****** Mom's Best Friend by Cheese ******
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Mom's Best Friend

Part 1

I started working out at the shop with my mom over the summer. She needed
someone out there to help with this and that. Working out there was pretty
boring at first. No one to talk to. I was constantly working.

After school started up again, mom's best friend Nancy started coming around
the shop. Nancy may not be a looker to some guys, but I find her irresistible.
She's in her mid forties. She's already got gray hair from her two divorces and
two kids. She is a slightly large woman. A large ass and a set of large tits.
At first, I didn't pay to much attention to her cause I had known her all my
life. She used to change my diapers for god's sake. Anyway, when she left, I
asked my mom what Nancy had wanted. Mom said that she was going to start
working out there. She was going to be working in my same area painting signs.
I was upset by the news at first cause I was alone when I worked, so I played
my music extra loud, or I watched TV all day.

Monday came around and I headed out to work after school. When I arrived, Nancy
was back working on cleaning up a sign. When I got around to her so I could
clock in, I noticed that she was wearing some real tight leggings. Her hips
were sticking out the side. GOD! She looked so damn good. When I turned around
to say something to her, she was bent over picking something up! Her ass was
practically in my face. I wanted so much to grab that ass and kiss it all over!
I was so caught up in staring at her ass, I didn't notice she was staring at me
through her legs! Nancy said, "Hi, how are you?" I jumped when she talked and
answered back, "Nothing." That was all that was said because I was getting
ready to go on an install with fellow employee.

We were out all afternoon, so when we started to head back, it was 5:30 p.m. I
didn't expect anyone to be at the shop when we returned. But I was surprised
when Nancy's Jeep was still parked in front of the building. The other guy left
as soon as we got back to the shop. I told him I would clock out for him. I had
a few ideas in my head about what Nancy was doing inside all alone. So I
decided to be as quite as possible when I walked in so I could try to catch her
in the act of something.

When I entered the door, I heard some shuffling of some papers in the office.
When I looked in the office door, Nancy was on leaning back in the chair. As I
looked closer, I noticed she her leggings were on the floor next to her. Her
hands disappeared below the desk she was sitting at. I couldn't believe what I
was seeing! Nancy was in my mom's office MASTURBATING! She was so hot sitting
there working her fingers into her wet cunt. My dick sprang to life after
seeing this. I wanted so badly to go in there and lean her over the desk and
fuck the hell out of her. She was getting very close to coming. I could tell
because her moans were becoming screams. All the sudden, she just let go and
waves of pleasure spewed out of her and through her. She had the biggest grin
on her face. It was so funny I busted out laughing. Forgetting she didn't know
I was there, she looked up to see me with a very surprised look on my face.

"Huh, what are you doing back so soon?" she asked me.

"I guess I got here at the right time Nancy," I said.

"How long were you standing there? What all did you see? How much did you see?"
she asked.

"Enough to tell my mom about what you do after work, and on her time. I see you
didn't clock out to have some fun. Mom should be real happy to know her best
friend was fingering herself on the clock."

Ideas about blackmail were now coming to me. I knew what I could do. I also
knew that the security camera mom had installed in her office after we were
robbed a few months back caught the whole thing on tape. Nancy did not know
about the camera, only my mom and I did.

"You really wouldn't tell your mom about this, would you?" Nancy asked.

I got a big smirk on my face, "Yes, actually I would."

"You know I need this job, I can't lose it," Nancy pleaded. With two kids at
home, and going through a very rocky divorce at the time, I knew she really
needed it. "Do you want money, Do you want me to do your work for you, I'll do
anything you want, just PLEASE don't tell your mom."

"Actually Nancy, there is something you can do for me," I said.

"What would that be?" she asked.

"It's been along time since I have been with a girl. My dream is to be with a
much older woman. That's what I want, I want to fuck around with you. Like a
boyfriend and girlfriend would."

"Absolutely not! What are you thinking?" she screamed.

