Never Looked At Her Sexually Until She Touched My ****.

Back in high school I was sleeping over at a friends house. We were both about 16 at the time. My friends parents were divorced and he lived with his mom. Around 7pm she came up to us and told us she was going out for the night and would be home after midnight. She left us some money for pizza and then went to get ready for her night out. Me and my friend's eyes lit up when we heard this everytime we were left alone we'd have sex with each other. We planned on having sex after we had gone to bed like we always did but now that we had the house to ourselves for a couple of hours we could really enjoy our time alone.

Around 9pm my friends mom finally left for her night out. We wanted to make sure she wasn't coming back right away so we ordered pizza as soon as she left. About an hour later we were stuffed from the pizza and coke and decided to go for a swim in his pool. We went up to his room to put bathing suits on but I was starting to feel horny so as we ******** out of our clothes I suggested we just go swimming naked. My friend looked a little surprised at the suggestion but was all for it. We grabbed our trunks to bring with us just in case we had to throw them on really quick but we than headed out to his back yard completely naked. We were grabbing each others **** as we went outside. At the backdoor my friend decided to turn the backyard lights on to make it a little more daring. The lights lit up the yard pretty good and there were lights in the pool as well so anyone looking over the fence or neighbors looking out their windows would see us naked.

We ran out the door and jumped in the pool and than swam over to the deck and put our bathing suits up on to it. We were right next to each other so we turned towards each other and our naked ***** rubbed together. We reached down and than fondled each other as well but than he suddenly pushed me away and called me *** and swam away from me. I chased after him and he tried to avoid me. When I got near to him I'd grab his **** and *** and try and pull him to me but he kept swimming away. I chased him like that for a good 10 minutes when he finally swam over to the deck and called "Home Free", meaning I couldn't catch him while he was holding on to the deck. I dove underwater and swam over to him. I swam right over to his **** was right in front of my face. I was in need of air but figured I could hold on for a couple more second and I took his **** into my mouth. I grabbed his waist to keep myself from floating to the surface and began sucking his **** under the water. I sucked him for about 10 seconds before having to go up for air. I kept a hold of his waist as my head went out of the water, just long enough to fill my lungs with fresh air and to give my friend a smile and than I was back underwater. Once again I took his **** into my mouth. This time I was able to give him a good ******* for close to a minute before having to once again go up for air. As my face came out of the water, my friend grabbed my cheeks and held my head and brought his lips to mine. I stood up next to him, our bodies rubbing together as we began making out. He than slide down into the water and it was his turn to suck my ****. He lasted for about a minute and than it was my turn to go down and suck him off. We did this about 15 or 20 times each, alot of times kissing before the other guy would go underwater. I was really getting horny now and wanted to give him a good ******* so the next time he surfaced for air, I told him to sit on the edge of the deck. He did what I asked and I manuvered between his legs. I grabbed onto his **** in both my hands and held it sticking straight up. I moved in close and stood over my friend and than lowered my mouth onto his hard ****. With all the lights we were in clear view for anyone who wanted to watch and I secretly hoped that one of his neighbors would look out their window and watch me suck my friend off.

I gave my friend the best ******* that I could I was extremely horny and wanted him to *** in my mouth so bad. I didn't have long to wait, I had been sucking him for about 10 minutes when he placed his hands on my head and began thrusting his **** into my mouth. I began moaning to show him how much I loved sucking ****. Than without even warning me he thrust the entire length of his **** into my mouth and started to ***. I let the *** dribble out of my mouth as I continued sucking him and it ran down the shaft of his **** onto his balls and into his pubic hair. As he started going soft, I let his **** slip from my mouth and than clean all of the *** off of him with my tongue. He laid back on the deck completely spent. I finished cleaning off his **** than suggested we go watch a movie.

