My Friend's Mom

It was Friday night and my buddy Mike and I were supposed to go to a concert so I showed up at his house at 7:00. His mom opened the door and let me in. Of course Mike wasn't home from work yet, the guy can't get anywhere on time and once he's there he just can't leave.

We had plenty of time before the concert so I figured I'd wait for him so we could still go the asshole had my ticket so I couldn't have gotten in anyway. Mike's mom Lisa was already well into drinking away the memory of her week so she was a little tipsy.

I didn't mind that at all because she's hot as hell for a 43-year-old and when she drinks she gets all flirtatious.

She was still dressed for work; she's a legal secretary for some dumb shit lawyer downtown. She was wearing a striped skirt that stopped just above her knees. I saw the matching jacket discarded on the chair. Her blouse was a cream color, and I couldn't help noticing that she had unbuttoned the top buttons allowing the impressive cleavage that her 48 DD breasts created to be on full display.

She had on black stockings and as she sat on the couch next to me telling me about her day and telling me how happy she was that her son had a friend like me her skirt rode up higher and higher on her thighs and the tops of her stockings and her garters came into view.

I was nervous as hell, here I was sitting next to a gorgeous older woman who was either to drunk to care that she was giving me a great look down her blouse and up her skirt or she was trying to not so subtly send me a message.

Either way I knew it all could end in an instant if Mike were to get home. She put her head on my shoulder and her hand on my thigh and then she spoke the words that I had been longing to hear.

"You know Dan, Mike might not get here for quite some time, and I wouldn't be any sort of a hostess if I didn't do something to take your mind off of Mike and the concert." She said.

With that she stood up in front of me, unbuttoned her blouse and let it fall to the floor and unzipped her skirt and wiggled it down off her hips and to the floor. There she stood in front of me in just her bra, panties, garter belt and stockings.

I stared up at her in awe as I admired her beauty. She smiled down at me and then leaned down and kissed me. I could feel her body against mine but she held my hands to the side denying me the thrill of exploring her body with my hands.

She grabbed the bottom of my T-shirt and pulled it over my head and tossed it aside. She kissed me again and then kissed her way down my neck and chest as she headed down towards the growing bulge in my pants.

By this time I had figured out that she wanted total control of the situation so I just sat there and enjoyed the sensations all the while keeping one eye on the front door terrified that Mike would get home and catch us.

Now I'm not one of those guys who has a different girl every week, but I've been with a few girls in my 18 years, but none were anything close to Lisa. The others had all been girls discovering their womanhood; this was a fully accredited, highly skilled sensuous woman.

As evidence of her skills she put her hands behind her back and undid my belt and the button and zipper on my pants with just her teeth. She told me to raise my butt up and she slid my jeans down my legs to the floor leaving me in just my boxers. She playfully stroked her hands up and down the sides of my bulge before finally pulling down my boxers and letting my cock spring free.

"Why Dan I had no idea that you were hiding such a beautiful cock from me for all these years. It didn't look anything like this when I used to give you and Mike baths when you were kids." Lisa said.

Now I don't have one of those freak pornstar cocks, but I measure out to about 8 inches and I guess I'm pretty thick. I don't exactly make a habit of checking out other guys cocks for comparison, every girl I've been with has said I was thick so I'll agree with them.

Anyway, here we were me sitting on the couch completely naked my erection being slowly stroked by my best friend's mom who was on her knees at my feet in her underwear all this with her son, my friend due to walk through the door any minute.

I don't know what came over me, for half a second I was gonna tell Lisa that we had to stop, but just as I was about to speak she lowered her beautiful mouth, the mouth I'd fantasized about throughout puberty, to my cock. I was in heaven.

