It Started As A Joke 3

I turned 18 three months before high school let out. College was all planned out and I was looking forward to winding down the school year and swim season. I had driven to my buddy Ryan's house to pick up a school book I accidentally left from a couple days prior. He lived at the end of a cul de sac so I spun the truck around in the road to simply drive off after getting my book. As I did this his Mom, Phyllis was just arriving to check the mail box. In this part of town mailboxes are on posts just off the road. Theirs was slightly up the street next to some shrubbery. She approached my passenger window where I lowered it and she leaned in to say "Hi."

She was an attractive woman in her mid 40s with shoulder length auburn hair, blue eyes and trim build. She had on a just above the knee skirt and a button blouse.

"Hello Mark. Great to see you. What brings you around here?"

"Hey Mrs Barnes. I left a book I need last time I was here. Is Ryan home?" I asked.

I tried to be cool, but with her leaning in the passenger window, I had a view down her blouse which looked to hold a pair of firm tits that I suddenly took appreciation of.

"No, Mark. He's expected home in about 5 minutes. He's heading back from an early evening run preparing for the cross country meet later this week."

"Well he'd better hurry as it's starting to rain," I said.

"Oh my gosh it is!" Phyllis quickly climbed into the front seat of my truck and plopped down. "I hope you don't mind, I just had my hair colored and I can't get it wet just yet."

"No worries! You're hair looks great. New cut as well?" I asked. My view down her blouse was gone but now her legs were in view. She did not smooth down her skirt and upper thighs were exposed.

"Just a couple of inches. I think it frames my face more. What do you think?"

Now I was no virgin and had a half dozen girlfriends some of which were sexual. I was tempted to give her a flirtatious compliment, but this was my buddy's Mother. That would be crossing the line. Still, a nice reply would be acceptable.

"I think you're right. Shows off your eyes more. Do you want me to pull up the driveway and drop you at your door?" I offered.

"No, I've still got to get the mail. Can I just sit here for a few minutes? The rain will stop soon."

Except it didn't. It started to come down a little harder. We made small talk for a minute. How is school? Plans for the summer. We joked around a little, laughing a bit while I just kept looking at her legs and tried to steal glances of her chest. The windows were starting to fog up.

I don't know where it came from, but I suddenly said, "When was the last time you steamed up the inside of a car?" Oh my God! I can't believe I just said that.

Phyllis, looked at me shocked and wide eyed. I felt like an idiot. There was an awkward pause that seemed to last hours when she just started laughing.

"I steamed up a few windows in my day, Smart Ass! Just like I'm sure you steam up a few as well, am I right?" she laughed. "Maybe with Becky Harris?"

Now I was really embarrassed. Becky was two girlfriends ago and Phyllis was right. Becky and I had fooled around in both the front and back seats. I'm sure I turned a couple shades of red.

Pushing on my chest, "Don't worry about it stud. We've all been there." she said, her voice dropping a bit with some playful sexiness.

"Busted!" I said. "But Becky's old news and there's no one right now."

"Hey! I think that may be Ryan coming down the road." She pointed out the windshield and because of the foggy windows and rain we could just make Ryan out running toward his house from about a block away.

Phyllis scooted over and said, "Let's play a joke on him. Pretend we're making out and when he stops here at the car, we surprise him."

Thinking that it would be funny, I said awesome idea and raised up the arm rest. She scooted over and we embraced a bit, our mouths near each other's ears. My one arm was around her back below her shoulder and I rested my other hand just above her bare knee. She had a hand on my knee and the other behind my head.

"Do you see him? Is he coming this way?" she giggled.

Because my head was facing the front of the car, I had the vantage point. But with the foggy windows and the ever increasing rain, I could barely tell where he was. "Yes! He's still out there."

"This is hilarious. We'll freak him out!" Phyllis chimed.

Suddenly Ryan was sprinting. Runners are used to the rain, but the sky opened up and it was really coming down. He turned on the speed to get out of the rain. But instead of coming to the driveway where he would easily see my car, he cut across diagonally the neighbor's yard toward his house. He never even saw my truck!

Phyllis was silent, running her fingers through the hair on the back of my head and breathing into by ear. I think she was just waiting for Ryan to knock on the window. I was just about to tell her where Ryan went when I licked my lips and she turned her head slightly. I accidentally licked her ear!

"Ooo you bad boy!" She whispered into my ear. "I can do that too." And she gave me light kisses on my neck, just below my ear.

The scent of her perfume, hand rubbing my neck and kisses was starting to take effect. I felt a stir and thought oh, oh. This is going to get embarrassing.

