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Introduction:

This is my 3rd attempt at publishing this story, Thank you to Balloonanimal for her much valued advice on how to fix the formatting problems - enjoy.
This is my first ever story. Thus, I am no professional at this. However, I intend to write a hot story that is as good as the best. Unlike the majority of stories on here however, this one is actually true and happened to me when I was 19 years old in the 1990s - enjoy.



My name is Arthur and my best mate, back then, was Mike. We met in the early years of high school and became best friends. Often, we would have sleep-overs at each other's house. Our friendship continued after leaving school at 16, and we got jobs working in the same factory.

Every Friday, from age 18 on, we would 'clock off' from the factory and get ready to hit the town's nightlife. (In the UK, back then, you had to be 18 to go to night clubs and bars.) Payday was like Christmas every week for us young men still living with our parents. Neither of us were tied down in a relationship, so we would prowl for pussy in the nightclubs, seeking the young ladies out prowling for cock. Like human fishing, really, both genders just going out to 'get laid'. (But, deep down, really, to find a partner to settle down with, which is just what Mike did when he was 20)

On one such Friday, when I was 19, I turned up, as usual, at Mike's house in the early evening. His mum answered the door and greeted me with her usual, "Hi Arthur. Come in, Mike's in his room. How's your mum?"


Now, let me describe Mike's mum. Her name is Elizabeth, but she's known as Liz. Liz is a bespectacled 43 year old lady who worked full time as a cleaner and had been divorced from Mike's dad for some years. She was a little on the plump side, especially her tits, ass, and thighs. Her tits, I'd guess were around an E cup. Her big round ass looked divine when she wore tight jeans or leggings. As I would later discover, she had a little bit of sagging in her breasts, but not much really, not more than you would expect from the average lady of her age - In fact, I'd say she was in better shape than most her age. She was around 5"7 with mousey brown hair that was going grey and always had her hair up in a ponytail.

She never wore make-up and always dressed in plain, unflattering clothes that did not show her figure except for the tight jeans and leggings she wore on occasion. Her eyes were beautiful and wide, her face was pretty although she did have a few light wrinkles around her mouth. She, also, had big teeth that tended to overlap her bottom lip when she closed her mouth. People used to joke, calling her "Fredrica Mercury" because of her big teeth. On this particular day, she wore leggings and a thick woolly jumper (or sweater as it's more commonly known to US readers) that was long and covered her ass, much to my disappointment. (Well, it was winter, after all.) Under her jumper, she had on a white polo shirt with the collars of the polo shirt folded over the neck of her jumper.

Apart from my reaction to the occasional view of her ass, I never thought of her in a sexual way, whatsoever. She was more like a mother figure, she treated me like I was Mike's brother, cooked for me, and let me sleep over almost every weekend.

Later that evening, Mike and I were in one of the busiest bars in town, chatting away, when he suddenly said, "Hey, I know someone who fancies you," as he winked at me.

"Who?" I demanded. "Ahh, not telling." he said, annoyingly, with a cheesy grin on his face.

Mike was my best mate, but he was a damn prick sometimes.

Later, after the consumption of a 'behaviour-altering' amount of alcohol, Mike said, laughing, "My mum said she fancies you, even your ginger hair, she said her heart thumps whenever you come round to our house."

"Jeeesus, Mike!" I quipped. "You're fucking kidding me."

"Nope. We had a heart to heart discussion last night, though usually she never discusses anything like that with me. To be honest, mate, I think she only told me because she secretly wants me to tell you, you know how shy and proper my mum is. She would never tell you how she truly felt."

"Cool, I'm gonna fuck her brains out tonight." I jokingly said.

"Fuck off, Arthur, don't even joke about shit like that!"

"Relax man, I'm kidding, I wouldn't dare, I have never thought of your mum in that way," I assured him.

The night turned out to be unsuccessful, yet again, in terms of trying to get laid out on the town. We got back to Mike's house sometime after midnight and sat on his sofa with a coffee and a cigarette, chilling out before he headed to his room and me to the spare room.

Mike whispered "Hey, not a word to my mum about what I told you."

"No worries, dude," I said, "I'm still shocked as hell about it."

Mike spotted a video cassette next to the VCR with the words 'Liz's tape DO NOT TOUCH!' written on it.

"I bet that's a porno," I joked.

There's no way a plain lady like Liz, who shows very little interest in sex or men, and is so sweet and mild mannered would ever own such a thing. Surely not!

"Let's put it on," I said.

"Fuck me, Arthur, you do say some dumb-ass things, the tape says 'do not touch' on it, of course I'm gonna fucking put it on," said Mike.

What we saw shocked me, it was a porno. It shocked me because it belonged to Mike's mum, the last person I would think would own it.