I had had blowjobs before, but only from girls that were getting their first taste of oral sex. They were awkward, unsure of what to do and all together disappointing. On the other end of the spectrum is Lisa. Her mouth was incredible; her tongue hit every spot just the right way, one of her hands continually pumped my shaft while the other roamed about freely. She massaged my balls, reached up and squeezed my chest, she really sent me into another world when she tickled my asshole and then slipped one of her fingers inside. She must have found my prostate because she pressed some button and I came harder and longer than I ever did before.

She sucked and stroked until every last drop was in her mouth then she pulled back off of my cock and opened her mouth and held out her tongue to show me my cum. I was mesmerized so at first I didn't move when she leaned in to kiss me again. Then I saw that she still had my cum in her mouth and I tried to push her away but she forced her lips to mine and parted my lips with her tongue and I got my first taste of my cum out of the mouth of my best friend's mom.

When she pulled her lips from mine she swallowed the cum that was left in her mouth. I went to spit it out, but she stopped me.

"Oh so you want the woman to swallow your cum but aren't willing to do it yourself, if that's how you're gonna be then you should leave." Lisa said standing up and taking a few steps away.

"Wait, don't make me leave." I said and she turned and watched me swallow.

"That's so hot, a man that's willing to eat cum is a big turn on for a woman." Lisa said.

She came over and sat across my lap kissing me. I finally grew a little bold after she had taken the lead.

"Why don't we get you out of that lingerie and see what you've been hiding from me for all these years." I said.

"Why Dan, I thought you'd never ask. Would you care to do the honors?" Lisa asked.

She stood up in front of me and held out her right leg. I unsnapped the stocking from the garter belt and slipped it off. Then I slipped off her left stocking, then the garter belt itself. Then I stood up and reached around her to unhook the bra that was straining to hold back the enormousness of her breasts.

As I pulled the straps forward her breasts tumbled out and I couldn't help myself I dove in headfirst. Lisa just stood there for several minutes as I kissed, licked, and sucked her amazing breasts. Finally she got a little flustered when it was clear I could enjoy her luscious orbs all night.

"You know, I am still wearing one piece of clothing and it covers some pretty interesting stuff too." Lisa said.

"Forgive me, but for the longest time I could have cared less what was in your panties, these beautiful breasts of yours dominated my pubescent masturabatory fantasies." I said.

"Well, well, well, so you're a breast man, I'll tell you what, take care of what's going on underneath my panties and I'll give you all breast time you can handle later." Lisa said.

With one more gentle suckle on each of the enormous nipples topping her perfect breasts I dropped to my knees and began caressing her ass and her inner thighs. I ran my fingers up and down the crotch of her panties. She was so turned on that they were soaked and her clit and labia were so swollen that it looked like they were trying to tear through the delicate silk to get some fresh air.

I slowly raised my hands up her legs from the outside of her knees tops of her thighs where the elastic waistband held up the tiny garment. Hooking my index fingers into the waistband and slowly pulling down I got a wonderful whiff of the aroma of a fully aroused woman as the garment finally broke free of the sticky wetness that was holding it in place.

The panties were pulled quickly down to her ankles and then I lifted one foot and then the other out of them and led her back to the couch where I eased her down onto it and laid her back. Now it was my turn to kiss down over her body. My quickly recovering cock bounced against her thigh as I kissed her face and her neck and then I again showed great attention to her breasts but I forced myself to move on. I kissed my way down her belly and to her completely shaved pussy.

Now I admit that when it comes to giving a woman oral pleasure I'm as clumsy and awkward as those girls that had given me blowjobs in the past. I had the sense to realize that so I didn't just dive in and go to it.

"I want to give you as much pleasure as you gave me, tell me how you like it and I'll do the best that I can." I said.

"Oh, willing to take direction to maximize your woman's pleasure, that's so sexy." Lisa said.

She proceeded to give me directions about where to put my hands and my mouth and just how much pressure to apply to this and when to stimulate that. I think I learned pretty well because in about 20 minutes I had her panting hard coming out of a massive orgasm.

"Wow, Dan, you sure learn quick, that's the best orgasm I've had in years." Lisa said.

