away, exposing her beauty and the neatly trimmed, luxuriant thicket of hair at her crotch. “Stay there,” she told him when he started to rise, and, restraining him by putting her hands on his shoulders, she spread her legs. “Have you ever seen a woman’s pussy, Jeremy?” she asked gently. He shook his head in partially untruthful denial, because he had seen plenty in magazines and in Bruiser’s X-rated videos, but, of course, never one in the flesh. “Look at my pussy, Jeremy. Do you like it?” “Oh God, yes. You’re beautiful,” he whispered in heartfelt adoration. He stared at her, lips full, thick, slightly separated, revealing glimpses of bright pink flesh behind her fleshy folds. “Do you know how to tell if a woman is excited and ready to fuck, Jeremy?” The boy shivered in his ignorance and rocked back and forth on his knees. “Her pussy gets real wet and slippery, and she swells up inside.” The boy’s eyes were riveted to her slit hoping to catch a glimpse of the phenomenon she had described. “Playing with your cock made my pussy sooooo wet.” The boy rocked closer trying to confirm her report. “You can’t see it, you sweetheart, you can only feel it. Touch my pussy. Put your fingers inside and feel me. I want you to see how wet I am for you.” He lifted his hand, stroking her inner thigh along the way, and his fingertips tentatively brushed her lips. She sighed and opened her legs for him. She shut her eyes and felt his inquisitive, inexperienced fingers sliding along her slit seeking an entrance. “Yessss,” she gasped, when his fingers managed to separate her lips and slipped inside. “Feel the wet, baby,” she purred as his fingers slithered along the length of her slit. The boy groped her, and his untutored fumbling was the spark that ignited the raging conflagration of her lust. “Here, let me show you,” she puffed, when her vaginal opening proved too elusive for him to find. Her hand covered his between her legs, and her fingers guided him through the veil of her slippery lips to her opening. With his fingers poised to enter her, she hesitated at the brink of the precipice, leaning out with the wind in her face like Kate Winslet on the bow of the Titanic, savoring the anticipation, but almost instantly her patience yielded to passion, and she thrust his finger deep into her pussy. He gasped in bewildered astonishment as his finger slid easily into her depths, and he felt the tight grip of her slippery flesh engulf him. She pushed him out and tugged him back, instructing him in the motions that pleasured her, and, gradually, she turned him loose to stroke her on his own. “Yes, yes, that’s it,” she burbled eagerly as the boy’s fingers sawed in and out of her throbbing vagina. The hot cauldron in her belly boiled and brewed an endless flood of lanolin oil that drenched her pussy, and she knew she was wet, wetter than she had ever been. She overflowed and her slippery effluent dripped from her lips, matting her pussy hair and coating the soft skin of her thighs. “Oh, God, oh, God, you’re finger-fucking me so good, baby,” she murmured allowing herself another moment of selfish indulgence to enjoy the sensations of the boy’s fingers probing her body. Then, she gently extracted his finger and pulled him to his feet. Before he could protest, she pushed him toward the chaise and told him to lie on his back. He obeyed, lying down with his hands clutching the sides of the chaise and his cock flopped on his belly. She stood beside the chaise and let his lust-crazed eyes explore her nudity, while she squirted oil into her cupped hand. She dropped to her knees and raised his prick. She drizzled the warmed oil onto the boy’s cock, watching it run from the head down the shaft, leaving glistening trails of lubricant weaving among the bulging veins. Her oily palm caressed his shaft, then her fingers coiled around him and greased him. She palmed his glans and teased his cum hole with a fingertip. He moaned and lifted his hips, thrusting his cock toward the enticement of her oily caresses, and, while his hips hovered above the chaise, she slipped her hand between his legs to oil his balls. She stroked lower and found the crease between his ass cheeks. She wormed her slippery finger into the crevice. The boy groaned and questioned her with a look of dismay when she pushed her finger into the tight ring of his anus. He jerked his hips to evade the penetrating finger and resisted her by clenching his butt cheeks tightly together. She stroked his cock, jacking him off with her circling fingers slipping lightly up and down the well-oiled shaft, and he relaxed some. She leaned toward his prick and licked the tip, and heard the boy’s gasp of delight as her finger slid deeply into his rectum. She