My Best Friend's Mom

Authors note: All characters in this work are at least 18 years of age.

This is a little different twist for me, so enjoy!

*

Jason, who we all called Jase for short, had been my best friend for as long as I could remember. We hung out together, had classes in grade school and high school together and now, as freshmen in college, went to the same university in our home town. Jase was so much more than a friend, he was practically a brother. Even his mother considered me like a second son. When my own parents moved farther from town, in order to still be able to stay in the same high school I lived with Jase's family for my senior year.

It wasn't like I was much of an imposition. I helped with what chores and such I could. I never fought with Aimee, Jase's older sister. Money wasn't an issue for them, so I wasn't a burden in that way either. Yeah, I would have to say I considered them as much family as my birth family. Now as a freshman I had that same room back again that I spend so much of my senior year living in, the basement guest room next to the gym.

Yeah, I did say gym. Workout room didn't even begin to cover it. They had weight machines, stationary bikes, ellipticals, a tread mill, and the latest addition, a small sauna booth. They even had a tanning bed and Mister K had installed a free standing shower stall in one corner so that if we were really sweaty and stinky we didn't even have to go upstairs to shower. Just pull the curtain closed around it and clean up right there, which is something I did frequently. It was very convenient since the downstairs bathroom, where my room was, was only a sink and toilet.

Jase had taken off to go to class and then to work, but I had the rest of the day off. My usual afternoon included at least an hour of working out in the gym to prevent putting on the freshman twenty. Since I had played football and track in high school I was used to eating a pretty high calorie diet. Now that I wasn't playing sports, the last thing I needed to do was let all that muscle turn to flab. I was nearing the end of my workout and decided to let my muscles loosen up in that nice new sauna.

I grabbed a towel stripped off my workout clothes, not even bothering to close the curtain around the shower since I was alone in the house, and wrapped the towel around my waist before stepping into the little wooden cubicle.

It was a small sauna, really only meant for two people, but if you wanted to squeeze you could sit two on each of the benches that faced each other, but the leg room would be a bit uncomfortable. I turned the heat up and settled sideways on one bench, leaning against the back wall and putting my feet up on the front wall near the door.

I kind of lost track of time, just letting the heat soak into me, beginning to think about how good a cool shower would feel in a few more minutes when I was startled by the sauna door opening.

"Oh Scottie! I didn't realize you were here!" Misses K said as she stopped half in and half out of the little booth, a big fuzzy towel wrapped around her body as she stood staring at me.

"Oh! Sorry! I can get out!" I responded back quickly, pulling my feet down from the wall and swiveling around the right way on the seat.

"Oh, you don't have to go. I just wasn't expecting anyone to be here." She said with what I would almost classify as a giggle. She stepped the rest of the way into the booth and closed the door behind her, settling down on the bench across from me. Misses K had always been a pretty good looking woman, a fact that I really noticed a lot more as I got into my late teens. She kept her slim figure, slim that is except for her rather large chest, slim by working out for at least half an hour a day, sometimes more. It wasn't unusual for me to be heading to bed with her still in the gym wearing some tight fitting spandex outfit, pounding miles on the treadmill or the bike. I was embarrassed to admit that on more than one occasion the final images of her working out fed into my late night fantasies or dreams.

"I really should go anyway." I said as I stared at her wondering if she really was naked under the towel. I'd seen her in swim suits and spandex, but had never been so close to her this close to being naked, and my body was suddenly reminding me just exactly where a twenty year old's brain goes.

"Oh I won't hear of it. You just sit there and relax." She said, swiveling around on her own bench seat and putting her knees up and her feet on the bench with her toes practically touching the back wall. The towel, only having come down to her mid-thigh when she stepped in, pulled a lot shorter now. I tried not to stare as my mind screamed at me, a portion of her bare butt now exposed against the wooden bench. "Go ahead, get comfortable again." She coaxed, leaning her head back against the front wall and closing her eyes.

"You know, if you don't sit back and relax I'm going to have to force you to." Misses K said.