"It was exciting seeing you squirm and spasm like that." I said.

"I can see just how exciting it was for you, it looks like you're ready to go again. This time we go for the big time, do you want to be on top or do you want me to be on top?" Lisa asked.

"I'd love to watch your breasts bounce as you ride me." I said.

"You really do have a breast fetish don't you? Oh well, that's fine by me, I love the feeling of riding a nice hard cock." Lisa said.

I don't know if it was for comfort purposes or to symbolize that we were taking the next step but we went to the bedroom and she laid me flat on my back on the bed and she lowered herself down onto me and just sat on my cock for a minute.

She looked down into my eyes as she flexed the internal muscles of her pussy on my cock. It was a new and different experience for me as none of the girls I'd been with in the past had done much more than lay there as I fucked them.

"Do you feel that? I bet none of those little padded bra wearing girls you've been with has ever done anything like this to you." Lisa said.

"They don't know their bodies as well as a real woman like you, that feels incredible." I said.

"You should try it from this side honey, it's a gives you a feeling of total sexual control." Lisa said.

"You don't need to do that to control me sexually, all you have to do is let me play with these gorgeous breasts and I'm yours." I said reaching up to massage her breasts.

"I could sit here all day, but you wanted to see my breasts bounce so I guess I'm gonna have to do this the old fashioned way." Lisa said.

She slowly lifted herself up and slammed her pussy back down and bounced back up to the end of my cock and wham, back down she went. Lisa found a pace she could handle and rode my cock's full length on every stroke.

The violence with which she bottomed out on every stroke sent her breasts bouncing and swinging all around. I reached up and took one in each hand and felt their firm weight slam down into my hands on each onward stroke.

Lisa was obviously very experienced because she could tell when I was getting close and backed off to prolong my orgasm as long as possible. Finally she was ready for her own so she picked up the pace and for the first time in my sexual life my partner and I had simultaneous orgasms. Lisa got off of me and lay beside me as we both caught our breaths.

"That was incredible." I said.

"You're telling me. Will you look at that you're still hard." Lisa said gently stroking her hand up and down my cock that was slick with our combined fluids.

"One of the benefits of youth, of course it doesn't hurt having a gorgeous woman right in front of you." I said.

"Well how about I get in front of you and you get that thing in me from behind before your youth wears off." Lisa said.

I got on my knees on the bed and Lisa positioned herself so that she was on her knees in front of me bent over and spread open begging me to enter her. As the one with the control I slowly circled her pussy and her asshole with the head of my dick and used my hand to smack the head of my dick against her pussy and ass.

Then I slowly eased into her and started into a slow steady rhythm of thrusting in and out of her hot pussy. Lisa got impatient and tried to rock her hips to speed up the pace, but this was my time to be in charge so I pushed her hard face down into the bed and held her there as I worked her pussy slowly and methodically. Eventually I increased my speed and went for awhile, then I increased my speed again, then again, then again. I spent at least five minutes at each speed before increasing.

The slow methodical teasing had built her up higher and higher and eventually she erupted into a screaming orgasm. I hit my top speed the instant she reached her climax and for the next seven minutes Lisa's body shook, spasmed, and squirted as she had orgasm after orgasm after orgasm.

When I finally reached my own climax I buried my cock in her pussy as deep as it would go determined to have my cum run out her nose. I collapsed down on top of her my cock still rock hard and locked deep into the darkest recesses of her pussy.

She finally stopped convulsing but her breathing was still heavy as I pulled out of her and collapsed beside her. She made no effort to move she just lay there her head flopped to one side her back curving up to her ass still pointed skyward as our juices dripped down her thighs and on to the bed. I got a little concerned when she didn't say anything for almost ten minutes afterwards.

"Are you okay?" I asked.

"Okay? I think I'm in love. Nobody has ever made me cum like that. I just couldn't stop." Lisa said.