fingerfucked his asshole while licking his cock and jacking him off until his squirmy moans signaled it was time for her to stop. She stood, and, kneeling on the chaise beside him, straddled the boy. She settled on him, wiggling her hips till her pussy caught his rigid dick and pressed it between their bodies. She leaned forward, putting her hands on his shoulders, letting her breasts dangle in front of his face. “Play with my breasts,” she cooed, lifting her hips some and slipping her hand between their bodies to grasp his prick. He reached for her, hands closing on her swaying globes, as she guided the head of his prick into her wet slit. She rubbed herself with his prick, stroking her swollen clit with the exquisite softness of his glans and thrilled to the little spurts of precum her caresses produced. “Suck them,” she said with a note of pleading in her voice. Her hand twitched frantically, strumming the taut stalk of her clit with his cock. The boy complied, sucking her nipples into the hot cavern of his mouth, nursing her breasts like a hungry child, and she could feel the walls of her vagina contracting with each suck. He suckled and grunted, but, just as she lifted herself to position his prick to enter her, he stopped. “Oh, Carmen?” he gulped, and she detected a wistfulness in his voice. “Yes, baby?” she responded, pausing; his cock was poised at her opening. “Carmen, I, ah, ah,” he stammered, blushing. Fear, she surmised, and her heart melted with compassion for his innocence. “Don’t be afraid, Jere, I’ll show you,” she whispered reassuringly with all the love any mother could feel. “It’s not that,” he protested, and it seemed as though the beat of his pulse in his prick quickened. “What is it, then, baby?” Her hand held him as she settled onto his prick, letting the head slip between her fleshy pussy lips. “Can I put it between your cheeks? Just for a minute. Just to see what it feels like.” The boy had either summoned extraordinary courage or been overcome by uncontrollable desire to utter such an outrageous request, but the thought of cheeks, her cheeks, clenching his cock had consumed his every waking thought for months and he couldn’t resist that compulsion. It had begun in the spring on a day he should have been in school. Instead, he had played hookey and was lying on his bed in his boxers reading Hustler magazines when he heard her come home. He had hidden beside his bed while she walked to her bedroom at the end of the hallway they shared, and then he heard running water filling the tub in her bath. He lay in the crevice between his bed and the wall for the longest, giving her time to bathe, and, when he thought the coast was clear, he crept out and snuck down the hall toward her room. Her door was ajar and he could feel the hair on the back of his neck rising in anticipation at the prospect of catching a glimpse of her in her underwear or maybe naked. He had gotten lucky once or twice in the past, getting to see her naked, but it had scared him shitless to do it. This time, the door was cracked open and loomed at the end of the hall like the opening to a giant womb, and he approached on tiptoe, irresistibly drawn, with his heart in his throat. At first, because the room was dark, he didn’t see her and thought she was still in the bathroom, but when his eyes adjusted, he gasped and nearly fell against the door. Her image was reflected toward him by mirrors on the ceiling and the wall. His gorgeous step-mother was lying naked on the king-sized bed with her legs spread wide open. Her eyes were closed, and her pink tongue was running restlessly over her lips. She was twisting a nipple with one hand. Her pussy hair was wet and matted, her lips puffy, swollen looking, pouting and open, revealing a slash of wet crimson. Dim light glinted off her moist inner thighs. He groaned and thrust his hand into his underpants, and locked his fingers onto his prick. He began to jack off, staring at her gaping pussy, until he noticed the movement of her hand reaching for something. Her hand came into view holding a large, life-like rubber cock above her face. He stopped breathing for a minute and slumped against the door jam in a state of near collapse, when she took the dildo into her mouth and down her throat. Then, while he frantically stroked his meat, she put the head of that cock between her asscheeks and squirmed it around till the head was pressing against her asshole. His eyes were popping out of his head; he couldn’t think or breathe. All he could do was jack off and watch her slowly push that enormous, fat prick up her ass. As soon as she had shoved it all the way in, so that there was barely enough left outside her butthole to hold on to, she