"Yes ma'am." I answered, slowly swiveling back around the way I was before, lifting my feet up and putting them on the wooden bench, my back leaning against the back wall.

Now I wouldn't be a twenty year old if my mind didn't make me aware of every possible opportunity of naked woman. I just wasn't expecting it to draw that attention toward Misses K. I mean she was kind of like a mom to me. But from this angle the towel couldn't possibly be covering the space between her legs, and if she was naked...well that meant....Yeah, it did mean that, and no matter how hard I tried, I couldn't help but look.

"Did she see me?" I wondered as she sat there, her head back against the wall and her eyes closed, asking me some question about how classes were going.

"Fine," I answered, looking again and seeing that yes, her pussy lips were poking out slightly between her closed thighs. God I couldn't believe it! I was seeing her pussy for real! I shouldn't be looking, but I couldn't help it! Hell, now there was something else I couldn't help. My cock was swelling under my towel, quickly hardening and pushing up between my legs. I tried to adjust my towel, but all I could do was push it down and try and trap it between my legs.

"I was hoping the heat would loosen my back up. It's so stiff from driving all day." Misses K said quietly, her eyes still closed.

"Is that why you're home so early?"

"Yeah. I had to leave early this morning to run to the city for a meeting and decided to just come straight home instead of going back to the office."

"Ah." I answered, trying not to stare at her pussy. "You need someone to rub your back for you."

"Are you offering?" She asked opening her eyes to look over toward me.

"Um. Sure, if you want." I answered just before my brain started screaming at me asking if I really just said that.

"It would be nice. Jack isn't going to be home till late tonight." She answered, putting her legs down and swiveling around to put her feet on the floor. I was still putting my feet down on the floor, carefully keeping my legs pressed together to keep my cock from sprouting up through the towel when she stood up and turned her back to me.

My heart practically jumped through my chest when she bent over, stepping her feet apart slightly, sat down on my legs about half way up my thighs, one of her hands sweeping her towel, and accidently mine as well, so she wasn't sitting on it. Her ass felt slick against my bare thighs as she wiggled around slightly, pulling her towel around so she could hold it over the front of her body but at the same time let it spread down her bare back so I had access.

Nervously I reached out and pressed my thumbs against the small of her back just above the round of her firm ass and ran them about half way up her back, the perspiration caused by the sauna acting as a lubricant as my thumbs made a pair of dimples on either side of her spine.

"Ohhhhh, that feels nice," she cooed, leaning slightly more forward to give me even better access, and in the process letting the towel she was wearing hang forward as well, exposing the sides of both her big round breasts.

I could feel my cock, still trapped between my legs, trying to grow even fatter as my heart pounded so hard in my chest that I wondered if she could hear it. Again and again I stroked my thumbs up her back, bringing pleasant little moans from her.

She shifted her weight slightly and to my horror my cock slipped from between my sweaty thighs, popping upright until it hit something else to keep it from moving. It didn't take my teenage cock or mind more than a few microseconds to realize just exactly where my cock was pressing. I stifled a moan at the thought of my shaft resting against her hot pussy lips and felt her stiffen in front of me.

I tried my best to pretend I wasn't pressed where I was and continued to stroke her back, running my palms up and down her back. My strokes seemed to lengthen as she sat there, my palms moving from her round ass to her shoulders, where I gently cupped my hands over her shoulders to rub my fingers into the base of her neck before stroking back down again, my hands rotating so my fingers ran down her sides.

Part of my mind screamed that this was Misses K I was touching, but another much stronger portion was reveling in the feelings of her body under my hands and the wetness of her pussy against the top of my shaft. Was it my imagination or was she actually moving her hips when my hands stroked down her body? It had to be my imagination, didn't it?

"That feels very nice. Your hands are gentle and strong at the same time." She said quietly, letting her head loll down to allow her to pull her long brown pony tail away from where it was laying on her one shoulder, somewhat impeding my rubbing her neck. She reached up and captured her pony tail with one hand, winding it around and around itself while her other hand played with the black elastic that was holding its base. With her hand no longer holding it, the towel covering her front slipped down to lay across her lap, leaving her completely naked on my lap except for where the towel lay across her legs. I could see the sides of her big breasts wigging as she worked her pony tail into a bun, the sight driving my cock to thicken even more.