I lifted my hand and pointed to the small camera mounted in the corner of the
room. "Either way Nancy, mom will find out about this. I know where the VCR is
that records what happens. If you do what I just said, I'll get the tape and
destroy it. That way no evidence is left, otherwise, mom will find it tomorrow
morning when she comes in, and you will have to answer to her. It's your
choice, Nancy," I explained.

She took a few minutes to think of what to do. Either she lost the job that was
so important to her, or mess around with me. If you were in her place, what
would you do? It was taking along time, so I went and put some stuff away. I
knew she wouldn't try to run out. I took my boots off and returned to the door
way.

"Make up your mind yet?" I asked her.

She looked me right in the eyes and said, "Okay, the only thing is, this is
between me and you. No one else may know."

I agreed very quickly and went to lock the door. When I came back, Nancy had
pushed some papers aside that were covering the desk. I watched as she climbed
atop and turned around to face me.

"Why am I the only one sitting here naked?" Nancy asked. I didn't know what to
do. I couldn't believe this was actually happening! Nancy hopped down from the
desk top and walked over to me. She started to unbutton my shirt. She was going
so slow; I was so hard. She got my shirt off and then went for my belt. As she
undid that, she grazed the head of my cock through my pants. I almost lost it
right there! Nancy got my belt off and started on my pants. When she got to the
zipper, I felt as if I was in heaven.

Nancy finally had my pants around my ankles, and now was just standing there
staring at my dick through my boxers. I couldn't move, let alone say anything.
I was in heaven. As she reached for my boxers she said, "I have never done
anything with someone so young. Have you ever done anything like this before?"

"Not really. I mean, not with someone so much older than I am," I answered.

"I noticed when you clocked in this afternoon, you were staring at my ass." I
shook my head yes and then was surprised when Nancy said, "Have a better look!"

She turned around and stuck her ass out towards me. I COULDN'T BELIEVE IT! My
hands found their way to her ass and I started to rub and squeeze those big
mounds of flesh. Nancy started to moan. My dick had never been this hard. Nancy
then turned around and grabbed my dick. She started to caress it very slowly.
Up and down, up and down she went for a few minutes. Then she quickened her
pace. I told her that I wanted to fuck her before I came.

"Lean over the desk, Nancy," I commanded her. Nancy turned around and stuck her
ass high in the air. I guided my dick right to the entrance of her pussy and
teased her for a minute. I rubbed the tip of my dick up and down her slit. I
even went as far as to put it to the entrance of her ass. Boy, did she love
that! When she was really wet, I slowly entered her pussy. I started to work it
real slow and romantic type. As time went on, I quickened my pace till I was
really going into her FAST. She was loving it. She was yelling and screaming,
and waving her ass every which way! I couldn't believe that I was actually
fucking my mom's best friend.

After about fifteen minutes of rough, hard fucking, I felt her insides tighten.
From reading all these stories, I knew she was ready to cum. So, I started
fucking her even harder. This put her over the top. She tensed up and let out
the biggest wave of pleasure I have ever seen. I could feel her cum all over my
dick that was still inside of her. She screamed with passion. That scream rang
all through the warehouse. I was for sure it would break a window or something.
To my amazement, she was STILL COMING. She hadn't stopped. I was still giving
her all I had, which wasn't that much, cause I was close to coming myself. When
it felt as if she were coming down, I had a surprise for her. It was my turn to
cum. I couldn't hold back any longer.

I could feel it in my balls. It was on its way out. I didn't want her to quit
coming just yet. When I let it rip, it sent her over the top again. This time
our scream was in unison. Mine just kept going for what seemed like an
eternity.

When we were both done coming, I stepped back and Nancy turned around. "I have
never been fucked like that before!" she said. "You were great. I want to do
this more often, if you liked it to?" she asked me.

"Sure, I loved it. When can we do it next?" I asked.

"I don't care. Hey, ever gotten a blowjob?" she asked me.

"No," I said.

