My Friend's Milf Mom

I was home on my college summer break between my sophomore and junior years when my buddy Steve called and invited me over. This was nothing unusual. There was a group of us that had been hanging out at Steve's house since we were kids. Mostly because his mom, Dana, fed us and he had the best games when we were kids. But, as we got older, we began to realize how totally hot Steve's mom was before we knew what the acronym "MILF" meant. The older we got, the more detailed we got about what we'd like to do with her, mostly to annoy Steve. "Dude, that's my mom!" was his usual response.

The door swung open a few moments after ringing the doorbell. Steve and I gave each other bro hugs.

"Dude! Man, good to see you!" he said.

"Yeah, man, you, too!"

Shortly after I entered the house, his mom entered the room, still looking hot as fuck.

"Ohhhh, Mark! It's so good to see you!" she said as she wrapped her hands around me and pulled me into her large breasts.

"It's good to see you, too, Mrs. B."

She grabbed my shoulders and pushed me away. "Let me look at you. My goodness! So handsome!"

"And you're still gorgeous as ever, Mrs. B."

She giggled. "Oh, stop it! I'm so old! Everything is starting to sag and get all wrinkly!"

"Yeah, well, you look great to me."

"Dude, don't get her all wound up. She's almost unbearable when she gets all cranked up and full of herself."

She waved a dismissive hand at her son. "Oh, you hush!" After a pause, she asked, "Can I get you boys anything to drink?"

After she left, I turned to Steve. "Dude, your mom is one hot fucking MILF. What I wouldn't give to fuck that shit just one time."

"C'mon, man. Gimme a break."

*****

After we had slayed the zombies in round one, the lemonade kicked in.

"Dude, I gotta take a squirt. I'll be right back."

"Okay. Hey, the spare bathroom toilet is busted. You can go upstairs and use the master bathroom in Mom's bedroom."

I knocked on the open door and poked my head into the large bedroom. "Mrs. B?" As I crossed the room towards the bathroom, an a white, frilly item on the bed caught my eye.

Hmmmmm...Mrs. B's bra?

I picked it up. It was light and soft.

How the fuck does this thing hold those huge fuckin' things?

I looked at the tag. "36D".

More than a handful!

I thought to myself with a chuckle. I felt a crooked grin grow, as well as a stirring in my shorts.

Hmmmmm. I may never get an opportunity like this again.

I looked around. The coast was clear. I quickly slipped into the bathroom with the garment in hand.

By the time the water had gotten warm, my pole was all grown up. I dropped the beast into the cleavage of the bra, closed my eyes, and entered another world.

Dana entered her bedroom and strolled towards the bathroom. The closer she got, the more the sound grew. It sounded like moaning. She slowed her pace and tip toed towards the cracked door. She gasped and her hand went to her mouth.

Is he...is he...masturbating?!

"Oh yeah, that's it, right there," I moaned. "Yeah, wrap those big fuckin' titties around my cock, Mrs. B. Yeah, that's it."

"Mrs. B?!" Is he...is he fantasizing about...me?!

She began to paw at her chest without realizing it. What got her attention was the heat building between her legs.

This is so wrong! But it's making me so hot!

Her hand slid into her pants. She sighed at the first touch of her own hand when she brushed across her excited kernel.

"You wanna suck it? Huh? You wanna suck it? Oh yeah, suck on it, Mrs. B. Oh yeah, that feels good."

He is! Oh my God!

She could see my reflection in the mirror through the tiny crack.

Oh my God! Look at the size of that thing! It...it's been so long since...since I've seen one! He's really going to town! Hey...wait...is that...is that my bra?! Oh...oh my God! Mmmmmm....mmmmm...

We both slapped and stroked our own erogenous zones for several more minutes until we both could take no more.

"Oh fuck, Mrs. B! You're...you're gonna make me cum! Grrrrr! You want...you want me to cum on those big fuckin' titties? Yeah? Okay!" I placed the bra onto the counter face up.

Yes! Yes! Let's...let's cum together!

she thought to herself.

She watched my head lean back. Her knees began to tremble.

"Oh! Oh! Ohhhhh fuck!" I croaked.

She clenched her jaw. Fortunately for her, I didn't hear her muted squeaks of ecstasy over my own moans. She watched the reflection of one spurt after another land on her lacy white bra.

We both slumped in unison.

I looked down at the mosaic I had created and smiled

. If only those were her actual tits

I thought to myself.

Dana gathered her thoughts.

I need to leave before he comes out!

She straightened her shirt then noticed the large dark spot in her shorts.

Shit!

She quickly and quietly scampered out of the room and into the spare bedroom down the hall, where she planned to hide until I left so she could change her clothes.

I hadn't fully thought this out.

