Son’s Friend Walks In On Mother

"I thought you had gone ten minutes ago. As you don't seem to be interest in sex recently, I thought I would just enjoy a little DIY."

June Johnson was lying naked on her bed, idly masturbating. Her husband had indeed left earlier and it was Liam who was standing watching, as his friend's mother played with herself. He knew that he should have walked on by, as he passed her bedroom door, but this was a dream encounter for the twenty-year-old. His friend's mother had featured in his fantasies since he had first met her.

"If you stay there much longer, you just might actually see me have an orgasm."

He was delighted that she carried on rubbing her clit with one hand and a nipple with the other. It was her nipple that fascinated him, it was the bigger than any nipple he had ever seen and she was pulling on it firmly. He didn't notice her look up until she screamed, and her hands stopped rubbing and pulling, and changed to hiding.

"Fuck, Liam what the hell are you doing here? I thought it was my husband standing there. Did you see, did you see me... you must have seen me, oh fuck."

"I have never seen anything so beautiful, Mrs Johnson. Your body is truly stunning. As for your nipples, they are awesome."

"Now I know you are teasing me. My husband says they grotesquely big, the ugliest nipples in the world. He won't touch them."

Liam was amazed to hear what she was saying. He moved next to the bed and lent down. He moved her arm, that was hiding her nipples, before he brought his mouth down on the nearest one. It was not only huge, but it was rock-hard, expanding even more as he sucked firmly.

"No, you can't do that. It's not right, they are..., you are..., no it is just not right."

When his hand found her other, nipple she stopped protesting and sighed deeply.

"What are you doing here? Jack has gone away for the week with his dad."

Liam released her nipple and explained that Jack had offered him a bed for the night, when he had given him a lift the night before. He apologized for watching her, but said it was beautiful, that she was beautiful, that her husband was wrong, her nipples were extraordinary. With this he found her nipples again and she stopped questioning him and stopped fighting the pleasure. Liam sensed this change and settled back to sucking and rolling her nipples with his fingers. He was rewarded when she let out a sigh of pure sexual arousal. He swapped nipples, rolling the huge wet nipple roughly between his finger and thumb and sucking the other deep into his mouth.

"Fuck, that feels wonderful. It is a bit like having two clits played with at the same time. Please don't stop."

"I have no intension of stopping. Now lie back and we can both stop talking, while I enjoy the most wonderful nipples I have ever seen."

Liam was dressed only in a pair of briefs and a tee shirt. He couldn't remember his cock feeling quite this hard and it quickly found a way to escape past the waistband of his briefs. June's hand went to find her clit, but she decided that if it did, she would certainly ruin the moment by climaxing, so instead held and caressed his head. He found it amazingly erotic, as she ran her fingers through his hair and played gently with his ears. Neither of them spoke, but June made noises of sexual appreciation. She was initially, embarrassed by these, but soon relaxed enough and as her excitement grew so did they. They were music to Liam's ears.

Although June's excitement grew, it did not cross her mind that she could actually orgasm from this stimulation alone, until he became a little more demanding, a little rougher with her nipples. This changed everything and she realised that not only could she orgasm but that she would orgasm.

"Fuck Liam, suck me harder, bite me, rub me, chew me. I think I might cum. No I am going to cum don't stop, don't stop. Bring me, bring meeeeee."

Liam was delighted by the development. He bit down at the base of her huge rubbery nipple and used his tongue to lap at the inch long crinkled skin. She responded most when his tongue flicked across the very tip, so he did this repeatedly. His fingers now pulled her other nipple hard, while squeezing and rolling it. Her responses encouraged him to do this much harder than he would have ever dreamt of doing.

Although she felt her orgasm was inevitable, it didn't arrive as quickly as she expected. It seemed to her to stay just out of reach and for a desperate moment, she thought she would not get the relief she badly needed. She urged him on, demanding he became rougher still. He was surprised, but was delighted that as soon as he complied her tone changed and he knew she was going to orgasm.

He loved the way that, using very few words, she expressed her joy as her body exploded with pleasure. She loved the way he pinned her body down to the bed as his hand and mouth tortured her monster nipples. Her hips looked like they were trying to find an invisible lover, as she orgasmed without clitoral stimulation for the first time in her life. Her orgasm rumbled on, throughout her body. It lacked the sharpness of some of her previous best climaxes, but remained at a high level much longer than ever before. When eventually her body relaxed, she felt elated, but exhausted. Neither of them could understand why her first coherent word was.

"Sorry."

It did mean that she joined in with him laughing, as soon as she realised what she had said.

"Do you often apologize for giving someone the most exciting experience of their life. That was unbelievably exciting, the most extraordinary orgasm I have ever seen. You are truly the most amazing woman I have ever met, as well as being beautiful."

"I bet you say that to all the women you give amazing orgasms to. I am old enough to be your mum, so you don't need to flatter me with false compliments. Mind you even false ones, sound good coming from you."

"There was nothing false about me saying that I find you beautiful. I have always thought of you that way."

June was slightly taken back by this comment, even though it did feel exciting that a young fit man like Liam could find her attractive. She had noticed him more than all her son's other friends. Even when she first saw him, he was strongly built and good looking. Now she reflected that he had always been very friendly and attentive towards her. It gave her a wonderful warm feeling. Liam had thought about saying more about how he had always thought about her, but on reflection was pleased that he had not.

June suddenly became excited by the realisation that Liam was next to her on the bed and almost certainly aroused. The idea of having sex with anyone other than her husband felt daring and exciting, but the fact that it was Liam, her son's friend, made it even more so. She had never been unfaithful to her husband, until a few minutes ago. Sex with her husband had become infrequent, often unexciting and usually orgasm-less. She felt a little bit like a virgin again, looking forward to losing that virginity.