We didnt' bother to put our bathing suits on we just picked them up off the deck and went inside and set up in front of the TV in his basement. He had a fold out sofa-bed which we set up. We kept our bathhing suits close by incase we had to put them on in a hurry but other than that we got into bed completely naked as we started watching the movie. By the time we got the movie going it had been about half an hour since I sucked my friends **** and about another half an hour into the movie he started getting horny again. We were watching a cheesy horror movie that had lots of nudity in it and as he got horny we sort of moved closer together so that our naked bodies where side by side. He reached under the covers and grabbed my **** asking if I was still hard since I hadn't *** yet. I asked if he was getting horny again as I reached under the covers and played with his ****. We laid like that for about 20 minutes just watching the movie and fondling each oher than I looked over at him and asked if he wanted another *******. He told me yes but that he wanted to suck my **** too this time so he offered to 69 which I agreed to. He moved himself around and than climbed on top of me and gobbled each others ***** into out mouths. While we sucked off each other I reached up and grabbed my friends *** and spread his cheeks apart and pressed a finger against his *** hole. He clenched up to get me to stop but once he stopped I did it again. He clenched up 5 or 6 more times. I than let his **** slide out of his mouth and I began licking his balls and sucking them into my mouth. This time when I pulled his cheeks apart I quickly slide my tongues across his balls and into the crack of his ***. He didn't clench or pull away this time and let me continue. I slide my tongue inside his crack of his *** and pressed it against his hole. He seemed to like this and pressed his *** agaist my mouth. I was able to slowly slide my tongue inside of him little by little. Both of us were fresh and clean from the swim we had earlier so I didnt' mind licking his *** at all. He was really getting into it and he decided to try it too. Once he grabbed my *** cheeks and spread them I spread my legs real wide to give him access and he stuck his tongue right inside of me. We tongue ****** each other for a good 10 or 15 minutes. The more he ****** me with his tongue the more I wanted him to **** me with his **** Finally he pulled his tongue from my *** and replaced it with a finger than took my **** back into his mouth. Almost instantly I started *******. He didn't like to swallow *** yet so after the first couple spurts sprayed into his mouth he pulled off my **** and jacked me off, milking me of the rest of my ***. I wanted to get him off now so I pulled my tongue out of his *** and went back to sucking him off. He kept on finger-******* my *** as I sucked him off though and I started grinding my hips against his hand. By now I needed to get ****** so bad, I pulled my mouth off of my friends **** and than asked if he wanted to **** me. He had never ****** me yet before but excited by the offer. He raised up off of me and than crawled down between my legs. I spread my legs wide and than reached down and spread my *** cheeks for him. He knelt between my legs, grabbed a hold of his **** and guided it towards my *******. As it made contact with my but I pushed against him. His tongue and finger had loosened me up and lubed me pretty good and his **** slide into me without much resistance and no pain at all. As his balls came in contact with my *** I knew he had his entire **** inside of me so I pulled him down on top of me and we began making out. Our tongues explored each others mouth as he began slowly sliding his **** in and out of me. He moaned into my mouth how good if felt and I told him I was enjoying it too.
He broke our kiss as he sat up and grabbed my hips. I raised up off the bed a little bit to give him better access and he started pulling my hips into him sending his **** deep inside of me. I started telling him how much I loved getting ****** and that I wanted to feel him *** inside me which turned him on even more.
We had been ******* and sucking each other for over an hour now and the movie was over a long time ago. Finally my friend collapsed on top of me just as he shoved his **** deep inside of me and started pumping me full of ***. I worked my *** muscles as best I could to milk the *** out of his ****. I absolutely loved the feel of his *** spraying inside of me. My friend was completly spent and stayed laying on top of me for abot 10 minutes before finally rolling over off of me and covering up with a blanket. He didn't even but his bathhing suit on or anything but instead just told me to shut the TV off before I fell asleep.

I was exhausted from all the sex as well so I got up and shut the TV off than crawled back into bed. Since my friend was still naked I didn't bother to put my bathing suit on either. I had worked up a pretty good sweat from the sex we had so decided to pull the covers off of me and air out for a little bit before falling asleep.

