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Caught By Friend's Mom

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When I was 14 years old I would often stay over my best friend's house on Friday or Saturday. Mark was an only child, and his dad died when he was 11, and his mom never remarried. Their house was small, and I would usually sleep in a sleeping bag on Mark's floor or on the couch in their family room.

On this one Saturday night Mark and I had stayed up until about 1:00 am talking about everything in the world, mostly about the girls we thought were hot and stuff we wanted to do to them. When he said that he was really tired and wanted to go to bed, I said ok and decided to go into the family room to watch some TV since I wasn't tired yet. On my way there I stopped to take a leak in the bathroom. While I was in there I noticed a pile of clothes on the floor, and on top were a pair tan panties and a white bra. Still horny from talking with Mark about who we would want to "do" few minutes earlier, I picked up the bra and checked it out. Now I had NEVER thought of his mom in a sexual way before, probably because she was, well, a mom. She was probably about 50 yrs old, average weight (actually pretty skinny) and had short black hair. I couldn't even tell you what color eyes she had. She was just another friend's mother and I never really checked out her body or anything. She was rather plain, although she was very nice to me over the years and treated me almost like a son, and I do remember she had a very gentle smile.

As I looked at her bra, I immediately got an erection. Just touching it, and smelling her perfume on it, created a picture in my mind of her in her room, in just her underthings. I checked the size, and saw that it was a 34A. I then picked up the tan panties; they were briefs, not sexy bikinis or thongs, but they were very silky. As soon as I felt them I knew what I wanted to do. I stuffed them into the pocket of my shorts and walked out into the family room.

The house was dark and quiet, except for a nightlight in the nearby hallway (off which were Mark's bedroom, his mom's bedroom and the bathroom). I flicked on the TV and made sure the sound was low. As I sat down on the couch, I pulled a comforter over me, and took Mrs. McCormick's panties out of my pocket, then unbuttoned, unzipped and removed my shorts and underwear and placed them on the floor by the couch. I placed the panties up by my nose and took a long breath - they smelled, well, like a pair of panties worn for the day by a woman - heavenly! I then wrapped them around my cock and began to slowly masturbate; the feeling was indescribable. As I wanted it to last as long as possible, I was very deliberate and stopped occasionally to keep myself from coming. Eventually I was in a high state of arousal, with all kinds of erotic thoughts swirling through my head. I didn't want to make a mess of the comforter, so I threw it back off my lap and it fell to the floor. I put my head back and closed my eyes, preparing to shoot my load when suddenly I heard, "Oh, Mark, excuse me. I thought you were asleep. I'm so sorry".

It was Mrs. McCormick! Shit! I panicked. I grabbed for the comforter as quickly as I could and covered my cock. As I did so (and I didn't realize it at the time...) I dropped her panties onto the floor directly in front of me.

I was very nervous, and very embarrassed. What if she told my mom? I would be in HUGE trouble. What if she kicked me out and wouldn't let me come over again? All this was racing through my mind when she walked over to me and sat on the other end of the couch.

"Mrs. McCormick, I'm so sorry, I well, I um...."

She just smiled. "Listen, its ok hon. What you were doing is perfectly normal. I'M sorry that I walked in on you You should really do that sort of thing in private though from now on. OK?"

THANK GOD. I wasn't busted. She was really being cool about it. I began to breathe normally when I noticed she was holding a glass of wine in her hand, and as I began to regain my senses I could see she was a bit glassy-eyed. She was drunk! I also noticed she was wearing a very nice pajama/robe set. It was very white and frilly; the nightgown was knee length, and the top portion had a scoop neck so that the upper portion of her breasts were visible. Not in a provocative way, but enough to make my mind continue to wander. She had on a longish silk robe, but it was open for me to see her nightgown.

"I was just going into the kitchen to get one more glass of wine, then I'll be going back to bed. I'm sorry I interrupted you. But don't worry, you can finish what you started when I go to bed". And she smiled at me. A motherly, yet mischievous, slightly drunken smile. With that she left and went into the kitchen. My mind was racing, and I noticed that I was still hard. And then I realized that her panties were sitting on the floor at my feet! Just as I was bending down to pick them up, she came back in on her way down the hallway. She saw me holding her panties and stopped in her tracks, then came back to the place on the couch she had been just a few minutes earlier.

