My New Friend’s Mom

MY NEW FRIEND'S MOM - PART 2

CHAPTER 1

My friend Goose's mom had taught me all about how to kiss, fondle, caress, and seduce a girl. I had never had a girlfriend and knew nothing about how to do anything with a girl. When she found this out she took it upon herself to instruct me. She said it was because she used to be a teacher and always enjoyed it and missed it. Not a sex teacher, just a regular teacher. I learned later that there were other reasons also. Her name is Grace. She taught me to kiss, to take it slow, to softly caress, and to not try to push it if the girl balks. She had said that she couldn't let me fuck her, but we ended up doing it anyway. I guess she got really excited in what we were doing and lost control of herself and we fucked. I met and started dating Teresa and used what Grace taught me but never got beyond second base with her before I had to leave for school.This was all in the first part of this story.

I left for school a couple of days after Grace and I fucked. Teresa and I both said we'd like to continue our relationship and we stayed in touch by phone and texts while I was at school. But I met a lot of girls at school and was more confident now thanks to Grace and dated a couple of them. And had sex with 2 of them by doing what Grace had taught me. Something that I thought would never happen until after meeting her.

CHAPTER 2

I came home for Thanksgiving for a week. I saw a few of my old friends and reconnected with Teresa. She told me she had been on a few dates with other guys but had not slept with them and it was nothing serious. I told her I had done the same. I left out the part about having had sex with 2 of them.

We were at her folks' house Friday night. They were at a party at a friend's house. Teresa had on a red pullover sweater with a white blouse underneath, and a pair of jeans. We were watching a movie and eating pizza. After eating we rinsed our dishes, cleaned up, and resumed the movie. It was actually pretty boring and we started making out.

We were sitting on the couch kissing. I had my hand in her blonde hair, which had grown some since I last saw her. This makes me realize that I never described Teresa. She is 20. About 5 ft. 6. Weighs around 100 lbs. She's a little on the thin side but not unattractively so. She's well proportioned and looks good. Nice ass, long pretty legs, smallish breasts. Darkish colored blonde hair and hazel eyes. All in all, very attractive.

So. Here we were on the couch kissing. I pulled up my memory of what Grace had taught me. I kissed her lips tenderly for a few minutes, then started planting kisses all over her face and neck. I stroked her hair and nibbled her ear. She tilted her head and I kissed her neck, careful not to leave a hickey. I dropped my hand from her head to her back and rubbed up and down. I told her she smelled really nice and how pretty she looked. I slid my hand up under her sweater in the back and felt her blouse. It was tucked into her jeans. I started lifting her sweater and she raised her arms to allow me to get it over her head.

We started kissing again and I rubbed her back for a brief moment then up and down her bare arms. I nuzzled my lips against her neck and she tilted her head again. As I kissed her neck she ran her fingers through my hair and I brought a hand up to her breasts. I heard her sigh when I started lightly rubbing her breast through her shirt. I gave a little attention to the other one and locked my lips to hers once again.

I brought both of my hands up and started unbuttoning her blouse. Her tongue came out and started wrestling with mine. When I got the buttons undone down to her waist I brought a hand up to cup and squeeze one of her tits. She sighed and kissed me harder. I fondled her tits through her bra for a minute or so then pulled back from kissing her and started pushing her blouse down her arms. She pulled her arms out and let the blouse fall to her waist. I said, "Wow! Teresa, you are really, really beautiful."

She blushed and said, "Thank you. Sorry my breasts are so small."

I looked at her tits encased in a frilly, lacy, very sexy, light blue bra. "No. They're perfect. Just like you." I reached out and touched them with my finger tips.

"Thank you." I kissed her again and continued to feel her tits. After squeezing and rubbing them for a minute I reached around to the clasp on the back of her bra. It came undone very easily and I slid it down her arms. Her tits WERE small but on her small frame they were the perfect size. I fondled and caressed them while kissing her and felt her nipples harden. I tweaked them with my fingers and she moaned and pushed her chest towards my hands. I leaned over and kissed them each in turn. I kissed all over them and she held my head in her hands. I took a nipple between my lips and sucked on it. She sighed and held my head tighter against her chest. I switched and sucked on the other one.