"I guess I there isn't much point in this right now." She said softly as she lowered her hands from her head and pulled the towel from her lap, tossing it onto the bench across from us.

I continued to rub my hands up and down her back, my fingers now curling around her sides far enough to stroke the sides of her breasts and then continuing down her body until I had my hands on her thighs, my fingers curling slightly down to the insides of her legs. With each stroke she coiled her back, rolling her hips at the same time and making her wet pussy slide a few fractions of an inch along the top of my rigid shaft.

"Mmmmmmm." She cooed as a whole new sensation overcame me. I felt her fingers gently stroke the underside of my cock, gently pulling me tighter to her pussy as her hips rolled slightly farther, rubbing along my shaft until I could feel her wet lips brush the crown of my engorged head.

"Oh shit!" I grunted as my body suddenly jerked, sending a gush of hot cum out into her hand.

"That's it. Just let it out," she cooed as she continued to rub my cock with her hand, pulling me against her pussy and caressing the sensitive spot under my head with her fingers. Time and again my body jerked, sending more and more cum out into hand until finally it was reduced down to a soft drool.

She reached across for her towel, wiping the hand full of cum onto it before straightening back up.

She stood back up and turned to face me, her whole nude body exposed to me. With a small grin she leaned over, her tits hanging down toward my face tantalizingly and pulled my towel apart the rest of the way, leaving me sitting on it but otherwise naked.

Without another word she sat down across from me, lifting her feet and placing a foot on the edge of my bench, one on either side of me. She stared at my cock, still dripping cum on the floor as she leaned back, one hand rising to one of her big tits, and the other sliding down to her thigh.

Her pussy lips were full and fat, little portions of her soft inner lips pushing out between her full round outer lips and the dark brown curls that were neatly trimmed tight to her lips and low on her mound so they wouldn't show our of the sides of the bikini bottoms I had seen her in so often. Her breasts were simply huge, big enough for me to easily fill both hands with one single breast, and her nipples were hard and pointed, sticking out of two round pink areola the size of silver dollars. The most surprising thing was the total lack of any tan lines. Surprising because that meant that she had been using the tanning bed sitting out in the gym nude, with me just on the other side of the wall.

That thought alone made my cock twitch and start to grow. But her next motion ensured that it would quickly grow full size again.

I stared as she gently stroked one finger up and down her slit, dipping it between her fat lips and dragging it up along her pussy until it slipped up out of the top, sliding across her clit as she did so. Her other hand gently pulled and twisted first one nipple and then the other. I stared at her as her finger disappeared into her pussy time and time again, her tongue teasing out of her mouth and licking her deep red lips as if cleaning the last of an ice cream cone from them.

"Yessssssss." She hissed as she stroked herself with her finger, my own hand moving to my cock and slowly stroking it in time with her motions. "Cum for me again. I want to see you cum," she said in a husky voice, her finger pushing deeper into her pussy and disappearing all the way into her before pulling out and stroking up her slit again.

"Oh God," I groaned as I stroked myself, watching her like a real life porn flick.

"That's it. Come for me baby!" she cooed as I stroked in front of her, my eyes flicking from her tits to her lips to her pussy, the entire vision driving me quickly toward another quick climax. "Are you close?"

"Uh huh," I groaned, knowing I was only moments from releasing another huge load.

She stopped her motions and quickly sunk to the floor, reaching for my cock and replacing my hand with both of hers. She slid them up and down my shaft as she knelt in front of me, her hands twisting in opposite directions as she pushed me the last inch toward climax.

"OHSHIT!" I groaned as my body jerked spasmodically, shooting a surge of hot white cum out where it landed on one of her big tits. The sight of my cum on her tit sent the next even harder, splashing against her chin and neck. Again I squirted, and again and again, until my cock simply had nothing left to give, all of it sprayed on her chest, neck, and even some on her face.