"Chad, honey, is that my underwear your holding?"

"Uh, Mrs. McCormick, well, yea I saw them in the bathroom and I, I, I - oh I'm so embarrassed.'

"Did it feel good when you rubbed them on your penis?"

OH MY GOD! WHAT DID SHE JUST SAY? I couldn't believe it. How should I answer? What if I say yes and she gets pissed?

"Well, uh, well - yes it did feel kinda nice," I stuttered.

"I'm sure it did honey. Boys your age, everything feels good rubbing against their penis." She laughed. "Do you masturbate often, hon?"

I couldn't belive where this was going. Mrs. McCormick was talking to me about sex, and masturbation. It was beyond anything I had ever dreamed or fantasized about. It was also incredibly erotic, and I had a raging hard under the comforter.

"I do it once in a while, Mrs. M. Not like everyday or anything. Just, you know, when I get kinda horny".

She smiled. "It's been a VERY long time since I've been with a man in, you know, 'that way.' I get, um, excited sometimes too and, well, you know. Girls and women have the same kind of urges boys and men do." She glanced at the tent I was making out of the comforter. "Tell you what, Chad. Why don't you let me help you out, I can help make you feel good" She was obviously drunk, not slurring her words a lot, but I could tell. I didn't care.

She edged closer to me on the couch. "It will be our secret ok, hon? No one else has to know. It's been such a long time, and I get lonely too."

"O-O-O-OK Mrs. M, if you say it's ok, I won't tell anyone."

As she slid towards me her robe pulled open, and the hem of her nightgown rode high up her thighs. She noticed me glancing down and asked "Do you like my legs".

"Very much" was all I could say. Casanova I was not.

She smiled again (that wonderful, sweet smile) and lifted the hem of her nightgown up to her stomach. She was wearing a pair of white bikini panties, with beautiful lace embroidery on the waist band and leg openings. They were incredibly sexy, and fit her very snuggly. She left her gown pulled up, and she snaked her hand under the comforter and gently took hold of my cock. "Mmmmm, that feels nice hon. Your penis is so hard" She began to slowly masturbate me, and as she did she pulled back the comforter just enough to be able to see what she was doing. I was in heaven...!!!!

"Chad, would you like to touch me?" she asked after a few moments. "It's ok, hon. Our secret, remember?"

I reached over and tentatively cupped her breast through her nightgown. The softness and suppleness was everything I had dreamed of, and I felt her hard nipple through the thin material of the gown. She sat back and pulled at the bow at the neckline, and her gown slowly fell open to reveal her small breasts (capped with very small yet hard pink nipples), her bare belly, and her panties. She took my hand and placed it in her lap, and sat back while she whispered in my ear and gave me a tutorial on how to finger her. She never removed her panties, but she guided my hand inside and I found her to be quite hairy, and very, very wet. As I gained more confidence she removed her hand and I masturbated her to orgasm (she told me when she had come). After a short (15 second) rest she moved forward and pressed close to me, with her head on my chest and her left hand firmly stroking me. It was all I could take - after hours of sex talk with Mark, my own masturbation session with her panties, and now Mrs. M actually giving me a handjob, I couldn't hold out any longer, and I told her I was about to come.

She offered many soft words of encouragement, and expertly increased the length and tempo of her strokes. A few small spurts of come marked the beginning of my orgasm, followed by at least 4-5 very strong spasms that sent come flying onto Mrs. M's neck and chest (she only missed being hit in the face by some quick reactions...!) As my orgasm began to subside, she moved even closer to me and place my cock between her small breasts, and the last of my semen gurgled into that lovely valley between her tits.

As I caught my breath, Mrs. M. got her gown and robe back together (tightly tying the robe this time...) and walked into the kitchen, and came back a moment later with a warm wet cloth. As I cleaned myself off she kissed me on the cheek and told me how wonderful that had been, but that I mustn't ever EVER tell anyone, not a friend, not my brother - ANYONE - what had happened. I promised her I wouldn't, and she went off to bed. The next few times I saw Mrs. M. (she was gone the next morning when I woke up) it was pretty awkward, but that summer she pulled me aside at a family picnic at their house and told me that what had happened made her feel very good, and that I was a good boy and that we should just forget about what had happened and keep the same kind of relationship we had in the past. Which we've done to this day.

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