On the screen was a young man in his 20s with a hot, mature, big-titted 'milf.' The guy was tit-fucking her as she held her melons together, then he grabbed her hair, holding her head in place, and started fucking her mouth vigorously. The guy took his cock out of her mouth, pulled the sexy milf's hair back, and spat in her face and mouth before continuing with the face fucking.

At that point we heard creaking on the stairs, we panicked and Mike immediately ejected the cassette and threw it under the sofa. It was Liz coming down the stairs. She just wanted to go to the kitchen to make herself a cup of tea before retiring back to her room.

"Night, night, Mum," Mike shouted, from the lounge, as Liz was making her way back upstairs.

"Night, night, Michael. Night, night, Arthur, and you're very welcome to stay over tonight, love," she shouted.

" Thanks, Mrs C," I shouted back.

"I'm getting off to bed now, mate, promise not a word to anyone about the video." said Mike.

"Don't worry, dude, it's just between us," I reassured.

"Night, mate" said Mike, before darting upstairs to his room.

Before retiring to the spare room, I would need to use the bathroom to relieve a bladder full of beer and coffee. After sipping the rest of my sobering coffee for a few minutes, I headed upstairs to the bathroom. I opened the bathroom door and there she was. Mike's mum sat on the toilet with her leggings and a pair of sexy, pink satin panties around her ankles.

We both froze, it was only a few seconds, but it seemed so much longer.

Then she cried, "Oh, Arth...."

"Shit! I'm sorry, Liz," I abruptly interrupted.

I closed the door and shot to the spare room with a feeling of complete embarrassment but, also, arousal from the sight of her thighs and those sexy pink satin panties. It puzzled me why she would wear those panties, though. I mean, they looked so sexy and she usually dressed so plain and conservative. They seemed so uncharacteristic of her, but, then again, that porno....

Liz had surprised me like hell that night. Nobody who knew her would ever think Liz was sexually active or could harbor such strong sexual desires. I thought to myself, "Who are the sexy panties for? I mean, what's the point in Liz wearing them, if no one is going to see her in them? I guess it's just for her own satisfaction."

A few minutes later, I heard her coming out of the bathroom and returning to her room. I, then, went to the bathroom to relieve myself. After I did my business, I spotted something in the laundry basket as I was washing my hands. It was those sexy pink satin panties that she'd had on. "Why would she remove them in here and put them in the basket without changing any of her other clothes," I thought. But, I was too aroused to care. I just wanted to grab the panties and wank myself off. Between the fact that I knew she fancied me and that she probably wanted to fuck me, the porno that made me realize how sexually driven she was, and the thought of seeing her big round juicy ass in these panties, Liz had gotten me so fucking horny. I snatched them from the top of the basket and put them in my face, rubbing them over my nose and mouth, tasting and inhaling her scent. The crotch was a little stained from pussy juice and felt moist. I took out my cock and went to lock the door. 'Oh, fuck! Not now, please,' I thought, as I saw the lock to the bathroom door was broken. So, I took a chance and took the panties to the spare room with me, thinking I would only need them for a few minutes before returning them. I thought, 'There's no way Liz would notice, she wouldn't return to the bathroom after being in there just a few minutes ago.'

In the spare room, I stripped naked in what seemed to me to be about 2 seconds flat, and dove into bed. With one hand I held the panty crotch over my nose and mouth and with the other began pumping away on my raging hard-on. Liz had gotten me so fucking hot. Up until just earlier that day, I had never thought of Liz as a 'mother I would like to fuck.' But now that was all that was on my mind. I began fantasizing about fucking her doggy style with these sexy panties over her big juicy round ass and coming all over them. I thought about that hot scene from her porno, fantasizing that I was face-fucking her like that couple in the scene and I would cum all in her face and mouth. I fantasized that she spread her buttocks and lowered that plump, shapely ass over my face while she scraped her big teeth and lips over my cock.

Wow, this was sending me over the edge. In my mind, I was in another dimension, but in reality, I was in my best friend's house, with his mum's pussy-stained sexy panties in my face with my eyes closed, wanking myself off over fantasies of her.

Suddenly, "Having fun," said a female voice from inside the room.

That slapped me out of my fantasy world and brought me crashing to reality like a plane nose-diving into the ocean. Overwhelmed with embarrassment, I looked over to see Liz with a big toothy grin on her face. She was wearing what she'd had on all day: leggings, polo shirt, and jumper. Except, I knew, minus her panties. You know, the ones that were covering the bottom half of my face! For a few seconds, I was frozen, then it suddenly dawned on me that Liz had set the whole thing up, it all made sense! Mike was correct, she did confess her feelings about me to him because she did want me to know about it. The porno had been left there intentionally, knowing damn well that the words 'Do Not Touch' would only encourage me to watch it! She wanted me to know that she was into it and hoped watching it would get me feeling horny. The panties were bought for me, too! She left them on the washing basket like bait, hoping I would bite, knowing I would be using that bathroom some time that night. She, intentionally, broke the lock on the bathroom door so she could catch me in the act if I decided to wank with her panties in the bathroom. Liz had been to the bathroom to see if I had taken the bait. She saw her panties were missing from the washing basket and that led her here to my room! Her elaborate trap worked, I was so fucking hot for Liz, I wanted nothing more than to engage in an intense fuck session with her.

