Taing Care of Mom

My friend Hal was thrilled when he landed a finance job working for one of the bigger banks in Dubai. Only thing was he'd been so good to his mother after his dad had passed the year before, that he wasn't sure how she'd manage on her own.

But since we were best friends since grade school, I told him to go and enjoy his new career and new life in the Middle East, and that I'd be happy to see to his mother's every need. Especially seeing as she'd been great with me too, and always made me feel welcome. Sleepovers had been the best at her place, she was one of the coolest moms ever, and would make us popcorn and let us stay up really late watching movies, or playing video games, figuring we'd tire ourselves out and eventually fall asleep.

Of course it didn't hurt that she was still really hot, even at forty-two, she looked like a absolute goddess, with her long curly dark hair, nice big rack, slender waist a drop-dead gorgeous face, and the prettiest smile ever. All I know is that I'd had a thing for her from the time I figured out that women were nice to look at, especially considering she had to be the hottest mom, not only at our school, but probably the entire town.

I'd seen the looks she got from some of the dads who went to pick up their kids at school, the way they'd elbow each other when she walked by in a nice tight short skirt, strutting her stuff with those shapely legs of hers that seemed to go on for miles. She was the sexy MILF at school that always turned heads.

And now, lucky for me, she needed me to help her out.

The first day I knocked on her door to see if there was anything I could do for her, I swear I almost keeled over when she answered in just a crazy sexy thong bikini and high-heeled red sandals. She was clad in just two tiny scraps of white fabric covered with tiny pink hearts that barely did anything to hide her nice big tits. And once she'd greeted me with a friendly smile and told me, "Come on in, Brian, and I'll get you some lemonade." I nearly died all over again when she sashayed her tight, nearly bare ass, all the way to her warm sunny kitchen, with only a tiny strip of fabric bisecting her perfect round pink butt cheeks.

Fuck, I was already hard as granite and I'd barely walked in the front door.

Now I wondered how I'd manage to help her out without having to go somewhere and jerk off every half hour or so, she already had me horny enough to want to climb the freaking walls.

Finally, once I remembered why I was here, I cleared my throat and asked, "So, how have you been doing on your own with Hal gone, Mrs. Ellison?"

Smirking, and shaking her head, she walked over and handed me a tall cold glass of lemonade, then reached out and brushed a lock of blond hair back from my forehead, as she told me, "I think at twenty-two you're old enough to start calling me Rachel, don't you?" Then she stood back and looked me over from head to toe, her big blue eyes really raking me over. "My goodness, I can't believe what I big strong handsome man you've turned out to be, Brian. With all those bulging muscles, I'm guessing you must drive the ladies wild."

Right now there was only one woman I wanted to drive wild and I was looking right at her, standing nearly naked in her kitchen, getting my dick twitching like crazy in my pants. Fuck, the things I'd love to do to her would make her head spin.

I just shrugged, seeing as I'd almost swallowed my tongue, just looking at her nice big breasts heaving and noticing how enticingly high-cut her tiny thong was, basically baring all but the slit of her neatly shaved pussy to my hungry gaze. Man, did I ever want to dive in and give her a feel of my cock, like more than I wanted to breathe.

And at eight long, hard inches, I knew she'd enjoy it, too. When I fucked a girl, they sure as hell knew they'd been fucked. I had a feeling, just from looking her over, that Rachel liked it a little on the kinky side, too.

Then I shook my head, when I realized that I was thinking the dirtiest nastiest thoughts ever about my good friend's mom, which had me feeling a little ashamed of myself. After all, seeing as she was a widow, living on her own, with her only son off working on the other side of the world, I knew what she didn't need was for me to be standing here lusting after her.

But then, when she looked down and noticed how hard I was, with my raging hard on straining to break free of my denim shorts, I could see her breasts beginning to heave and then, damned if she didn't run her tongue across her lips like she was desperate for a taste of me. Fuck, I thought I'd died and gone to heaven seeing Hal's mom lusting after me for what I knew had to be the first time in my life.

Of course I worked out, and had the muscles to prove it, too. Thinking I'd probably be mowing her lawn, all I was wearing was a body hugging black tank top, jean shorts and sandals. So, there was lots of me to see.