When I raised up to kiss her again she started undoing the buttons of my shirt. I watched her pretty face as she undid them and pushed my shirt back off my shoulders. I finished removing it and pulled her against me to feel her bare breasts against my bare chest. We kissed and ran our hands all over each other's torso. I eased her back onto her back on the couch and continued kissing her. I slid a hand to the button of her jeans. With a little difficulty I got it undone one-handed. I slid her zipper down and slid my hand inside and felt her silky panties. She squirmed around and moaned. She reached down and found my hard cock, which was getting uncomfortable in my jeans. She squeezed it and rubbed it through my pants while I felt her pussy through her panties.

I raised up from kissing her and got on my knees straddling her legs. I pulled her jeans downward and stood up to finish removing them. They were tight and I had to work at getting them off, but it was well worth it. When I pulled them over her feet after removing her sneakers I looked at her laying there in a pair of light blue panties and nothing else. This was the first time I had ever gotten this far with her and I knew I was about to go all the way with her.

I reached for her panties and she stopped me. "Wait. Before we go any further I want you to know. I have done it before. But only once. And it was quick and with a boy I hardly knew. It hurt a lot and I'm a little scared. And I don't really know what to do." She was embarrassed by this and was red faced.

"It's okay. I'll go slow and be gentle. Just tell me if you want to stop. It won't hurt this time. I promise. That's only the first time. It'll just be pleasure this time. No pain. I'm not all that experienced either. We'll learn together. Okay?"

She nodded her head. "Okay." I sat on the couch at her knees and started kissing her. I ran my hands all over her body. Her face and neck. Her tits, her belly, down her legs and back up. I kissed all these places as well. I could tell she was scared, but she was starting to relax and enjoy it. She closed her eyes and sighed and moaned and squirmed. As I continued kissing and caressing her all over I undid my pants and slid them off along with my shoes and socks. It sure felt good to give my cock some room.

I raised one of her legs and lifted it over my head so I was between them now. I kissed her foot and rubbed her calf. I kissed up to her ankle and on up to her calf. I leaned in a little and kissed her knee then her inner thigh.

"Are you going to....kiss me.... down there?"

"Yeah. If you want me to. Do you?"

"Nobody's ever done that. I've heard the girls talk about it though. Do you really want to?"

"Yeah. I do. Trust me. You'll like it." I started kissing her inner thigh again and slowly advanced towards her crotch. I glanced up occasionally to see her face. She alternated between watching me and closing her eyes and moaning. I could tell she was getting excited at the prospect of having her pussy eaten for the first time. I wanted to make sure it was good for her. Not that I was all that good at it as I was pretty inexperienced but I DID have a good teacher.

I at last reached the goal I was working for. When I planted the first kiss on the crotch of her panties she squealed and raised her hips up off of the couch. "Oh God!" She took in a huge gulp of air, held it, and let it out with a big sigh. I kissed and licked her through her panties and felt her getting wetter and hotter. I started pulling her panties down and she raised her hips. I slid them down her legs, over her feet, and off. I held them to my nose and breathed in. She smelled divine. I gazed at her crotch. Her pussy was surrounded by a mass of dark black hair. Trimmed at the edges so it wouldn't protrude from her panties, but quite a bush. It was beautiful.

I lowered my face to her crotch and started licking and kissing her delicious pussy. In just a few seconds she screamed, raised her hips, and her juices started flowing. I lapped them up with my tongue and swallowed. When her orgasm was over I came up and started kissing her and caressing her tits. She reached down and grabbed my cock. I still had my underwear on. She slid her hand inside and started stroking up and down. I stood up and slid my underwear off and stood there enjoying her stroking me. I stepped a little closer to her head hoping she would put it in her mouth. When she didn't I stepped a little closer still, and pushed my crotch towards her, trying to give her a hint. At last I put a hand under her head and lifted it towards my dick. She looked up at me like she didn't know what to do. And I guess she didn't.

"Kiss it. If you want to, that is. You don't have to, but I'd like it." She tentatively, and cautiously, moved her head forward until my dick was almost touching her face. She quickly leaned in and gave it a quick peck with her lips. Then again. Then again, a little longer. At last she decided it was okay and kissed it several times in succession. It twitched and jerked as she did and she giggled.