It didn't work out that way though. I accidentally dozed off and what seemed like only a couple of minutes later I was awaken by a light shining down the stairs. We we had gone to bed we had shut that light off so figured his mom must have come home. Just coming out of a sleep I didn't really think about the fact that I was laying completely naked next to my friend. That's when I got quite the surprise. I was laying with my head towards the stairs so I didin't see behind me where my friend was laying but I heard a shuffle beside the bed and felt the covers being pulled up over my friend. Although I didn't look over, I could sence that my friends mom was right beside us and had just pulled the bed sheet up over my friend. She must have just come home when I dozed off and came downstairs to check on us. That's when it dawned on me that I was still completely naked. Not only was I naked but I didnt' have any covers on me what-so-ever and there was enough light coming down the stairs that my friends mom could clearly see that I was naked. I was scared shitless and didn't move a muscle. My friends mom gave her son a kiss and than made her way over to my side of the bed.

My friends mom leaned over me and grabbed hold of the bed sheet and than pullled it slowly over my body, but than she stopped just before covering my ****. She looked at my naked **** for a good minute or so and than continued pulling the sheet over me but as she pulled it up the back of her hand brushed over my **** and started getting instatly hard. I felt her standing directly over me as she wrapped me in the blanket. I was hoping she'd go away now and let me die of embarrasement but she stayed standing beside me. I think she was checking to see if I was awake or not but I'm not completely sure all I know is that she stayed standing over me.

Having her brush the back of my hand over my **** was a big thrill for me and my **** started to rise as she still stood over me. I was hoping that it was still dark enought in the basement that she wouldnt' notice. I was too scared to make any movements at all. My friends mom turned and I thought for sure she was finally going to head back up stairs but than she seemed to change her mind and turned back towards me. She grabbed the bed sheed down by the side of my waist and pulled if over me exposing my **** to her once again. As she pulled the sheet off the back of her hand slide over my **** for a second time. She than let go of the sheet and than slowly, gently and quietly grabbed hold of my **** which was as hard as it had ever been by now. She gently ran her fingertips up and down the length of my **** which twitched uncontrollably at her touch. She than wrapped her hand around my **** and stroked me a couple times and than suddenly let go. She grabbed the bed sheet pulled it over me once again and than finally headed upstairs.

I couldn't believe what had just happened and my **** was as hard as a rock. I couldn't believe that my friends mom had actually just played with my ****. That was amazing. I reached down and grabbed my **** but I didnt' jack off right away. I wanted to think about what had just happedned as much as possible and burn it into my memory so I would never forget it. Meanwhile I could hear my friends mom walking around upstairs. I heard the bathroom sink a couple times and the toilet flush so I figured she was getting ready for bed.
About 15 minutes later the kitchen light flicked off killing most of the light in the basement except for a little light coming through the windows from the street lights. Although the light had turned off I didn't hear my friends mom going to her bedroom as the floors usually creaked as she walked down the hallway above us. Instead it was just quiet for a couple minutes. That's when I heard a little shuffling at the top of the stairs and there was just enought light coming through the basement windows to make out a sillouette of my friends mom coming down the stairs. I could tell that she had changed out of her clothes and was now wearing a night gown. I left my eyes open just wide enough to watch her and than pretended I was asleep, although my **** was sticking straight up. My friends mom crept quietly over to the bed and stood once again beside me, in almost complete darkness. She than squated down and kneelded beside me. I was too scared to move a muscle and wondered what she was doing. She whispered very quietly but I didn't answer and continued pretending to be asleep. She did it again and again I didn't move or answer. I guess she figured I was asleep for sure. I than felt her grab the bed sheet once again beside my waist and once again she pulled it off of me, again brushing her hand against my still hard ****. Just like before she slowly and gently brushed her fingertips over the shaft of my hard **** before taking me into her hand. With her other hand she played with my balls. I felt her shuffle a little bit forward closer to the bed and than I got the surprise of a lifetime. I felt something we close around the head of my **** and I had fooled around with enough of my friends to know that she had just wrapped her lips around my ****. My **** was now in her mouth. Again my **** twitched uncontrollably against her tongue as she slowly slide her mouth down the length of my ****. I felt her lips hit against the base of my ****. She had my entire **** inside her mouth and was holding it there. Without even thinking I thrust my hips up a little bit towards her mouth. When it dawned on me what I had just done it was too late and I figured she must know I was awake now, but she didn't take her mouth off my **** she just held the entire thing in her mouth and than slowly sliding it back out. It was like she was sucking my **** in slow motion and it was really turning me on.