After giving her head a little shake, as though to try and banish the kinky thoughts she was having about me, she heaved a shaky breath and said, "Well, Brian, I told Hal, that the only way I'd ever accept your help, is if you let me pay you for your time. I won't have you giving up your weekends just to help me around the house. And I know you've probably got better things to do."

Than her?

She had to kidding.

"No way," I told her. "You don't have to pay me. You were always so good to me growing up, just consider it pay back. And if there's anything you need, anything at all, you just name it and I'd be happy to help you out."

I noticed her gaze drop to my fly the moment I mentioned helping her out with whatever she needed, which got me wondering how long it had been seen she'd gotten laid. I know I needed to get off at least a few times a week, or I'd start to feel antsy from the build-up in my balls. So, I imagined being a healthy woman, obviously still in her prime that she needed to get off fairly often, too.

But I didn't imagine her son's childhood friend would be her first choice to give her what she needed, since she'd probably think it would be a little weird to be getting off with someone she'd known from the time he was a boy.

So, once I finished the lemonade, I walked over and put the glass in the sink, which was when I noticed she had the leaf skimmer out on the deck. Since my arms were a lot longer than hers, I went out and started skimming the bits of debris floating on the top of the pool, so she wouldn't fall in trying to do it herself.

Rachel followed me outside, explaining, "I was just going to go in for a swim, when I noticed all the leaves that had fallen in with the high winds we had last night." I nodded, trying my best not to look down at her big luscious breasts, since she was standing pretty close beside me. And man, did she ever have some nice cleavage going on. I could just imagine how crazy good it would feel to sink my tongue between those big beautiful titties and give her a nice warm lick.

"Your lawn's getting a little shaggy looking too," I told her after clearing my throat, "so I'll mow that once I'm done with this."

She stroked her hand up and down my arm, and smiled. "Gee, it's nice to have a man around the house again. Thank you, Brian."

By the time I'd finished mowing both the front and back lawns, wiping a hand across my brow, I noticed I'd gotten pretty sweaty. Walking across the back deck, when I saw that Rachel had a nice looking lunch with a few different kinds sandwiches, a big green salad and some fruit set out for two on the covered patio table, I thought I'd better get home and get a shower, realizing she was probably expecting company.

But she surprised me when she came out, still just in her bikini, carrying a chilled bottle of white wine, and a bottle of sparkling water, stopping me in my tracks. "I hope you have time to stay for lunch, Brian, because I'd sure enjoy the company."

Shrugging, I told her, "Sure. And thanks for asking me, it looks good."

We chatted while we ate, and I started to remember why I'd always liked her. She really did have a fantastic sense of humor, and we laughed a lot. She was also really smart, so easy to be with and could talk about almost anything. Which was what we did, discussing politics, some things we'd heard about lately on the news and even sports, before she mentioned that Hal had just texted her to ask how she was doing. And when she said she'd texted him back and told him I was over helping her out, I started to feel a little guilty since I'd basically been semi-hard all through lunch, even while we'd been talking, since she was still nearly naked, and almost too freaking hot for words. I knew Brian would be pissed if he found out I was lusting after his mother, so after I helped her inside with the dishes, I told her I should go.

But she smiled into my eyes, put her hands on my shoulders and turned me around. "Not until you've had a swim to cool off, you're not. After working under that hot sun all day, you must be ready for a dip."

Then when she dove right in and came up grinning up at me with her skin glistening in the afternoon sun, I figured, who was I to argue? So, I took my phone, wallet and keys out of my pocket, set them on the table, tugged my tank top over my head, and I dove in, too, wearing only my shorts. And wow, was the water ever refreshing after coming out of the heat of the sun.

Feeling playful, Rachel splashed me and I laughed and splashed her back, and for a while we played like kids, diving under, then coming up and splashing at each other. And the way her big luscious breasts bounced in the water, I gotta say was pretty mouth-watering. Still, it was fun, and even though she was still looking too sexy for words, I enjoyed just kicking back with her and playing around in the water.