What am I going to do with this cum stained bra?

There'd be no explaining a wet bra suddenly appearing if I rinsed it off and hung it somewhere in the bathroom. I looked at the tiny trash basket.

Nope

. My head was on a swivel looking for a safe hiding place.

Fuck!

I stared at the bra.

I wonder if she'd miss one bra?

I pondered it. I wash it off as best as I could, twisted and squeezed until no more water fell, balled it up, tucked it into my shorts pocket, and left the room.

"Yo, dude! Where you goin'?" Steve asked when he saw me head towards the door.

"I'll be right back. I gotta go out to the car for a second."

*****

A few days later I was back at Steve's house. We made our way straight to the game room and loaded our digital weapons to eliminate more zombies. Dana heard the slight commotion and came to the room to investigate. Her heart skipped a beat when she saw it was me.

"Oh! Hello, Mark," she said as nonchalantly as possible. "I didn't know you were coming over today."

Why is my heart racing?!

I smiled. "Yeah, back for more. All we need is the rest of the guys and it'd be just like old times."

"Yeah!" Steve chimed in. "We might try to all get together sometime this summer. Would you mind if they came over here, Mom?"

"I think that would be wonderful! It would be nice to have all the boys here again. Like Mark said, it'd be just like old times." She paused. "Do you boys want me to get you anything?"

Ha! I got away with it! Sweet!

As she walked back to the kitchen she got a devilish grin.

I'm going to set a trap.

*****

In a repeat of the other day, I lost all of my lives while Steve continued to blast away.

"Ha ha ha! You suck, dude!" he laughed.

"Fuck you. I'm gonna go hit the head. Is the spare bathroom fixed yet?"

Steve shook his head. "Nope."

I walked through the master bedroom and around the bed towards the bathroom when I stopped in my tracks.

"Fuuuuuuuck," I murmured at the sight of a red, silky bra laid out on the bed. There was an instant stirring in my pants.

I got away with it once.

I turned my head to make sure the coast was clear before grabbing the bra and stepping into the bathroom.

This one's even softer than the other one!

I thought as I ran my fingers across the material.

This thing is gonna feel awesome wrapped around my cock!

Soon after, Dana quietly stepped into the bedroom and smiled.

The little shit took the bait

she chuckled to herself. She snuck over to the bathroom door and leaned into it. Her body flushed almost immediately at the words on the other side of the door.

"Oh yeah, you wanted my cock between your tits again, didn't you, Mrs. B? You couldn't wait for it. Ohhhh yeah, that's it, right there."

She stepped closer to the door and leaned into it to hear better.

"That's right, squeeze your big titties around my cock. Mmmmm, yeah, that's feels good, doesn't it? Mmmmmm, yeah."

Before she knew it, Dana was groping herself with her eyes were closed. She listened to the words, picturing in her mind what I was describing on the other side of the door. She pawed at her breasts. Her hand went into her shorts. She gasped when her finger brushed across her raised knot. Then she slowed when her mind distracted her.

What are you doing, Dana? Why are you satisfying yourself when there's a young stud on the other side of that door just begging for you?

Another voice in her head spoke up.

But he's your son's best friend! You watched him grow up in your home!

Her naughty brain responded,

And listen to him now! Jerking off at the thought of you! None of that seems to bother him!

She tried to focus.

You mustn't! You'll never forgive yourself!

She pulled her hands away from herself.

You'll never forgive yourself if you don't! Go for it!

She took a deep breath.

Believe me, I was no stud. Far from it. If anything, I was quite the opposite. I was more of a cute nerd type. No ripped abs. I wasn't the starting quarterback. I wasn't even the water boy. I was, for the most part, just an average 20-year-old. With one exception. I was blessed between my legs. And that was all she cared about at the moment.

My hips were beginning to jerk. "Oh fuck yeah, Mrs. B., that's it, right there." Have you ever gotten the sense that someone was watching you? I opened my eyes. At first I froze at what I saw in the mirror. It was Mrs. B standing there in the doorway behind me. "GAH!" If I was a cat I'd have just lost not one but two of my nine lives. I jumped away from the counter and slammed into the wall just to the side of me. I covered my junk as best as I could and stood there, waiting for Mrs. B to beat me within an inch of my life. "M-m-mrs B! Wha-wha-what're you doing there?!"

She fought back a laugh at my reaction. "The better question is, what're you doing there, Mark?"

"I...I...I, uh..."

She nodded at me with a crooked grin. "Is that my bra you've got there."

"Huh?" I'd completely forgotten I had her satin bra in my groin. "Oh! Uh, well, uh..."

She held out her hand. "May I have it, please?"

"Oh! Um, yeah, sure, okay." I handed it to here while still trying hide my boner. I wasn't doing a very good job.