I couldnt' control myself any longer and I opened my eyes and looked over at my friends mom kneeling beside me. I slowly reached out and placed my hand on her hip still covered in her night gown. She now knew I was awake and began working my **** a little faster. I ran my hand over her *** and down her leg til I found the bottom of her night gown and than slowly slide hand up underneath. I ran my hand back up her leg, this time agaisnt her naked flesh until my fingers found the crack of her ***. She raised up a little bit and thrust her *** out agaisnt my hand and I now had access to her plump hairless *****. As my fingers slide along the opening of her **** they became covered in her juices. I had no problem sliding 3 fingers deep inside of her and than started finger ******* her. As she got more turned on her ***** got wetter and wetter and as my fingers slid in and out of her they stared making squishing sound. She pulled off of my **** and than moved up right beside me and in a very quiet whisper told me that we were going to make too much noise and he son would wake up. She than told me to come with her as she grabbed my hand and pulled me out of bed and upstairs with her. She led me to her bedroom and pulled me onto the bed on top of her. Our hands and mouths were all over each other and I reached under her night gown and began feeling her ****. She sat up and pulled the night gown off of her and was completely naked. I sat up and admired her naked body. She was a big lady and had large breasts and I was unbelievably turned on. She reached down between my legs once again and asked if I'd like to **** her. She pulled me back down on top of her, guiding my **** directly into her soaking wet *****. As my **** slid into her she removed her hands and began rubbing her **** as I started ******* her. Our naked bodies pressed together and her big breast were almost right in my face. I began rubbing them all over with my hand and brought them one at a time to my mouth and began sucking on her large nipples. This was all too much for me and without even thinking to warn her I started filling her with my *** but I just kept ******* her as my *** shot inside of her. All I could think abut was giving her as much pleasure as possible. Sucking on her **** was making her moan a little louder so I continued and pinched the nipple that I wasn't sucking. She was really getting worked up now and was ramming her ***** against my ****. She reached behind me and grabbed my *** and pulled me hard against her sending my **** deep inside of her. She kept doing this and her fingers went deeper and deeper into the crack of my ***.

My friends *** was still inside me and some had even leaked out and as his mom pulled me agasint her her fingers got covered by this ***. Suddenly she stopped what she was doing and pressed a finger against my *** hole sliding easily into my ***-lubed hole. Her finger squished as it slide inside of me and I knew that she had just discovered that her son had ****** me. I was scared shitless on what trouble I though we were in. My friends mom pulled her finger out of me and than brought the *** covered finger to her nose and sniffed it. She than stuck out her tongue and licked it a little bit and than she looked me right in the eyes. I had stopped ******* her by now but my **** was still burried inside of her as I waited for her to start yelling at me.

"Is that ***?" She asked, although I knew she knew that it was.

I broke eye contact and looked down away from her and answered "Yes".

"Did my son **** you?" She asked.

I didn't want to answer and rat out my friend, but I didnt' want to lie and get myself in bigger trouble so I quietly whispered another Yes.

Than the questions started pouring out of her more freely. Did I **** him?, How long had we been doing this?, Did we fool around with any other of our friends?, and than asked what else we had done besides ****?