But eventually, reluctantly, I got out and dried off. I had concert that night with some friends, where a buddy of mine was playing lead guitar, so I knew I'd better get home and change. When Rachel offered to pay me again before I left, I just shook my head. "Hey, you gave me lunch, which was more than enough. And I had fun in the pool with you, too. So, I should be thanking you for a real nice afternoon. I really enjoyed myself with you today, Rachel," I said, looking her over one more time before I left. And that was no lie, in addition to being probably the sexy woman alive, she really was a lot of fun to be with, and decided I really liked her.

Since I'd noticed one of the hinges on her back door was a little wobbly when I was coming back inside, I told her, "And I'll be back tomorrow to fix that hinge on your back door, so if you can think of anything else that needs doing, let me know."

Running her hand up and down my arm again, she said, "Gee, it's good to have a friend like you, Brian." Then she went into a drawer in the kitchen and handed me some keys. "Just in case you ever need to get in the house if I'm out somewhere, here's an extra set of keys for you."

I nodded and gave her a little wave as I left, hoping that eventually I'd get used to how sexy she looked, because walking around for hours with a boner that just wouldn't quit, was not exactly my idea of a good time.

The next day I showed up a little after noon, and after I knocked and no one answered, I imagined Rachel had gone out somewhere. So, since she'd given me a key, I let myself in. I knew the back door hinge was a little loose and I had to see to that, so rather than hunt around, I brought a few tools from home in case I noticed anything else that needed doing.

I was at the back door, sliding the screen door across to make it easier to get at the hinge, when suddenly I turned my head when I heard a sound coming from upstairs, kind of muffled, like someone was moaning - or holy shit, maybe even choking! So, I turned and took the stairs two at a time, then stopped and listened again, till I realized the sound was coming from the master bedroom. Knowing that Rachel could be in danger, without even thinking I pushed open the door and fuck me, what greeted me when I strode in was a sight I know I'll never forget.

Gorgeous Rachel, naked on her back in bed with her legs spread working the fuck out of her cunt with a huge pink dildo. I was so stunned, I just froze in place watching her toss back her head and let out a long high pitched squeal as she climaxed, and pretty fucking hard by the looks of her. Too lost in what she was doing to herself to even notice me standing in the doorway, she just kept right on working the shit out of her pussy. God, the way she was squirming and moaning with her lips parted and her tongue lashing around her mouth suddenly had my cock so fucking hard, I could feel it throbbing like a bitch to get at her. And just thinking about how much I'd love to be that toy sliding into her hot little hole was almost enough to get me off.

My hand dropped to my fly and I began to stroke myself through my shorts, the need to jerk off almost killing me as I watched her pleasure her cunt like I'd never seen a woman pleasure herself before, sure that even porn flicks I'd seen were never this hot. The combination of her delectable scent wafting in the air and the kinky sounds she was making along with the squelching noises coming from her pussy as she worked it desperately hard, had me just about losing my load and my dick twitching like crazy in my boxers.

Then suddenly, she opened her eyes, saw me standing there staring at her, with my hand on my dick, and she froze. Panicked, I turned and ran down the stairs, calling back, "I'm sorry, Rachel, I didn't know what the noise was, and I was just checking to see if you were okay. I know I should have knocked. So, I'll just go now, okay?"

A few seconds later Rachel was downstairs, following right after me, while I was busy trying to look anywhere but at her, as I picked up my tools from the kitchen floor, getting ready to leave. Slightly breathless, she said, "Brian don't be embarrassed, I just really needed to get off, that's all. My husband was sick for over a year, and it's been so long since I've been with a man, well over two years now, that sometimes I just need something to take the edge off. I'm sure you can understand that."

Finally, I turned and looked at her in her short white silk robe that did nothing to hide the shapeliness of her luscious body beneath. Her nipples were so fucking hard pushing against the fabric, I swear I could almost feel them sliding over my tongue. Damn, I wanted to taste them, and lick them, and suck them and hell, even fuck them, she was getting me so hot, gazing up at me with those big blue eyes, looking almost too sexy to be real, like some kind of kinky dream my mind had conjured.

But with my cock literally aching like a bastard to get at her, I just went for it and told her, "You know, if you ever needed help in that area, I've been told I'm pretty good in the sack."