pulled it all the way out and then shoved it back. He could hear her gasping and moaning like it was the most wonderful thing she had ever done, and it amazed him to see that, when she pulled the thing out, her asshole stayed open, a huge hole like a gaping mouth with no lips. He jacked off faster, feeling the cum building up in his dick, and she speeded up too matching him stroke for stroke. Her hand was a blur, sliding that fat cock in and out of her ass almost faster than his eyes could follow, and she started huffing and puffing, like the little engine that could, with quick little gasps. She slipped a hand down her belly and onto her pussy. Her fingers spread her lips and held them open while she rubbed her clit. He was there, his climax hanging by a thread, the familiar tingling rush electrifying his kneecaps, when he heard her loudly chanting, “Yes, yes, fuck my ass, oh, God, yes, fuck my ass deep.” With that, his cum burst from the end of his prick in a flood. Streams of thick, white cum shot across the carpet and spattered the bedroom door he was crouching behind. His hand jerked faster and his dick became a cum fountain, squirting his juice like he never imagined possible, and distantly, through the haze of his orgasm, he heard her groan, “Oh, God, I’m cumming.” He stuffed his cock into his shorts and slunk down the hall to his room, too frightened of discovery to clean up the mess he had made. That night, at supper, he nearly had a heart attack when she turned to his dad and said, “Honey, there are some stains on the carpet outside our bedroom. I don’t know how they got there, but I think we better call somebody to come up and shampoo the carpet.” She had looked at him kinda funny at the time with just the hint of a smile at the corners of her mouth, but if she suspected anything, she never let on. As for Jere, he carried those images like a stain on his brain and whenever he got an erection, there was nothing he could do to keep his mind from returning to that afternoon when he watched his step-mom fuck herself in the ass with that big rubber cock. “Oh, Jere,” she gulped, and he felt a shiver of excitement shake her breasts. Her hand was positioning him as she spoke. “You want to put your prick between my ass cheeks?” “Carmen,” he nodded, feeling his prick already nuzzling into the deep cleavage of his step-mother’s ass, guided unerringly by her eager, but steady, hand. Stacey's Mom “Ooooh, baby, your cock feels good back there.” She was moving his dick about in her crack, swabbing her puckered ring with the oily head. The boy was going wild under her expert manipulation. The cum-weeping eye of his dick was rubbing the tiny ridges and valleys of her anus, and the reality of the sensation transcended the anything his imagination had produced. “You want to put your cock in my ass and fuck me, don’t you, baby?” No woman’s intuition at work here; the boy’s hips were floating above the chaise, lifting her body into the air, his prick poised like a sword, ready to sheath itself to the hilt in her rectum. “You wanna fuck your momma’s ass,” she gasped, lowering herself onto his stiff spike. “Oh, Jesus, yes,” the boy nearly screamed. His hands circled her narrow waist, and he yanked her hips down, trying to complete her impalement. “Ohhhh,” she winced. “Slow down a little. Your cock’s too big; you gotta give a girl a chance to adjust.” She wiggled her ass, her hand repositioning his cock, and settled on him tentatively. Mortified by his lack of thoughtfulness, the boy froze, his back arched in a permanent bow with his prick and his step-mother at the apex. “Ugh,” she grunted, biting her lower lip. She relaxed her thighs, letting more of her weight come to bear on the prick trying to enter her bowels. Her hand was thrust between their bodies, her fingers frantically stroking his cock, spreading oil along the length. Her finger pressed her ass where they touched, and circling, she re-oiled the tip of his prick. “Oooo, baby, help me get it in,” she wailed when her weight alone was insufficient. Instinctively, his hands reached for her hips and circled her waist. He pulled her down, lifting his hips to meet force with force and felt the ring of her anus give way. The head of his cock plowed into his step-mother’s tight rectum, and he looked at her face for reaction. Her eyes popped wide; her mouth gaped. She shook her head back and forth, tossing her curls, and her fingernails dug into his shoulders. Her face was a lust-contorted mask that the inexperienced boy could not read. “Ohhhhh,” she exhaled as he entered. “Am I hurting you?” he fretted, loosening his grip on her hips. A frown of indecision clouded his face. “Oh, God, no, Jere,” she gushed, wobbling her hips