"I've never done this. I'm sorry I'm so inexperienced."

"It's okay. There's no wrong way to do it. Well. That might not be entirely true, but I know you'll do fine. Just do what feels right."

She continued kissing and resumed stroking my cock. She moved her hand down to cup and feel my balls. I had my hands on her head. After a minute or two I tried to guide her head to position my cock at her lips. She raised her eyes to look at me and I nodded my head and smiled. I pushed against her closed lips gently and she parted them a little. I pushed a little more and now the head of my cock was between her lips. I stopped and let her do what she was comfortable with. I felt her tongue touch the head of my cock and it felt wonderful. She moved slowly. A half an inch at a time she took more and more of my dick into her mouth. Eventually she gagged and pulled back. "Sorry. But I do like doing it."

"It's okay. Just don't take too much in. You're doing great. She tried again and was able to not gag this time. She played with my balls while she moved her lips up and down my shaft slowly. She was only taking about half of it, for fear of gagging, but it still felt wonderful.

I reached down and caressed her tits while she blew me. Then farther down and rubbed my fingers up and down her slit. After about two minutes I said, "You better stop now or I'm going to shoot in your mouth. And you're probably not ready for that."

"No. I don't think I am. I'm sorry."

"Don't be. You did good. It felt great. And not everybody likes to have a guy shoot in their mouth. They let it shoot on their tits or something. That's what I hear anyway."

I leaned over and kissed her. I played with her tits and rubbed up and down her body. Without pulling my lips from hers I worked my way onto my knees between her legs. I laid on her and rubbed my cock against her pussy. She reached down between us and took my cock in her hand and guided it to the entrance to her pussy. I raised my lips from hers to watch her face as I entered her. I pushed forward and felt my head enter her lips. I very slowly and gently pushed in a little more. She was tight. I have not had many women but she was the tightest one I've encountered. I was afraid I would hurt her and I had told her it wouldn't hurt. As much as I wanted to bury my cock in her and fuck her brains out, I went slowly and cautiously.

"Okay?" I asked. She just nodded. I eased in a little more and she moaned. I pulled back a little and pushed in again to the same place. I did this a couple of times and she got wetter, which made it easier. After a couple more in and outs I was all the way in. I just laid there for a little bit, my dick in her tight pussy, enjoying the feeling.

She said, "You feel so good in me." She pulled my face down to kiss me. I moved my hips around a little causing my dick to move inside of her and she did likewise. Soon I was moving my ass up and down, thrusting my dick in and out of her tight pussy. "Oh my God! Yes! That feels so good. Don't stop. Please." Like there was any possibility of my stopping.

I got on my knees, lifted her ass with my hands, and continued fucking her. She moaned, she sighed, she squealed. She thrust her pelvis against mine, fucking me as much as I was fucking her. I reached down and fondled her tits and rolled her nipples between my fingers. In a few minutes she started breathing really fast and hard. She said, "Oh my God! I'm gonna cum! Shit! Fuck me! Yes! Yes! Yes!" Her pussy muscles clamped down even tighter on my cock and I felt a gush of hot juices leaking out around my cock. I don't how they got out. She was that tight. But this triggered my orgasm. I had been holding back to wait on her. I shot a load of my hot sperm into her hot, dripping pussy and collapsed on top of her.

I felt her pussy muscles twitching and milking my cock inside of her as I laid on top of her catching my breath and coming down from the high of orgasm. When I could speak, I said, "That was truly amazing. Inexperienced or not, you are really, really good at this."

"Thank you. You, too. And thank you for being patient with me. I admit I was a little scared, but you made it awesome for me. I've never experienced anything like that."

We talked some more while we straightened up the couch cushions, flipping over the wet one, and got things back to normal before her parents got home. We finished watching the movie and made plans to see each other again tomorrow night.

CHAPTER 3

I saw my friend Goose's car in their driveway the next morning. I had not talked to him in a while since we were both in school now. I figured he must be in for Thanksgiving as well. I had some free time so I stopped to say hi and catch up with him. When no one answered the doorbell I turned to leave. Just then the door opened and I heard, "Sorry. I just stepped out of the shower and couldn't get here right away."