Nancy got to her knees and started to lightly kiss the end of my dick. It felt
real good. One moment later, she engulfed the whole thing in her mouth, and I
am like 9". She would deep throat it and suck it and do all sorts of things to
my dick. Once again I could feel the cum swell up in my balls. I thought I
might give some kind of warning, so I said, "I'm getting close." Nancy started
to suck even harder. All the sudden I started to cum, and she took it all in
her mouth! When I quit coming, she swallowed all my cum. I looked down at her,
and she had a huge grin on her face. She loved it and so did I.

Nancy and I have fucked a lot since then. We got into a routine of fucking
after work on Monday, Thursday, and Sunday afternoons. We have tried so many
things and so many positions. We fucked in the bathroom, back in our work area,
even tried it on the roof on a nice Sunday afternoon. Nancy is really starting
to like it in the ass. That's how I have been fucking her for a few weeks. We
have talked about having another of mom's friends join in, and once we had
someone join us.

Part 2

Three weeks later and Nancy and I were getting along just fine. Fucking
everyday after everyone left the shop. We were always willing to try new and
exciting things. Anal sex, 69's, oral sex, like I said anything. We would have
fun fucking any place new. Places like the roof, basement, just as long as the
camera couldn't see us.

A few days later, Nancy and I were working back in our little part of the shop
when Nancy said to me "How about we move our little activities out of the
shop?"

"What do you mean," I said

"I mean, I want to fuck you at my own house, in my own bed," Nancy said.

"Isn't that a little risky? I mean your kids might come home, someone might
stop by," I asked.

"So, who cares," Nancy said. "That's the whole point. I love running the risk
of getting caught. Having sex out here is fun, but we know we won't get
caught."

"I don't know" I said. "I want to, but I don't want to get caught."

"I'll make you a deal!" Nancy said excitedly. "If you come to my

house, and make love to me in my bed, I will ask some of my friends about
joining us. I know you have a little thing for Kim. In fact, she has told me
she would love to do something to you, but doesn't know if you would let her."

"Well, in that case, you've got yourself a deal," I stated.

So when 5:00 rolled around, my mom stuck her head through the door and said,
"Well, I think I am going to head out. I have a meeting from 6:00p.m. 'til 9:
00p.m. so your dinner will be in the microwave when you get home. Nancy, I'll
call you when I get home to talk about some things with some of these signs."

"Okay," I said.

5:45p.m. comes and Nancy and I are just finishing up our work. We go to clean
up as usual and clock out. As I am locking the door, Nancy says to me, "Follow
me to my house, I don't think the kids will be home for a while because they
have practice."

"Sounds like a plan," I said with a big grin on my face. I knew what was in
store for me when I got to her house. A long evening of fucking each others
brains out. But all I could think of was getting in the house and getting Nancy
naked and just looking at her gorgeous body before I became entangled in it.

It was probably a 10 minute drive from the shop to Nancy's house. When I pulled
into the driveway, she motioned for me to follow her. I couldn't help but stare
at her ass as we walked in the house. I was polite and took my shoes off at the
front door, and then walked into the kitchen. Nancy asked, "Do you have any
preference on how we do this?"

"Why not clean up first, like take a shower."

"Sounds good, we can take one together!" Nancy said very happily.

I followed her up to her room and she pointed to the bathroom. I

walked in and got the water started as Nancy locked the door. When the bathroom
was nice and foggy, I started to undress. Just as I was taking my shirt off, I
felt Nancy's hands run all over my chest. I was in heaven. I then felt those
same hands move down to my pants and start to undo the button, then unzip them.
She pulled them down to the ground and I stepped out of them. The hands next
found the waist of my boxer shorts and tugged them down over my hard dick, and
to the floor. As I stepped out of them, I felt the hands run up and down my
dick. This felt wonderful. My hands soon found the waist of Nancy's leggings,
and I started to pull them off her luscious thighs. I pulled the leggings down
till they were on the floor, and she

stepped out of them as well. I went back up and grabbed the bottom of her tee-
shirt, and started to lift this over her head. She took a hold of it and got it
off. I just stood back and basked in the beauty of this magnificently shaped
body of my mom's best friend. Big thighs, big ass, big tits. I couldn't believe
what I was looking at. Nancy finally decided to remove her bra and panties, and
led the way into the shower.