"While I was back there I couldn't help thinking about how great it would be to fuck your ass." I said.

"Go ahead, I'm already in a good position for it and I'm too tired to fight you right now. I've never been a big fan of anal, but after what you just did to me I'm up for anything." Lisa said.

I retook my position behind Lisa and lubed up her ass using my fingers to spread our juices from her well used pussy to her ass.

Knowing that just plunging into anal is a bad idea unless you have a toothpick for a dick or an asshole made of rubber I spent several minutes using one, two, and three fingers to get Lisa ready for my cock.

When I pressed the head of my cock against her asshole she tensed up but then relaxed and I was able to ease the head in. I slowly stroked in and out going a little deeper every few thrusts until I was bottomed out in her bottom. Lisa was clearly exhausted from the string of orgasms she'd just had but she tried to participate verbally even though she was spent physically.

"Oh god your cock feels so much bigger in my ass." Lisa said.

"Yours is the first ass I've ever been allowed to fuck. All those little girls are sluts when it comes to taking my hot cum in their pussies or on their faces and in their mouths but ask them to let you fuck their ass and they get all uptight. Speaking of tight your ass is so tight, it feels so good." I said.

"Well I think I've demonstrated that those little girls have nothing on an experienced woman." Lisa said.

"You bet your tight ass you have. I always used to pretend it was you when I was fucking those other girls. I've wanted you for so long." I said.

"I hope I haven't been a disappointment." Lisa said.

"You've been far better than I ever imagined." I said.

Lisa was far more tired than I was, but after the pounding that I had just given her pussy and the energy I had expended during the evening I was having a hard time keeping to a good pace.

As it turned out that worked out well, my speeding up and slowing down got Lisa past her post-orgasmic hangover and into the pre-orgasmic energy. She lifted herself up off of the bed hanging the angle of my cock going into her ass, which increased the pressure and the stimulation for both of us.

Soon enough I was pounding away on her ass and Lisa was begging me to fuck her harder.

"Oh god! You are really changing my mind about anal sex. Fuck me harder you bastard!" Lisa yelled.

Of course I did all I could to oblige her. I had no idea that a woman could have an orgasm from being fucked in the ass, but Lisa went into another avalanche of orgasms that culminated in me pumping what felt like only a tiny amount of cum into her ass.

Of course by that point the fact that my dick hadn't fallen off amazed me so anything I could get out of it was fine by me and Lisa was so overwhelmed by the power of her orgasms that I could have put a red hot poker in her ass and she wouldn't have felt it.

It felt like a crime to pull my cock from her ass but we were both out of breath and neither of us had the energy for much more than breathing at that point so I pulled out and plopped down next to her on the bed. I looked over at the alarm clock by the bed and saw that it was after ten.

"Man that Mike sure is running late, but this is one time that I don't mind." I said.

"He's not running late, he called before you got here and said that he was taking some girl to the concert instead and asked me to apologize to you for him." Lisa said.

"Well I'm glad this apology came from you, it would have been a little awkward getting it from Mike." I said.

We both laughed.

"I'd been wanting to do this for a long time but you're always with Mike. Tonight I was given an opportunity to make my fantasies, and I take it your fantasies come true and I took it." Lisa said.

"I might have to come over more often, what with Mike working full time and all." I said.

"If you fuck me like that every time you can come over as much as you want." Lisa said.

The next day Mike was all pissed off. The girl he'd taken to the concert had shot him down and he told me he wished he'd gone with me like he said he was going to.

I was never happier to have missed a concert in my life.

Since that night Lisa and I have spent a lot of time together in her bed. We both agree that the age difference is too big to try to build a relationship, but that doesn't stop us from thoroughly enjoying each other sexually.

It's a great arrangement for both of us because she is a woman with all of the usual sexual needs but has no desire to put up with a full time man, and I'm a horny college kid who enjoys the company of girls my own age but has a taste for a bit older vintage when it comes to sex.