She looked at it. "Were you in here jerking off with my bra, Mark? Hmmm? Is that what you were doing?"

"Well, I, uh..."

"Were you thinking of me, Mark? It's okay if you were."

"Well, uh, yeah, I guess."

She grabbed her breast. "Were you thinking about my boobs, Mark?"

"I, uh..."

"Would you like to see them?"

My heart stopped. "What?"

"Would you like to see them? Would you like to see my boobs, Mark?"

It's a trick question! What's the right answer? Think! Think!

All I could muster was, "I, uh..." Before I knew it, her top was on the counter and her headlights were staring me in the face. "Wow," I said with a slack jaw.

"Do you want to touch them?" I couldn't speak. She grabbed my hand and brought it to her. She sighed when my hand landed on her skin. It was the first time a man had touched her since Steve's dad left. Just the touch made her body heat rise. I instinctively began to squeeze and massage her breast. "Have you ever touched a women's boobs, Mark?"

"Well, yeah, sure."

"I'll bet you've been with a lot of girls, haven't you?"

"Me? Oh no. Just a couple."

"Really? So, do you like my boobs?"

"Oh yeah!" I said that a little to quickly. She smiled. "I mean, they're really heavy, but really soft, too."

"Now, let's talk about you," she cooed. I gasped and jumped when her hand wrapped around my wood. "Yours is heavy, too. But definitely not soft," she said as she began to stroke it.

"Oh! Yeah, well, uh, yeah, no."

Fuck! Don't cum! Don't cum!

"So, did thinking about me do this? Did thinking about me make you all hard? Hmmm?"

"Well, uh, yeah, I guess."

"You guess?"

"Um, okay, yeah."

"What were you thinking about?"

"Huh?"

"When you were thinking about me, what were you thinking about?"

"Oh! Well, uh, you know..."

"You had my bra. Were you thinking about my boobs?"

"Well, uh, yeah, I guess, a little."

She giggled. "A little?" She paused. "So, what were you thinking about when you were thinking about my boobs?"

Fuck! Don't die! Don't die!

"Well, I, uh, you know..."

She began to drop to her knees. "Were you thinking about putting your cock between my tits? Huh? Were you thinking about fucking my tits with your big cock, Mark?" Before I could answer, she had me in her cleavage. I watched in disbelief as she wrapped her mounds around me, dropped a stream of saliva over my tip, and begin to slowly bounce. "Mmmmmm, does that feel nice? Do you like that, Mark?"

"Oh my God, it feels amazing," I moaned.

"Did you fuck your girlfriends tits like this?"

Without thinking I shook my head and answered, "Oh now. Their tits weren't big enough."

She giggled. "Well, you definitely need to big boobs to wrap around this monster." She looked down and watched the head pop in and out. "You really do have a beautiful cock, Mark."

"Um, thanks?"

"It's so big I'll bet I can get it in my mouth while we do this."

I gasped the first time her lips wrapped around the tip. A thought occurred to me.

Dude!

Out of the corner of her eye, she saw me reach into the pocket of my shorts.

She looked up at me and looked directly into my phone. "Are you taking pictures?"

"Well, actually, I'm...I'm recording it."

Her heart skipped a beat. She'd never been recorded during sex before. Her first thought was it made it hotter. But it also struck a note of panic. "Why? Why do you want to record it?" she said in a mildly annoyed tone.

"Well, you know..."

She paused and smiled. "Ohhhhh. So you can, you know, use it in the future?"

"Huh?" It hit me what she was referring to. "Oh! Well, uh, yeah."

And show it to the guys! they won't believe it!

"Well, okay. But you have to promise me you won't show it to anybody."

"Oh! Right, right, of course."

Yeah, right!

Well, if he's going to record it, might as well put on a show. She looked into the camera. "Do you like this, Mark? Do you like fucking my tits with your big, fat cock? Huh?"

I nearly came at the words. "Yes," I moaned.

"Mmmmm, that's good. Your cock feels so good between my tits. I want you to fuck my tits like you'd fuck my pussy. Okay, Mark? Can you do that, huh? Can you show me how you'd fuck my pussy?"

"Yes." I began to ungracefully jerk my hips.

"Oooooo, yeah. I can't wait for you to fuck my pussy just like that." Then she went back to squeezing and sucking.

"Holy fuck," I sighed.

I had already worked myself up into a pretty good lather before she walked in. It wasn't long before she felt me throb every time I entered her mouth.

Oh no! He's going to cum before we have a chance to fuck! Dammit! Oh well.

She looked up at me. She saw the strain on my face. "Are you about to cum, Mark? Hmmmm?"

I nodded. "Yes," I croaked.