in an effort to remain balanced. “Don’t stop, now.” He had done his part, helping her past the initial entry, and she resumed control. Her hips wriggled, rising and falling in tiny jerks, and she began swallowing his cock with her ass. She felt the head boring into her bowels and trembled with excitement. She took the head and the narrower slippery shoulders followed easily. Toward the base, his cock thickened again, stretching her hole unbearably, so she stopped her descent, hovering above him with half his dick up her butt, and panted. Her brow furrowed as she tried to focus her mind and concentrate on relaxing her sphincter. The walls of her rectum collapsed around the boy’s prick, seizing him with a thousand rippling muscles, and he gurgled his delight in the back of his throat. She rocked back and forth on her hands and knees, fucking herself slowly on the obscenely protruding prick and gradually forced her hole to widen. She took him deeper with each thrust, and it felt like his cockhead was boring into her throat. “Jesus Christ, you’re huge,” she gulped triumphantly, when finally she felt his thighs brush her cheeks and knew the end was near. “Oh, Carmen.” Her name burst from his lips in a gush of ecstasy. His thumbs pressed her belly, fingers splayed on her butt cheeks. “Baby,” she begged heatedly, “spread my cheeks with your fingers. Open my ass up so I can get all of you in me.” The boy could barely believe his ears, but his fingers dipped into her crease along side the exposed stump of his prick and pulled her cheeks apart. “Oh, shit, yes,” she hissed, sinking another delicious inch onto the boy’s prick. He spread her ass and felt her swallow him completely. His hands, cupped, held her globes like melons as she flattened them against his thighs. Her pussy juice slimed his belly, where she rubbed herself on him. “Baby,” she sighed, as she paused to catch her breath and to allow her body to accommodate the prick imbedded in her over-stuffed rectum. She put her head on his shoulder, nuzzling her lips against his ear and whispered, “Your cock is so big and feels so good in my ass. I can’t believe I took all of it. Touch my asshole, baby, where your dick’s going in me.” His pulse was a pounding roar in his head and a throbbing ache in his cock. He felt like he was floating, joined to this beautiful woman in a dream that defied reality, and his fingers probed their junction. Fingertips gingerly skirted her hole, tracing the obscenely stretched ring that encircled his prick like a band of iron, dancing over the little ridge of flesh marking the boundary between ass and pussy, and he marveled at her unabashed submission. Her tiny ring was stretched like the mouth of a Mason jar that swallowed his cock and clung to the base. “Jesus,” he exclaimed, as she lifted her hips, and he felt his cock slipping past his fingertips. “Feel good, baby?” she purred, stopping the rise of her hips with just the tip of his prick still inside her. “Hell, yes.” “Carmen’s gonna fuck you good, and make you fill up her ass with cum.” She was pushing back as she spoke, driving his prick deep in her ass, and her promise was nearly fulfilled with that single stroke. “Arrrrgh,” he gurgled, nearly strangling. His fingers clawed at her hole in a useless attempt to widen her opening. At that moment, his blood and his cum were reaching the boiling point, and he would have crawled up her ass head first if given the chance. “You’re about to cum, aren’t you, baby?” She was rocking faster and wiggling her hips from side to side as she fucked his prick with her asshole. “Unhuh,” he grunted. There was a dazed, far-away look in his eyes, and his prick jerked with little spasms inside her. “Cum, baby. Cum for Carmen. Let me feel your cock squirt cum in my ass.” “Ohhhhhhhhh,” he wailed, clawing her cheeks in his urgency. She lifted her hips till just the head remained in her ass and looked between them at the bridge of pulsating flesh connecting their bodies. Her rectal muscles kneaded his dick head with an unimaginably erotic massage. “Jack off for me, baby; just like Stacey’s boyfiend. Let me see you jack off with your dick up my ass.” The boy’s hand reached for his prick and gripped the greasy shaft. He pumped it once and then again, and she began fucking the head of his cock with short little strokes while he jacked off. “Carmen!” he gasped, his hand smacking her ass cheeks on the upstroke. “Cum, baby. I want to feel you shoot.” She whispered encouragement to the boy. He had orgasm written all over his lust-anguished features, and she could feel the throb of impending climax in his prick. “Oh, Carmen,” he shouted in a wail of ecstasy as the dam burst, and his cum began to spurt into his step-mother’s