"Ooh, let's see what we have under here," she said, as she came over to the bed. In one swift motion, she peeled back the cover to see my naked body with my hand wrapped around my cock. I jumped out of bed and covered my rock hard cock with a pillow. "Don't be shy, Arthur," said Liz, as she walked over to me and planted her lips on mine, pulling the pillow out of my hands. After a few seconds of lip-locking, I broke off the kiss and said, "No, Liz, this is wrong."

"No, Arthur, it's right, it's so right," whispered Liz. Again, we locked lips and this time she started stroking my cock while swirling her tongue in my mouth.

"Wait," I said, breaking the kiss again. "You're my best mate's mum, and you're not that type, Liz. You're a nice lady."

"I have needs, just like any other woman, you know," she said. "I've wanted this for so long. You make me feel so hot, Arthur." Our noses were almost touching as she began, again, to stroke my cock and speak to me. "Do you know how much it breaks my heart, knowing you are sleeping around with them young tarts you pick up in the night clubs? My heart aches with jealousy, I wish I was one of them. Why waste your time and money going out with those stupid bimbos when you can have me, here, anytime you want. I'm all yours, Arthur."

Our lips locked as we tongued each other's mouths and she stroked my cock. I put my hands down the back of her leggings and squeezed those chubby buttocks, causing Liz to let out a groan into my mouth. Then, I moved my hand down the front of her leggings and started fingering her sopping wet pussy, causing her to start breathing heavily. We broke the kiss. As we were masturbating each other, our eyes were locked to each other's, with our faces just inches apart.

Liz, then, whispered, "I know you've been bringing girls back here and fucking them on the bed in this very room. I have been listening to you fuck them senseless with my ear against my bedroom wall and my dildo in my pussy, wishing it was me in here with you, and you were treating me like you treat them. Do you want me, Arthur?"
"Yes Liz, more than anything."

Liz quickened her pace wanking my cock. "Tell me how much you want me. Tell me what you're going to do to me."

I smiled and said, "You set this all up didn't you, Liz? To make me want you. Well, it's worked big time. Telling Mike you fancied me, leaving the video tape next to the VCR, these sexy pink panties, the broken lock on the bathroom door."

"Clever boy," she said, with a sly grin.

" I want you more than I've ever wanted any woman in my life, Liz. I'm going to fuck you like crazy, I'm going to treat you like that woman in the porno. Kneel down and suck my cock. Now, Liz!"

And that's just what she did. She looked up at me as she took the tip of my cock in her mouth. I felt her top teeth scraping above and her tongue massaging below. It was heaven, it was only by incredible will power that I managed to keep from cumming in her mouth, there and then! Then, she went deeper and sucked harder. She grabbed my hand and put it on her ponytail, I took this as an indication that she wanted me to fuck her mouth. With a tight grip on her ponytail, I held her head still and began fucking her mouth. After a few minutes, with my cock and her face full of her saliva, I was ready to cum but it was too soon.I needed to pause and change tactics, to try and last longer before cumming.

"Take your leggings off and go get your dildo. I want you to fuck yourself as I titty-fuck you," I demanded. The naturally submissive milf did just that.

Within seconds she was squatting in front of me, naked from the waist down, with her jumper and polo shirt raised up over her magnificent big tits. She had on a pink bra that matched her panties, her tits were already exposed and out of their bra cups. Her nipples were brown, big and pointy.

"Wait, I want you to suck your tits for me." I commanded.

Looking up at me, without hesitation the lusty milf did just that, biting them, sucking them, and making her nipples even more pointy. I watched her blissfully for a moment as I wanked my cock. I couldn't resist, I bent down and groped her melons. I sucked on those huge nipples and had Liz groaning. I put a nipple to her mouth then kissed her with her tit between our lips. Then I held her tits together and started slowly fucking them. She inserted her dildo into her pussy. She was soaking wet and as the dildo was going in and out, her pussy made an audible squishing sound. Liz bent toward me and took the end of my cock in her mouth sucked and licked the end of my cock each time it passed through the top of her cleavage. After a few minutes of this, as I gained momentum and speed, her glasses fell off onto the floor. I, then, slowed down my pace and spat a long glob of saliva into her cleavage and onto my cock.