Once inside the shower, we immediately started to kiss deeply. We fondled each
other, and kissed each other all over. We finally got to what the purpose of
the shower was, and that was to clean up. She washed my back, I washed hers.
You know how that goes.

So, we step out of the shower and begin to dry off. It was only 6:00p.m. and
her kids had an hour left till practice got over. Nancy was the first to
initiate the activities, as she ran and jumped on her bed. She

rolled over onto her back, and patted the other side of her. How could I
resist? I walked over, staring at her body the whole time, and took a seat.
Nancy looked into my eyes and said, "Are you ready, young man?"

"Yes," I said with much excitement. I couldn't believe that Nancy and I were
going to fuck in her house. As I said this, I rolled on top of her, and guided
my stiff dick into her dripping pussy. It went in with the greatest of ease.
She was so wet, I got right in to pounding it into her. She loved it, and I
could tell by the expression on her face. I just kept giving it to her, pulling
almost all the way out, then shoving it right back into her. This went on for
like 15 minutes, and since we had been fucking for three weeks, I could hold my
climax for a long time.

After that, we changed and she started to ride me. I loved this position,
because I got to look at her while fucking. I could look at her beautiful tits
and her gorgeous face. She was just having a hay-day riding me. Up and down, up
and down she went. After that, she couldn't resist from getting it in the ass.

She climbed off of me and got onto all fours. I got up behind her, and guided
my stiff shaft to her pink, puckered ass-hole. I teased her for a little bit,
and she loved it. I would rub the head of my swollen prick all around her
asshole. When she started to moan, I went ahead and pushed inside of her. It
went in very easily! Once inside, her muscles relaxed and let me get to work.
She loved it in her ass. She started to moan, then started to scream with
pleasure. I was getting real close to coming, so I told her.

"Nancy, I am going to come. Where do you want it?"

"I want it in my ass. Keep fucking me, PLEASE!" Nancy begged.

I didn't want to upset Nancy, so I continued to fuck her in her ass. Then the
moment of pure pleasure arrived, and I could feel my balls tighten up, then I
felt the release of my cum. I just kept squirting in her ass. She started to
cum as I did, and this caused her ass to squeeze my dick very hard. This caused
me to cum much more then I ever had in my life. GOD, this was great.

When our climaxes died down, I pulled out of her very easily so not to hurt
her. I lay down next to her and tried to calm down my breathing. Turning to
look at me, Nancy said, "God, you are so good at that. I wish you could live
her all the time. That way, we could fuck all the time."

"Maybe I will have to stay here sometime when my mom goes out of

town!"

"That would be so fun. My kids could stay at their dad's house, and we could be
all alone," Nancy said.

"So, now that we fucked at your house, are you going to talk to Kim about
joining us? I want to fuck her so much."

"I will call her as soon as you leave, I have to tell her about what we just
did. That should excite her enough to join us."

"Good," I said.

I was starting to get hard again thinking about fucking both Nancy and Kim, and
Nancy could see this. She looked at the clock and it read 6:55 p.m. We had 5
minutes before the kids would be calling for rides home. Nancy looked back down
at my cock, then began to lean over and proceeded to take my cock in her mouth.

Nancy had decided to give me a quick blow job before I had to take off. I
thought I didn't have any cum left in me. She was taking all of me into her
mouth. She would swirl her tongue around the head, lick the pee slit, and then
take me all again. I was surprised when I began to cum, and she took all that
too! After she had the last drops of cum, she sat back up and swallowed the
whole load!

The phone rang exactly at 7:00 p.m. and it was her daughter needing a ride home
from practice. We got dressed, and before we walked out the door, I turned and
gave her a deep, long kiss. I told her I couldn't wait to have her and Kim at
the same time, and she told me that she would call her as soon as she got home.

On my ride home, all I could think about was what just happened, and I was
dreaming about what would happen in the future.

THE END

If you would like to hear what happens next, e-mail me at eesterbuny@aol.com