hot, dick-clenching rectum. “Yes, yes, my darling, I feel it; I feel you cuming. Squirt your love juice up my ass and fill me with it. I want it running down my legs when you’re done.” The boy’s cum ran in a nearly unbroken stream, like water from an open spigot. He had never been so excited, so aroused, so turned-on by anything, and his excitement transformed his climax into a torrent of sperm. Instinctively, he reached for Carmen’s breast, kneading her flesh with one hand while jacking off with the other, and the tightly gripping walls of her rectum were flooded with cum. “Ooooooo, Jere, you cum sooooo good,” Carmen purred, lifting her ass off the boy’s prick to allow her to see the last few, dwindling spurts arc into the empty space between their bodies. “Oh, Jesus,” the boy sighed with a final shiver of ecstasy. Cum was dribbling down his fingers, and a couple of long stringy gobs were dangling from Carmen’s gaping asshole. He gazed at her, almost unable to comprehend his good fortune, with all of the adoration a boy feels for the woman who relieves him of his virginity. Her heart melted, and she leaned down to kiss him full on the lips, with her mouth open and her tongue writhing. He kissed her back, or tried to, and his awkwardness served to underscore his innocence and made her love him all the more. Their lips pressed together, tongues intertwining, and he took her lead, trying to replicate her thrusts and parries. He learned quickly and in seconds they were kissing like long-time lovers. Finally, she broke away, gulping for air and she gently stroked his hair. “You liked that didn’t you?” “Oh my God, yes, Carmen.” The lights of love blazed in his eyes. “Jacking off and cumming with your dick up my ass felt good, didn’t it, baby?” “Ca, Ca, Carmen,” he stammered in an effort to express himself, “I never, uh, ah…” “I know, baby. I know,” she said in that gentle tone mothers use to soothe their sons, and she shushed him with a finger pressed to his lips. She dismounted the boy and picked up his towel. Brazenly, she stood with one foot on the chaise and mopped the cum seeping between her legs, and then she sat beside him and began cleaning his shrinking cock. She wrapped him in soft terrycloth, then massaged his dick through the towel. “Shooting your cum in my ass felt a lot better than shooting it on the carpet outside my bedroom, I guess.” She gave him a wicked, knowing smile and maintained the pressure of her hand on his cock. “Oh, Jesus, Carmen.” he gasped, appalled, jerking to a half-sitting position. “You knew?” “Of course, I knew, baby. I knew you were watching and jacking off, and I knew it was your cum all over the door and the carpet. I tried to let you know at dinner that night. I wanted you to know it was okay, that I didn’t mind at all. I kept thinking you would say something about it, but you never did.” “I was afraid you would be mad; maybe tell dad.” “You shouldn’t have worried. If you had said something, anything, I would have come to your room after Bill went to sleep and let you fuck my ass that night or any other night. I would have let you do anything you want.” “I feel like such a goddam idiot.” The boy might have felt foolish, but his dick, having a mind of its own, was beginning to show signs of renewed life beneath the towel. “Don’t be too hard on yourself,” she giggled, squeezing his resurgent cock. “It’s not easy working things like that out, and I probably didn’t do a very good job of letting you know how I felt about it.” “I wish I had said something. I wanted you so bad I couldn’t sleep for days.” “I wanted you too, Jeremy, but, after that, there just never seemed to be a good time to climb that wall.” “But, you did today.” “Yeah, I sure did,” she grinned. “So, is that the end of it?” An anguished look of disappointment flickered across his face. “Of course not, you silly boy, it’s just the beginning. You can have me any time you want, just so long as I can have you whenever I want.” “Oh God, don’t tease me like that.” “I’m not teasing; I mean it. When ever, where ever, what ever; do you understand?” “I, I, I think so,” the boy responded, nodding in disbelief. “Good,” she said, smiling with satisfaction. “Now, I want you to do exactly as I say. Understand? This is a test.” “Yeah, okay,” the boy nodded in agreement, but she had already turned and started walking away. “Well, come on,” she said, looking back at him over her shoulder and crooking a finger in his direction. He jumped up and followed his step-mother to the far end of the pool. Her asscheeks were reddened and streaked with his fingerprints, and he could see gobs of his cum oozing from her crease. He was about to ask where she was leading him, but then, she reached