"Is he close? Is he here yet?" she cooed while planting another kiss and the base of my neck.

"He just cut across the yard and i think into the house. He never saw us!" I shared.

She pulled back so our faces were inches apart and looked in my eyes. And in the category for best timing and bravery I said, "But don't let that stop you."

She hesitated a moment but leaned in and gave me a soft kiss on the lips. Then another. When neither of us pulled away we went all in. Our tongues danced and explored. Breathing became rapid. This was amazing!

She shifted slightly and my hand went a little higher up her thigh. Oh my God! This is crazy. Where is this going? Her kisses left my mouth for a breath and continued on my neck. I could no longer see out the windows.

We resumed kissing and as I brought my arm that was around her back toward me, I brushed along the side of her breast which caused her a slight moan. I started to panic thinking I crossed the line when she pulled away from our kiss and she exhaled "Oh, God. Yes" and dove back in for a kiss. Her one had was behind my head pulling me in close while her other was alternating between rubbing my chest and leg. I was rubbing her inner thigh just above the knee when I decided to get bold and lightly brush her left nipple with the back of my hand. She didn't pull away and instead moaned into my mouth with our tongues swirling.

I turned my hand over and ran my thumb over her nipple and then palmed her whole boob. It was amazing. It still felt firm and bigger than a handful.

Her one hand was on my chest when all of a sudden she dropped it into my lap. Did she just brush my cock? She was rubbing my inner thigh when she did it again. She brushed my cock on her way back to running my chest. I must have sighed and I then rubbed her other boob which was just as fantastic.

She took my sigh as approval and reached down to fully rub my cock. It was nearly completely hard now.

"You have grown to be a big guy down there haven't you?" she panted.

"Well you made me this way." I barely said.

We kissed again and while still rubbing me, pulled back, looked me in the eyes and said "Not a word of this to anyone. Ever! Am I clear?"

As she said this she was unzipping my slacks. What else was I going to say? "Never! It's our secret. It's our secret. Oh God!"

And with that she finished pulling out my cock and went down on me. It was fucking amazing. I've had blowjobs before but that was from girls my age. This was a woman and she knew what she was doing. I'm about 7" and I guess slightly thicker than average. None of my girlfriends could take my whole length. Phyllis took my whole length down to the root.

The hard patter of the rain hitting my truck drowned out my moans or I'm sure they could have been heard for a block. She was amazing. She again took my whole cock down to the root and then did something that shocked me. She paused at the bottom and then snaked out her tongue to lap at my balls. I nearly lost it right then.

From her kneeling position on the seat while her head bobbed on me, I reached over and deftly undid her bra through her blouse. She shimmied a little allowing her bra to loosen around her tits. I reach under and fondled her bare breast. She moaned deeply onto my cock. Her nipple felt like a pencil eraser. It was hard and clearly excited. Her tits dangled as she sucked me and I alternated in teasing them with my fingers.

She pulled up a little to catch her breath and said, "You are so fucking hard right now. Your cock is fantastic!" She gave me a few long licks and then back into her mouth.

My ego enhanced and feeling a little more brave, I reached between her legs and felt her pussy. Her panties were soaking. Getting another moan, I pushed under one side and rubbed along her lips. My fingers were instantly wet. I inserted not one but two fingers and sank them to my second knuckle. She came up and panted, "Fuck! Right there! Don't stop! Rub my clit. Rub my clit with your thumb!"

I must have done something right as she suddenly tensed up and drew a deep breath in. I had two fingers deeper in her and my thumb found her clit again. All of a sudden I felt her gushing. She screamed in pleasure and came all over my hand. Her head fell back into my lap and she panted heavily, occasionally snaking out her tongue to lap at my balls as she tried to recover.

I started to tease her clit with my thumb again and she said, "Wait! Wait! Too sensitive." And with that she took me back in her mouth with earnest. Whatever she was doing before paled in comparison to her efforts now. He head was bobbing, tongue swirling from different angles and her hand was pumping me firmly. The wetness of her saliva made my cock slick and she stroked me effortlessly. She was determined to finish me off.

"Give it to me! I want it! Give it to me! I want it down my throat."

Her words had their effect. My head flew back and I erupted. "Oh fuuuuck!" I groaned as my cock violently pulsated 4 or 5 times what felt like a gallon of cum. She took it all. Her mouth was about half way down my cock when I first erupted and she sank down near the base as I continued. She then ever so slowly worked her way back up, sucking and milking me as to get every last drop.

I will never forget that feeling.