"Yes, please," said Liz, as she turned to look up at me and opened her mouth and stuck out her tongue. She was dildo'ing herself ferociously, pussy juice splashing out of her sopping wet pussy."Wow, you really are kinky, aren't you?" I said. "OK, here it comes." I spat on her face and the first glob landed on her right cheek, the second one landed directly onto her tongue, and the third one landed on the tip of her nose then slid down into her mouth. As the third glob of spit landed, Liz had an intense orgasm rip through her. "Aaaaaawww… YES! FUCK! – Aaaaaghh, oh my god, Arthur. I'm cumming!" She screamed and cum squirted all over her dildo and on to the floor. She was loud and I knew that Mike would have been able to hear it. The sight of Mike's mum having that orgasm in front of me pushed me over the edge.

"Open your fucking mouth!" I demanded. I fucked her mouth for just a few thrusts before I shot rope after rope of cum down her throat. She kept the tip of my cock in her mouth and looked up at me as she swallowed my whole load.

"Sorry, I didn't mean to speak to you like that, Liz," I said, filled with shame.

"I love it when you talk to me that way, I'm all yours, baby," said Liz, "I'm just going to get cleaned up. Be right back, darling..."

I went to lay in bed, shivering from sexual excitement. A few minutes later, Liz came back in the room, this time with her hair down and wearing a bath robe.

"Up you get," she said.

I climbed out of bed and Liz walked over to the end of the bed and took off her robe. Liz was wearing nothing but those sexy pink satin panties. She turned around, bent over, arched her back, and while looking back at me, she moved the crotch of the panties over to one side with one hand and slapped one of her meaty buttocks with her other hand. Wow, what an invite!

My cock was ready for action again. I got behind her, but instead of penetrating her, I decided to tease and put my cock inside the panties and along the crack of her ass.

"Ooh, that's lovely," said Liz, as she rubbed her clit. I did this for a few minutes, then couldn't resist any longer. I stuck my cock right into her pussy and slapped her ass.

"You fucking, dirty milf slut!" I said uncontrollably. I began pounding her hard and fast, her panties were so sexy over her chubby ass. Her tits were bouncing like hell until I grabbed them from behind and pulled on her nipples hard.

"Ow!" screamed Liz.

"You fucking love it don't you? " I said.

"Yes," Liz agreed. "Do it again."

I got so close to cumming, I had to pull out, and said, "I want you to ride me now, Liz."

I lay down on the bed and Liz climbed on me and lowered her sopping wet pussy over my cock and began to ride me ever so slowly. We kissed passionately, breathed heavily into each other's faces and talked dirty to each other. After some build up of power and pace and with our lips clamped together, Liz had her second orgasm of the night. My orgasm began to build also while this sexy milf rode me. I broke the kiss and said, "Fucking hell, Liz, this is the best fuck ever! I'm so sorry I'm not going to "I'm about to cum,too" Liz climbed off me and immediately got on her knees on the floor and begged, "My mouth, please." I leaned over her and shot directly into her mouth, then, pulling back, I aimed for her face and hair. I wanted to cover this big-toothed milf's face as much as I could with my cum.

"Wow!" I sighed.

"I'm not done yet," grinned Liz, as she lay back on the bed. "Sit on my face," she said, "I want to lick your ass, it's a fetish of mine. Please, Arthur."

So, I spread my ass cheeks and lowered myself over Liz's face. My cock was facing her huge mounds. "Fuck my face with your ass," she said. I enthusiastically obliged. She was dildo'ing her pussy hard and fast and moaned into my ass as her tongue was working my puckered hole. I began grinding my ass over her face, hard, and wanking my cock, and with this Liz reached her third orgasm of the night. This got me so hot, I came, again, too, all over her tits.

That was the last of our workout for the night. Exhausted, after Liz cleaned the cum off her, we kissed and cuddled for the rest of the night.


To be continued...

Comments welcome.
7 comments

anonymous readerReport

2012-12-21 02:37:28
Allyson - I LOVE the one of Michael's expression while Shona is sntirag directly into the camera. That's a look of pure love on his face right there. She did an AMAZING job at capturing all the special moments of their day! Excellent photographer.

anonymous readerReport

2012-11-27 21:47:13
the story is pretty good. i would add some more description, use more touchy feely words, describing the sensations and what not. for those readers such as myself that can feel and imagine feelings as we read them, it can really help bring the story up to a whole new level. great story though. nice length, no excessive, bullshit content that's irrelevant. you kept it simple and to the point without rushing it. well done!

anonymous readerReport

2012-11-21 13:57:43
Any 13-15 year old girls text me at (772) 360-1896

bobertconReport

2012-11-21 09:32:07
good story waiting for part 2

anonymous readerReport

2012-11-21 07:56:18
fuck this is the best story i ever read can just finish the other parts

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