It was embarrasing as hell but I answered her as truthfully as possible and as I answered her tone seemed to change and she became more relaxed. My **** was still inside her and as I answered her questions I felt her hips slowly start to grind against my ****. She than told me not to worry about it and she was not going to tell my parents anything and it would be our little secret. And than told me that she figured it was normal for two growing boys to find out about each others bodies. Hearing her say this completely relaxed me and I opened up even more to her questions. I think my answers were turning both of us on

By the time she told me to tell her all about mine and her sons night tonight I had a steady rhythm of ******* her again and she had reached back around behind me and slid 2 fingers into me and was ******* my *** with her fingers. Hearing about how me and her son had skinny dipped and than me sucking him off on the pool deck really seemed to town her on. As I described her son ******* right in my mouth she let out a load moan and pulled me deep into her. I felt her ***** squeeze around my hard **** and her juices gushed around my shaft as her ****** exploded inside of her.

After a couple seconds she started grinding her hips agasint me again so I continued ******* her. Instead of asking me questions, now she started telling me how much she wanted to watch me suck off some of my friends and how she would love to see a nice young **** filling my mouth with ***. I told her that I would love that and that I liked sucking **** and this really turned her on and she told me she loved it too. With that she pulled me out of her ***** and told me she wanted to suck me off. With her hand still on my *** cheeks she guided me up along her body so I was stradling her shoulders with my **** right in her face.. She rubbed her face all over my **** and than opened my mouth and gobbled my **** into her. She moaned how she loved sucking **** right before wrapping her lips around my hard shaft and ******* her mouth onto my ****. Looking down I had a clear view of my **** sliding in and out of her eager mouth as she moaned and slurped on my hard shaft. She took a hand off my *** and moved it between her legs and started frantically fingering her ***** as she blew me. I reached around behind me and started playing with her ***** as well. She pulled her fingers from her **** and I slide 4 fingers inside of her and began finger ******* her like crazy while she rubbed her own **** with her hand.

She would take her mouth off my **** for split seconds to tell me she loved sucking my **** and she wanted me to *** in her mouth before gobbling up my **** once again. Suddenly I couldn't take anymore and didnt' even warn her as I started to ***. When she felt my *** hit the back of her mouth she slide the entire length into her mouth and held it there as spurt after spurt filled her. She swallowed all of my *** as she continued going while on her ****. I was just finishing ******* when her ***** wrapped tightly arond my fingers and *** started spraying out of her *****. I coudn't believe how much *** was spraying out of her. After what seemed like a minute but was probably more like 10 seconds she stopped cuming and went completly limp on the bed letting my **** slip from her mouth. We were both panting hard and covered in sweat. We laid like that for a couple minutes and was about to fall asleep when she told me that I had better get back downstarirs so her son wouldn't find me in her bed, naked together. As I was getting up she asked if I'd like to take a shower with her and I agreed. As we showered we washed each others bodies but didn't do anything else sexual. As I headed downstairs she told me that maybe we could do that again sometime and that she would love to watch me suck off some of my friends.
born2suckcoc born2suckcoc
36-40, M
22 Responses Mar 5, 2011

Dude, you are so slick.

Wow, you got the son and the mom,
Honestly, which one did you enjoy better?

very hot! I loved it! :)

I REALLY did *** several times to this story, loved it.

I cummed

Great story.I wish I could of been there dressed in only nylons and heels.I would of ****** both you and his mom in the *** while you enjoyed each other.<br />
Great erotica.<br />
Love you<br />
Louise CD<br />

Soo ******* hot, I came twice xx

Wow, hott story

Damn it boy, wow hot story thanks.

Very hot story! Thanks for sharing.

very nice story! thanks!

very nice story! thanks!


omg dude im cuming all over the bed i licked my friends mom and im bi aand did you ever **** her again

Ive *** all over myself.... hot

she is veynhot do u still **** i wish i was u i would **** her daily

stupid one

very dramatic story...!!! very very wishful thining....1111

very erotic

good story

God, I was mesmorized! You kept my attention through the whole story! Some special kind of woman! Thank you, thank you!