She stood up, releasing my cock and leaning over me as she stepped one leg on either side of mine. Her cum covered tits hung down in front of my face as she reached for my hand and pulled it toward her pussy. I rolled it over and she pulled my palm against her pussy, her fingers coaxing one of mine between her lips.

"Yesssss...Right there," she cooed as she rocked her hips, grinding her pussy against my hand and driving my finger up into her tunnel. "OHHHHHH YES!" she squeaked as her body trembled, my hand getting wet from her juices as she came on my finger and palm. My cum dripped from her fat round tits as she leaned over me, the round globes swaying sexily in front of my face, periodically bouncing against my cheek.

"Ohhhhhhh my god," she finally breathed, releasing my hand after what seemed like ten minutes of her body climaxing, but was probably only a minute or so. "I think we shouldn't tell anyone what happened here." She whispered quietly.

"I certainly won't tell," I choked out.

"This wasn't a very adult thing for me to do. I just got a little carried away I think," she said, leaning down a little farther to give one of my cum covered cheeks a kiss. "But thank you for a very pleasant backrub."

"You're welcome," I answered after several attempts to talk as she straightened up and stepped back. She carefully wrapped the towel around her body and then with parting smile, slipped out of the sauna.

By the time I had gotten my towel around my body and out of the door of the sauna, she was nowhere to be seen, presumably headed upstairs to her own shower.

I walked over to the shower and pulled the curtain around it and proceeded to wash myself, cleaning off our cum and my sweat. I lathered my cock up and stroked myself to another strong climax, my mind filled with the sights of her nude body. Only then did I finally rinse off and turn off the shower.

I was surprised how "normal" Misses K was at dinner. She acted like nothing had happened that was in the least out of the ordinary. I did my best to look the same way, not wanting Jase or Mister K to see how nervous I was inside. To my surprise, the events of the day never came up, not that night, not in passing conversation with Misses K the next day, or the next or...well you get the idea. Other than the images burned into my mind that became fodder for many late night jack-off sessions, everything seemed as if it had never happened. The intelligent part of me was glad, but the horny twenty year old side was really wanting to see her naked again, even if it was only for a mutual masturbation session.

Almost two weeks had gone by, some of those days included shared workout time with Misses K and other days our schedules didn't line up that way. I still enjoyed watching her on the treadmill, and to my thinking it seemed as if her outfits were maybe just a tad less conservative, the spandex pulled a bit higher and the sports bras letting her big boobs bounce a bit more. But then it was probably just my over active imagination. One day however, was anything but my imagination.

I was lying on the weight bench, pumping barbells up and down in my third set of reps when Misses K walked in. She had on a low cut white spandex tank top and a pair of nylon running shorts. What immediately attracted my attention was how prominent her nipples were showing through the top and how much of her soft looking breasts were showing through the neckline. It was only after she walked past that I realized that she didn't have her usual spandex shorts on under the loose fitting nylon running shorts.

"Good afternoon Scottie." She said pleasantly as she walked by on her way to the treadmill. "Having a good workout?"

"Yeah, not too bad," I answered, staring at her from where I was lying. The treadmill faced one side wall of the gym, the one with the mirror. I had been told she liked having the mirror because it made the room look larger and she could watch her form as she ran. I liked it because it allowed me to see not only her firm ass when she ran, but her bouncing boobs. As she started to run, those big boobs did bounce, very much more than I had seen before.

She picked up the pace on the treadmill, her big tits bouncing under the shirt up and down, side to side with each step she ran. I couldn't believe the view I saw in the mirror, her big tits sliding up and down under the tight shirt, more and more of her breast showing until finally one popped clean out of the top. She never slowed down, but kept running, the weight of the one exposed breast pulling the top down even farther until both breasts were completely exposed, bouncing and swinging with each footfall on the treadmill.

For my part I lie there unmoving, except for my quickly hardening cock tenting up my workout shorts, staring at her body. It wasn't a long workout, maybe ten minutes, and in that whole time I don't think I moved a single muscle, so when she slowed and stepped off the treadmill, her tits still hanging out, I was still lying on my back on the bench.