It Was the First Time He Ever Thought of His Best Friend’s Mom That Way

If you ever get the opportunity to do an older lady, take my advice and jump on it! It totally changed my life.

My first experience was with my best friend’s mom, Noreen. I still have difficulty believing it actually came to be, but I am so glad I went with my instincts and nailed that hot piece of ass! She is amazing. Yes, is. I still stick it to her when I’m back in town on break.

Josh, her son, has been my best friend since first grade. We did everything together—went to the same schools, went out for the same sports, were on the same teams, right up until college. Then he went east and I went west, but we’ve always stayed in touch.

My first time with Noreen happened totally by accident. It was the night before Josh was to leave for college. A bunch of us took him out to a club for a surprise party and he got wasted. I was tipsy, but once I saw how far gone he was, I stopped drinking so I could look out for him. He gets his beer balls on when he drinks and sometimes gets a little out of hand. Luckily, this wasn’t the case that particular night—he was just sloshed. So I wanted to get him home.

Our friend Rick drove us to Josh’s house and helped me get him to the door. I fished his keys out of his pocket, but as I was about to put the key in the top lock, his mother opened the door. Noreen was waiting up, the way moms do when they’re concerned for their kids. I apologized for Josh’s appearance, and she just grabbed his other arm and helped pull him in. I was happy for the help, since he was like deadweight!

Noreen said it wasn’t my fault, that she was expecting this. Once we got Josh in his bed, she said I was welcome to crash at their place if I wanted. That was an invitation I was happy to accept, because I was wiped from partying and babysitting Josh. I thanked her and went to the bathroom. When I came out, she was turning down the bed in the guest room. She looked really sexy.

I had never, ever looked at Noreen in any other way than as Josh’s mom, but seeing her bent over the bed in her nightgown like that had my dick rising to the occasion. Not wanting her to see me this way, not to mention a little bit shocked myself as to where the hell those feelings came from, I told her I was going to the kitchen to get a drink and asked if I could get her anything.

She politely said no and continued to fluff the pillows. She wished me good night and said she would see me in the morning.

Josh’s father had left them a few years before. He was a real scumbag, running around with skanks behind Noreen’s back. Josh caught him one time and punched him in the face. His dad came clean, and after that he packed his shit and left. To this day Josh hasn’t seen his dad again, and as far as he’s concerned, he’s dead.

But I knew that Noreen had seen him around town with one bimbo or another. I once heard my mom talking to her on the phone. She gradually got over it, but in the beginning it was really hard for her. I remember my mom a lot of times talking with her on the phone late into the night, trying to make her feel better.

As I got my drink, I kept replaying what I’d just seen and my totally unexpected reaction. I mean, I’d known this woman all my life, and never once had I seen her in a sexual way, not even when you’d think I would have—as I entered the wonderful world of puberty! After all, I reminded myself, Noreen is a very pretty woman with a very fine body. Maybe not like the models I saw in Penthouse Letters, but a really fine-looking woman.

With that thought I went into the living room and put on the TV. I just wanted to hang out and rethink the night’s events and images. Especially the image of Noreen’s fine round ass bent over the bed in which I was going to sleep! With that image in my mind, my cock began to grow. Since I assumed she was in bed, having already said good night, I figured what the hell—I would let my thoughts and hands run amok. I pulled my pants and briefs down and began slowly stroking my shaft while imagining what it would be like to have Noreen riding my dick.

I was really getting into it! I imagined her gorgeous tits right in front of my mouth as she bounced and ground on my cock—which was pulsing in my hand! It felt so damn good!

I stretched my legs out in front of me to get more comfortable. This was one of the best jerk-off sessions I could remember, and I wanted it to last. Again I slid my hand slowly up and down my shaft, thinking of Noreen. I pictured her bouncing slowly up and down on my lap, then taking a real pounding from my raging cock, moaning and groaning and digging her nails into my arms while I helped steady her as she rode me into sexual bliss.

I was just about there when I heard a gasp. I kept my eyes closed and prayed that the gasp was in my mind. I opened my eyes slowly, and lo and behold, there stood Josh’s mother! Looking like a deer caught in headlights, staring at me on her couch with my pants down, dick in hand.

Oh shit! What the fuck was I supposed to do now? There was my best friend’s mother watching me with my cock out, stroking myself like a horny monkey! I was mortified. I kept trying to think of something to do and kept coming up empty. It seemed like hours before either of us said or did anything. It was like everything just stopped.

Suddenly Noreen went in the kitchen. I shot up quickly and pulled my pants up, then paced. Maybe I should go up to bed and sneak out first thing in the morning before anyone else gets up? I would be leaving for school in a month, and with Josh about to leave, I didn’t need to come over again.

Or maybe I should go apologize? I could see the scene: “Gee, Noreen, I’m so sorry you saw me whacking my cock on your couch. I promise I didn’t make a mess.” Yeah, right!