the diving board and sat down on the end with her back to the pool. She folded his towel and dropped it on the aggregate between her legs. Then, she leaned back with her hands behind her, holding the board for support and spread her legs. “Kneel between my legs, baby.” “Sure, Carmen,” he replied, quickly complying with her instruction. “Good boy,” she smiled, and she lifted her legs, putting them on his shoulders. She lifted her hips till her pussy was level with his face. She tugged him with her heels and the scent of her filled him. “Kiss my pussy,” she hissed hungrily, and the space between his lips and hers shrank. His hands reached up to cup her cheeks, helping her support her weight, and he held her to his mouth like a slice of ripe melon. This request he knew how to fulfill. Bruiser had explained what the videos left obscure, and he was armed to the teeth with untested knowledge. He brushed her lips with his. Her heat from her seared his cheeks; the musky scent of her arousal seared his nostrils. She ground her hips, pressing her pussy lips hard against his mouth, and the taste of her blossomed on his lips. He licked her with his tongue, and she gasped, “Oh, God, yes, do that.” She lowered her back to the board, freeing her hands to let her fingers run wild in his hair. She coiled his hair around her fingers and yanked his face into her crotch, moaning, “Yes, lick me, lick my cunt, lover.” He licked at her slit, and she directed him with pulls and yanks and yelps of pleasure, and his face was coated with the sweet oil of her essence. Her fleshy lips swelled, plumped with passion, and he probed her fattened folds with the tip of his tongue. Restlessly, she writhed under his touch, her hips bouncing on the board whenever he touched a tender spot. “Higher,” she wailed, tugging his ear to direct him and plunging one hand under his face to splay open her pussy lips. He lapped her cunt with the flat of his tongue, licking her trough till his tongue tripped on a fleshy protuberance that stuck out between her fingers. “Oh, God, yes, lick my clit,” she squealed with a jerk of her hips when his tongue found her rubbery stalk. He licked her there again and felt the immediate shiver of a response. “Oh, Jesus, suck it, baby; suck it and make me cum.” Eagerly, his lips closed on her clit in a tightening oval. It felt like the tip of a tiny finger between his lips, and he lavished her with a sweep of his tongue. She gagged and locked her heels behind his head, pinioning his face to her crotch. He began to gently suck, just a soft suction of lips and tongue like an infant’s first tentative attempts to suckle, and her back arched with sensuous pleasure. “Oooo, oooo, oooo,” she whimpered as he licked her core within the warm, moist suction of his mouth. “Oh, fuck, yes,” she moaned deliriously. She collapsed onto the board as the first, firey threads of orgasm ignited in her pussy. Jeremy sucked harder, feeling her clit lengthening, swelling, and, intuitively, he thrust two fingers into her asshole. “Oh, baby, where’s you learn to do that? Oh, God, never mind, don’t tell me; I don’t want to know. Deeper, finger-fuck my ass deeper. Oh, God, I wish it was your cock in my ass; Jesus, I want my dildo, baby. God, your mouth sucking my clit and your fingers fucking my ass, oh God, oh God, oh God,” she babbled almost incoherently as the boy’s tongue licked reason from her mind. Convulsions racked her body, shaking her from head to toe, and her pussy, pressed tight against his face, seemed to vibrate as he sucked her. Her juices poured from her pussy and joined the cum draining from her ass as he finger-fucked her butt. “Baby, I’m cumming, I’m cumming,” she sobbed and she fell back open, violate and exposed while the boy brought her beyond the sharp ridge of her passion to tranquility. She lay on her back, breasts and belly heaving, and tried to catch her breath and for a moment Jeremy thought he might have done her harm, but, then she rose, propping herself on her elbows and looked at his dripping face in amazement. “Now, aren’t you a pleasant surprise for your step-mother,” she smiled smugly, smearing her pussy juice around his mouth with the tip of her finger while licking her own lips. “Did I pass the test, then?” “You got an “A” on that part, baby, but the test ain’t over by a long shot.” “Huh? What do you mean?” “I want more of this,” she said with her voice thick with lust while reaching for his new erection with both hands. Then, she stood, pulling him to his feet by the cock and when he was standing she kissed him, saying, “Come on, Jere, hurry, we’ve only got three days till your dad comes home and there’s about a million more questions on that test for ya to answer.”