Now recovered from her orgasm, she invited Liam to lay next to her and relax. His erection was still sticking out through the waistband of his underwear. She was surprised that, while it excited her, she felt a reluctance to touch it. She tentatively used one finger to caress the large silky head and was delighted to hear his sharp intake of breath, as she did. Quickly, her fascination with his cock got the better of her and she removed his briefs. She was delighted to be greeted by the view of his large erect penis. His balls were of particular fascination to her. They were large but tight, unlike her husbands that always seemed to hang loosely. She loved that they were devoid of hair and his pubic hair was short and neatly trimmed, meaning they were beautifully presented.

She wanted to do so many things all at the same time. She settled for running her tongue from the near purple head down to the tight balls before licking his exciting balls very gently. His cock lifted away from his stomach and he let out a very happy sigh. She was tempted to try and take as much of his cock in her mouth, but decided that she wanted to be able to see his cock and watch his reaction to what she did. She therefore, took his shaft in one hand, while playing with his balls with the other. He closed his eyes and laid back, relaxing in much the same way as she had earlier. She felt a bit like a child in a sweetshop. She considered mounting him, but decided to just play with him with her hands and mouth. She tried to do all the things that she remembered her husband used to enjoy. She sometimes squeezed the base of his shaft, while licking the head. She used her fingers gently just on his balls. She teased just the shaft stopping just short of the sensitive area, where it joined his head. She took just the head into her mouth, using her tongue at the same time.

Liam was no virgin, having enjoyed sex with a number of girls his own age. None had done anything quite as exciting as this to him. When she turned away from him to take his cock fully into her mouth, he was presented with a beautiful view of her bottom and her pussy. His hand found her wet pussy with ease. She froze for a second before straddling him, still facing away from him, with his cock never leaving her mouth. He now saw how her pussy was swollen and very wet. He pulled her back so that his mouth could find her pussy and her clit. She helped by adjusting her position, so that he found her previously untouched clit, with ease.

She was loving having a rock-hard cock to play with, as her clit was toyed with. She used her fingers to play with his tight balls, as she gently fucked his prick with her mouth. She was keen for him not to cum too quickly, so eased off every now and then. That was until she realised that she was building fast towards a second orgasm herself. This shocked her, as she had not enjoyed more than one orgasm, in a day, for years. She now stepped up her actions and was rewarded as she felt his balls tighten and his ejaculation start its journey up through his shaft before exploding into her mouth. Her own orgasm had been so close and his orgasm triggered hers. It threatened to make her choke, as her mouth was repeatedly deluged with squirt after squirt of his cum.

Liam's orgasm exploded from his prick with a force that took him by surprise. He loved the way she rode his face as her orgasm coincided with his, before falling forward exhausted. It was only then that it really hit him that he had just had sex with his friend's mother. The woman who had so often featured in his fantasies. At the same time she was reflecting that Liam was the same age as her son, the slight guilt was outweighed by her feeling of elation.

They showered together, exploring each other's bodies as they washed them. She gradually became more confident that he did actually find her body attractive, as he carefully, even lovingly, washed and caressed every part of her. His cock was very quickly erect again, remaining so throughout the shower. Before the shower, she felt satiated and didn't even consider that she might want more sex that morning. By the time the shower was over she realised that Liam was still highly aroused.

Would he want to fuck her? They had just enjoyed oral sex and giving each other orgasms, but somehow penetrative sex was a very different thing. She didn't know why but, while exciting, the thought was somehow frightening, the final act of betraying her husband, the final act of intimacy with her son's friend. He answered her first question by taking her back to bed and laying her down before finding her pussy with his mouth. She answered all her other questions and doubts, as her body responded and she completely accepted its decision.

He took his time not playing with her clit when it was obvious that it was still oversensitive. His fingers played with her bottom as his mouth played with her pussy. When he tested her, by playing with her anus, she responded positively. The single digit fucked her gently before he found her clit again. Now, if it was too sensitive, she didn't let him know it. She was delighted when, with perfect timing, he got onto his knees between her legs and offered his erection up to her, very ready, pussy. His cock was only slightly bigger than her husband's, but she was sure that it felt much bigger, as it worked its way into her.

He knelt with her supported on his thighs. The angle was great for penetration and gave him easy access to her clit that now, while very sensitive, welcomed his thumb playing with it.

"Please make my view perfect, and play with your wonderful nipples. Let's see whether you can feel like you are having three clits played with, at the same time."

She was amazed that this young man, barely more than a boy, could seem to understand her needs so perfectly. She had wanted to share the experience of them fucking, but had not expected to become so aroused. Now she thought that she just might orgasm for an extraordinary third time in an hour. She happily played with her nipples, something she had not done in front of anyone, for years. It felt great to feel free to do this and really enjoy it. Her excitement grew quickly and she encouraged him to fuck harder and deeper. When he changed the angle by lifting his hips she almost wailed,

"Fuck me hard, fuck me deep and cum inside me, I am going to cum so hard, so hard, please don't stop."

Her orgasm hit her a few seconds later. He was determined to watch her cum this time, and managed to hold back until her orgasm was nearly finished. Seeing her dissolve during her climax triggered him, even more than her pussy milking his cock. He was still ejaculation as he moved into a missionary position to enjoy the end of his orgasm.

They lay with his shrivelling cock still inside her for a couple of minutes, not saying a word. It was her that broke the silence.

"What the fuck did we just do? It was the most beautiful thing, but fuck, how did it happen, what do we do now?"

"Let's just enjoy the moment right now. I think we need to keep this to ourselves, but that is a matter for tomorrow."

They cuddled and, even though it was still morning, they fell asleep in each other's arms.