"That's okay. Do you want to cum on my tits? Huh? Do you want to cum on my big, fat titties, Mark?"

"Yes."

"Okay, baby, give it to me. I want to see it. I want to see you cum all over my, fat titties. Come on, baby, give it to me," she whirred.

"Oh fuck, Mrs. B! You're...you're gonna make me cum! Grrrrr! Okay! Okay! Oh! Oh! Ohhhhh fuuuuuuuck!"

The first rope shot out of her cleavage, up her neck, and splashed across her chin. Two more strands rose up and rainbowed over her sizeable bumps, coming to rest on top of each one, giving them a milky glaze of white. I shuddered when she took me into her mouth and sucked me dry.

She finally released me with a "pop" and a devilish smile. "Well, that was fun." She looked downwards. "My my, you made quite a mess."

"Um, yeah, sorry about that."

"Are you kidding? It's fine." She dropped her head, lifted a globe, and ran her tongue across the top.

The guys won't believe this!

I thought as I continued to record.

While still on her knees, my stiff trunk twitched in front of her. "You're still hard?!" she asked in amazement.

I shrugged my shoulders. "Well, yeah."

She flicked at it. "Do you always stay hard like that after you, you know, finish?"

I shrugged again. "Sometimes."

"Hmmmm. If I sucked on it, do you think you could go again?"

"Go again?"

She got a glint in her eye. "Mark, my pussy is dripping. I want you to fuck me with your big, beautiful cock. If I sucked you, do you think you could do that?"

"Oh! Um, yeah, I think so."

Hell, it makes me hard just thinking about it!

I'd forgotten how quickly young men recover. God, I miss that!

"Let's give it a go, shall we?"

"Um, sure. Gah!" She had me in her face almost before I could finish the thought.

Her head bobbed on my pole for several moments until I was rock hard. She finally pulled off and smiled up at me.

"I think that's as hard as I'm going to get you."

"I think I could pound nails with it!"

She giggled as she rose from her knees. "The only thing I want you pounding right now is my pussy." She grabbed the edge of the counter and bent at the waist. "Come on, Sweetie, put the phone down and give it to me," she said over her shoulder.

"Yes, ma'am!"

I don't know if I'd ever seen anything as incredible as her heart-shaped ass sticking out towards me our her swollen, pink lips. I stepped between her legs and held my pole steady. She sighed when I first touched her folds. She moaned when my thick tip pierced her flesh and moaned the entire time I slid forward.

"Ohmagawd," she groaned. "You feel incredible."

"You're so tight!"

"That's because that fat fucking cock of yours is so damn big!"

"I-I-I'm sorry. Do you want me to pull it out?"

"Oh God no! Don't you dare! I want you to fuck me good and hard with that thick fucking cock of yours!"

I grabbed her hips and began to slowly rock back and forth. "I...I've never heard you, you know, talk this way, Mrs. B," I said nervously.

"That's because you've never seen me naked and horny. Why? Does it bother you?"

"Oh! Oh no! I...I just...it's just a little weird, that's all."

"And your cock being buried inside of me isn't?"

"Well..."

"Now fuck my tight little pussy good and hard, Mark. Come on, baby, make me scream."

"Um, okay."

I pulled back and threw myself forward. Her head snapped back.

"Ohmagawd!" she barked. "Oh-ho-ho, yes, baby, that's it. Just like that." I did it again. "Fuck! Mmmmhmmmhmmm, yes! Do it!"

The room quickly filled with the sound of skin slapping skin. I dug my fingers into her skin and fucked her as hard as I could, which prompted her to beg for more. I watched her face in the mirror while she groaned and growled. It appeared to be a mixture of pleasure and pain. Her body pushed back into my thrusts.

It wasn't long before her body began to tense. Her knees began to wobble. Her body shivered. Her breathing pattern changed. Not having a lot of experience with women, and none with older women, I had to ask, "Are you...are you okay, Mrs. B?" as sweat rolled off my face.

"Yes! Yes! Ohmagawd, yes! Oh fuck! Don't stop! Don't stop! Ohmagawd, don't stop!" Her muscles were spasming around mine. "Oh God! Cumming! Cumming!" At the last second, she clenched her jaw and tried to muffle her scream so that her son downstairs wouldn't hear it.

I continued to hammer away at her slit. I could see in the mirror her eyes were closed. She was lost in a world of pure pleasure. Her muscles began to quiver again.

"Oh my God," she moaned quietly as she began to push back into my thrusts. "Ohmagawd, yes." She bowed her head and her body tightened. "Oh my God, yes. Mmmmmhmmm, yes. Yes. Yes. Ohmagawd, yes!" Once again, she spit and sputtered fighting back a scream.