Her eyes flared and I noticed her breasts really starting to heave as what I said began to sink in. But then she shook her head, dismissing the idea. "But how could we, when you're Hal's best friend, and I've known you since you were a boy."

I flashed her a smile. "Which also means you know you can trust me not to do anything you wouldn't want me to do, right?" Then slowly I started across the room, telling her, "You know, if you'd like, I could just give you a few little kisses, just to remind you how beautiful you are. And if you enjoy that, I could place a few more kisses over your body, just so you remember how nice it feels to have a man pleasure you with his mouth."

When she slowly started to nod her head, I got up close to her and stroked the back of my hand across her cheek and told her, "Rachel, you're still such a beautiful vibrant woman, that I think you deserve to be pampered and shown a little love." Then I cupped the back of her head and ever so gently brushed my lips across her warm soft mouth, till she was listing against me and wrapping her arms around my neck. Then before I realized what was happening, I was sinking my tongue between her lips, she was sucking on it hard, drawing it deep into her mouth, moaning with her leg wrapping around mine, and her damp little pussy was brushing up and down along my thigh.

The kiss was insanely hot, and so was her pussy I noticed, when I slid my hand down for a feel. But as good as it felt to be making out with her, what really blew my mind was that this was actually happening, and I was sucking face with Hal's mom, and fingering her hot little snatch. But holy shit, did I ever need to get inside her now, like only more than I needed air in my lungs to breathe.

Heaving a shaky sigh, as she ran her hands over my chest, she explained, "I don't know if you knew, but my husband was ten years older than I was, he was one of the teaching assistants at the college where I studied photography. And when we met, it was like spontaneous combustion, things between us were so hot. We couldn't wait to be together, I married him at nineteen and we had Hal Junior the next year. Our love life was so good, right up until he got sick that I think that's why I'm missing having a man in my life so much. If he'd have been a dud in bed, it might have easier for me for these past two years, but life between the sheets with my hubby was sure never dull. So I just have these needs that still have to be met."

I grinned. "So, you're saying you enjoy things a little on the wild side, do you?"

Wiggling her eyebrows, she murmured, "Oh, yes, I do like it wild."

So, hearing that, I lifted her off her feet, surprised that she barely weighed a thing. Then I dropped my ass onto the couch, tore off her robe, leaned my head back, and sat her pussy right down on my mouth. And then I went to fucking town on her hot little cunt. Fuck, was she ever sweet, as I speared into her deep with my tongue, tongue-fucking the hell out of her snatch. Guessing she must have lubed up her dildo with some kind of strawberry lube, I gotta say it gave her pussy a delectable hint of berries as I ate into her cunt till she was squealing and tugging the crap out of my hair. And damn, did she ever come hard when she came, her juices dripping down my chin to my chest, with her pretty much collapsing in a panting quivering heap on me while I kept right on feasting on her tight little pussy.

Because let's face it, when you've dreamed about getting busy with a woman for as long as I have, you don't give up after a few licks of her pie.

Considering she had to have the sweetest pussy I'd ever plundered, I kept it up, suckling on her clit, still fucking into her whole with my tongue, while pushing in a couple of fingers and giving her a good hard finger fucking, I made her come with the force of a tidal wave for a second time before I finally came up for air.

After coming that hard, she was blissfully smiling from ear to ear and still softly sighing and slightly shivering by the time I fastened my gaze on her big beautiful breasts. So, naturally I made a meal of them, too. And fuck did she ever make some noise when I teased her big luscious titties till her nipples were hard enough to cut glass; licking and nipping and lashing and tonguing, even biting her a little, till she was practically falling to pieces squirming and quivering insanely hard, like I'd never seen before. Damn, though I'd never experienced anything quite like it, I knew I'd be back for more, a helluva lot more.

Seems Mrs. Ellison did like her sex a little raunchy, and lucky for her, it was also my favorite way to play - dirty and raw. I had never been into vanilla, even the ice cream.

By the time I'd finally dug out my wallet to get a condom, her entire body felt like it was burning up, and her pussy was so wet, it was dripping down my chest and coating my now fully erect cock in her juice.