I turned and saw Grace standing there in a bathrobe and a towel wrapped around her head.. Her face lit up with surprise, she hugged me, and said, "Oh my God! Russ! How are you? So good to see you. Come on in."

"Hi, Mrs. A. Sorry to drop in unexpected. I saw Goose's car and thought I'd stop and say hi. I hope I'm not interrupting."

"No. Not at all. I just got out of the shower. Mike's not here. Or Goose as you guys call him. Him and his Dad went golfing. They should be back around 4 this evening. And I told you. It's Grace, not Mrs. A. But stay a while and tell me all about college. Can you?"

"Sure. If you want. I don't want to screw up any plans you had."

"I had no plans. Just putzing around the house. Nothing to do. I'd love to have some company."

"Okay then. I got some time."

"Give me just a few minutes to get dressed and I'll be right back." It was actually about 30 minutes when she came back. "Sorry. I had to dry my hair and put my make-up on."

"Well, the make-up is unnecessary. You look wonderful."

"Thank you. You're sweet."

She got us each a glass of iced tea and we sat down to talk. I checked her out as she was getting our drinks. I hadn't come here looking for anything to happen with her but she was a very pretty woman and I couldn't help looking. She was wearing a pair of faded, tight jeans with holes in the knees, at the pockets, and in the back just below her butt cheeks, and a body hugging white top. Not real flattering or sexy but her ass looked great and her tits made very noticeable mounds in her top. Her hair was a little different. Shorter and wavy instead of curly. She was still the very beautiful MILF I remembered. I was thinking about all the 'lessons' she had given me and started wanting to fuck her again,

We sat on the couch and she started asking all kinds of questions about my time at college. What I was studying, where I lived, how were my grades, was I eating right? Eventually she got around to asking if I had a girlfriend. I told her I had been on a couple of dates, but nothing serious. I said that I was still in touch with Teresa here at home and had in fact seen her last night.

"I gotta say, Grace, you're even prettier than you were when I left. And I know you've been working out because your body is amazing."

"Russ, that's not going to work. Thank you for the flattery, but I'm trying to be a better wife and Mom."

I said, "No, no. I wasn't trying to seduce you or anything. I was just saying how great you look. And you DO."

"Oh. Okay. Sorry I misread you."

"No problem."

Okay. That's not going to work, I thought. I gotta switch tactics. Maybe if I appeal to the teacher in her.

After talking a little more Grace said, "Russ, I'm glad you came by. I've been wanting to talk to you about something. Just hear me out, please. After what happened between you and me I did a lot of thinking. And I realized that I was way out of line. I never should have let that happen. I was going through some stuff at the time and was not thinking rationally. I'm sorry that all happened."

"What!? No! I'm the one that asked for your help. And you DID help. I learned a lot from you, and I'm grateful. You didn't do anything wrong. You just did what I asked you to. Teach me."

"Yeah. But still. You're a young boy. I'm a lot older and I should have had enough sense to not do what I did."

"I loved it. All of it. Don't feel like you did anything wrong. You didn't. You gave me confidence and showed me how to treat a lady. I probably would still be the only 21 year old who's never been on a date if it weren't for you. And I want you to know that you were the best teacher I ever had. And not just because of what happened. You were patient with me. And showed me how to do things instead of just telling me and expecting me to know. I can't learn that way. They say experience is the best teacher. And for me that's very true. I can't just listen to instructions then do it. I have to actually do it to learn. And you did that every step of the way. And I'm truly grateful for that."

"Well, thank you. It's really nice to hear that. That somebody appreciates my teaching skills. I never heard that when I taught at school."

"Well, it's true. You're a wonderful teacher.

She put a hand on her heart and said, "Thank you, Russ.

That's really sweet." And she hugged me. "So, how IS the sex life?"

As I said, I had not come here expecting anything. In fact, I had convinced myself that it was a once in a lifetime thing and would never happen again. But I was formulating a plan in my head. Talking about what happened before revived some really nice memories. And by now I was wanting to fuck this MILF again. So I lied and said, "Well, not all that great actually. I can't seem to get anywhere with the girls there. I've been on a few dates and got to second base a time or two, but can't get beyond that. I don't know what I'm doing wrong. Maybe I need a refresher course."