I wanted to crawl under something and die. But I decided to be a man and take what I had coming. I braced myself and walked into the kitchen.

Noreen was puttering around—I think trying to do anything so as not to have to look at me or deal with what had just happened. I started stammering an apology, but she stopped me and said it was okay and that I didn’t need to say anything. I felt like I had to, though. Still, what I said shocked even me.

“I was thinking about you when I was doing it.”

What the fuck did I just say? Dude, she said it’s okay, no worries. Then you tell her you were thinking about her while jerking off! The night was turning really ugly, and I didn’t know how to get out of my own way! I think I saw shock on Noreen’s face, and why not? Her son’s best friend just told her he was thinking of her while jerking off on her couch!

Noreen turned away and said, “You’re just saying that.” I assured her that it was true, and told her about seeing her in the bedroom before, and how even I didn’t understand what I was feeling, just that it was what I was feeling.

And then I was on autopilot. I walked over to her and put my arms around her waist. I felt her tense up and start to pull away. I asked her not to go. She stopped. Then something just told me to go for it. So I did! I turned her to face me and kissed her fast and hard. She was hesitant at first, and then sought out my tongue as well. What a hot kiss! We pulled away for a second, looked in each other’s eyes, then embraced and walked and groped our way to the couch—yes, the scene of the crime!

Noreen stopped me again and said I didn’t really want her. She said I was drunk. As I grabbed for the sash of her nightie, I assured her that that wasn’t true. I was sober and clearheaded and knew that I wanted her, bad! I pushed aside the material of her nightie and saw an awesome pair of tits, with the nipples standing at attention, which was all the invitation I needed. I dived in, sucking and flicking with my tongue and pinching and teasing with my hands. With each touch she moaned and breathed heavier.

Suddenly Noreen stopped me. “What were you thinking about before when I walked in on you?” she said.

I replied, “I can show you better than tell you.”

“Okay,” she said. “Are you sure you want to do this?”

“Noreen,” I said, “I’ve never been surer of anything in my life. You’re so fucking hot. My dick’s never been harder for any woman.”

“My, that’s quite a compliment,” she said. “Andy, show me what you were thinking when you had your big dick out and were stroking it.”

Hearing her talk like that sent my boner into overdrive. I had to see her pussy first, though. I wanted to look at her cunt before I filled it with my dick. I stood her up in front of me and removed the nightie. And there was her pussy! Wow! It was shaved—I wasn’t expecting that at all—and beautiful! I leaned in and smelled her sex. She gasped as she felt my nose so close to her clit. I reached out and touched her lips. She grabbed my shoulders for support and said, “It’s been so long since I’ve been touched.”

“Well, then,” I said, “let’s fix that.”

I pulled her to the couch, laid her down on her back, and brought her legs up, then wasted no time swooping down to eat her pussy. She tasted amazing! I feasted on her like I hadn’t eaten in weeks. As she gyrated her hips in my face, she grabbed at my head and amid her panting pleaded with me not to stop. I kept going till I felt her tense up and lock my head between her legs as she convulsed in orgasm.

Not wanting to lose momentum, I sat on the couch, took hold of her wrist, and told her that now she would see what I was thinking about when she walked in on me. Her eyes were glassy, and she had a crooked smile that to me made her even more beautiful. I swung one of her legs over mine, and knowing where this was going, she positioned herself over the head of my cock. As she spread her lips with her finger, she commented about the size of my tool. Suddenly I felt a warmth wrap around my rod that was silky, or maybe buttery, and nasty. She was unbelievably tight.

We started out slowly but soon picked up the pace. She threw her head back and humped my crotch, her hips going up and down and side to side. Then she did a swivel maneuver, rotating her hips like she was working a hula hoop. It was unbefuckinglievable! My cock churned with impending orgasm, and she, too, was lost in her humping.

As she thrashed around, humping me like crazy, she grabbed my arms for support. I couldn’t take it much longer and told her I was about to blow. She said she wanted me to shoot down her throat, and who was I to argue? The thought of her blowing me after I pumped my cock in her pussy was too much! I pulled her off of my dick, and she knelt in front of me. I stroked my pole from base to tip like a madman. As I did this, she massaged my balls, and that was all she wrote! She got her mouth on me just in time for the eruption.

It was bliss! My balls emptied their juice, and she swallowed it all while continuing to stroke me. Sweet Lord, I have never, ever had a better experience! My body was feeling things I can’t even put into words.

When I was done, I collapsed on the couch, breathing like I just ran a marathon and feeling like my heart was going to come out of my chest. Noreen crawled up next to me. Her hair was a beautiful mess. She looked really hot. We talked about what just happened. Neither of us was regretful. It was something we both enjoyed and wanted to do more.

I went away to school, but as I said, when I come back, we get busy. Noreen knows I’m seeing girls at school, but she also knows she’s special to me. She says I’ve opened up a whole new world for her, and I feel the same way about her.

—A.J., Springfield, Missouri