Jane's Surprise Ch. 01

Jane's Surprise Ch. 01

Jane seduced by best friend's mom.

(This story was previously posted on an old page I once had on this site. This is a reposting with minor editing to abide by Lit's new censorship standards.)

Jane's story:

Well, to make a long story short, my best friend Karen and I have been doing Lesbian sex with each other since we both turned 18. It started by just talking about sex in general, boys at school we'd like to fuck and what we do when we masturbate, and stuff like that. Then we started looking at internet porn together and masturbating to it. Once we got used to checking on porn sites we quickly gravitated to the much more erotic lesbian porn.

Then we progressed to making out and fondling each other which in turn led to fingering each other while looking at porn--and then getting naked in bed and doing everything that we saw the naughty women on the net do.

Then one day Karen told me to come over to her place the coming Saturday morning because her mom was going to be gone all day and we could have lots of fun together all day long. She told me to dress up in a sexy short skirt so we could do some teacher-student or mommy-daughter role playing. That sounded real hot to me because I'd always been oh, so-o-o turned on by those kinds of stories on the Literotica site. I'm so petite and everything, with freckles dotting my face, and Karen is so much taller and more filled out than I, so I thought we'd make a perfect student-teacher or mother-daughter fantasy pair.

So, I put my red hair up into a pony tail, slipped on a thin, white T-shirt, wriggled my pert little ass into the sluttiest skimpy skirt I had, slipped on a pair of white tube socks and white sneakers, and stepped out of the house with no bra and no panties on underneath. Feeling my excitement mount, and my pussy getting hungry, I hurried over to Karen's house which was only a couple of blocks away.

I was so hot an horny for the slutty girl-girl sex we were about to have I could almost taste her hot pussy already. As I walked, with my thighs rubbing against each other my own pussy throbbed and almost gurgled in its wet anticipation of our kinky fun.

I rang the doorbell--and then waited for Karen to answer as my excitement continued to mount and my dirty mind already fantasizing about all the sex games we could play with the house all to ourselves, the porn watching, the tribbing, and the pussy licking, and role-playing we were going to do.

The door opened, but instead of Karen, it was her mom! I was shocked speechless--not just because I'd expected her mom to be gone, but because of the way her mom was dressed! Now, to be honest, I'd always thought Karen's mom to be a huge sex symbol, and I have to admit I'd often masturbated thinking about her--but today she looked sexier, and sluttier than ever.

Like Karen, she was a tall, busty blonde--only she was even taller and bustier than her daughter. On top she had on a thin, white blouse half undone exposing much of her huge bra-less tits. The thin, nearly transparent material of her blouse clung tightly to her erect pencil eraser nipples. The blouse was tucked into a bright red latex micro mini so short it left a hint of white panty exposed below the hem. Tightly stretched garter straps secured a pair of beige nylons caressing her shapely legs and feet tucked into a pair of four-inch red heels. All I could think of was OMG how utterly porn! I was too stunned to even speak.

Karen's mom seemed to sense my shock and discomfort, so she did the speaking for me. "I'm sorry, Janie dear, but Karen's father picked her up this morning for the weekend. Visitation rights, you know. But won't you please come in anyway?"

Still speechless I could do nothing but comply as she continued holding the door open for me. Passing through the doorway I was so close to her I could feel the sexy heat of her body emanating out and on to my skin. The scent of her perfume and womanly musk excited me even more. She put her hand on the small of my back as if to help me through the doorway.

As she closed the door I turned to face her, my eyes about level with her unbelievable tits.

She saw the way I was lusticating after her gorgeous tits. Smiling down at me. She licked her lips and said, "would you like some... uh... lemonade?"

"S-s-s-sure, Mrs. Smith." I wasn't about to say "no, I wanna go home."

Karen's mom took me by the hand and led me to a tiny table in the kitchen. This was a table where Karen and I used to sit at to have lunches, lemonade, and snacks and stuff when we were little kids. After Karen had grown too big for this table, they had put it away somewhere, so this was the first time I'd seen it in years, and it kind of surprised me to see it out in the kitchen today. (I was to find out why before the day was over).

The table was only about two feet high, and the two little chairs at either end only a foot high at the seat. So when she sat me down in my way-too-small of a school-girl's skirt just about everything was exposed.

I was shocked and excited to see how Karen's mom looked down between my legs as I sat down. I could tell she was starring right at my exposed bald pussy. Her tongue briefly slipped out from between her lips, then she seemed to collect herself and smiled at me. And, since she seemed to be enjoying looking down between my legs at my bald little pussy, I decided to remain sitting that way with my knees pointed outward towards her to give her the best view possible--all the while maintaining my "innocent little girl" look.

She bent over to pat me on the head--with her OMG tits dangling practically in my face. And it was totally all I could do to keep from diving right in.

"That's a good little girl," she said patting me on the head again. "Wait right here and I'll be right back with your lemonade."

She went to the cupboard and reached up high to grab a glass--the move causing her skimpy skirt to lift up showing me part of her panty-covered ass. She sat the glass on the counter and reached up to grab another one giving me another nice view of her sexy white panties.

Setting the second glass next to the first on the counter she turned back around to catch me staring at her. She smiled and went to the fridge for some ice. She had one of these fridges where the freezer on is on the bottom so she had to bend over to reach in. This pulled her micro mini all the way up so I got to admire not only all of her ass--but could even see between her legs to where her cunt was--and the hint of wetness there on the lower crotch of her panties. Which, of course, made me get even wetter and more excited than I already was. Such a thrill it was, to be able stare up under her like that into her most forbidden areas. Yeah, to be able to look right up under there to the private areas of this beautiful, voluptuous older woman--and by best friend's mom at that! Totally a porn kink for me.

She stood up with the ice tray, closed the freezer door, turned around again to find me still staring bug-eyed at her. She smiled again, licked her lips and said, "this is going to be real yummy."

Returning to the sink counter, she began plopping ice cubes into the glasses. Then she dropped an ice cube on the floor. "Ooops!" she said as she bent over to pick it up with her legs slightly parted. Now her skirt was all the way up over her hips, her entire panty-covered ass and cunt exposed to my view only a few feet away. A much better view than I had when she was at the fridge--and much closer. As she grabbed hold of the ice cube she looked back between her legs to catch me drooling over her again.

She grinned broadly at me and said, "got the slippery little sucker. These ice cubes are so wet and slippery, you know." She playfully wriggled her ass back and forth and then stood up and tossed that cube into the sink.

She poured the lemonade and brought the two glasses over to the little table. She bent over with her tits practically hanging out of her blouse right in front of my face so she could set her own glass down on the little table, then leaning over even more towards me with her tits so close I could see my breath make little goose bumps on her cleavage, she handed me my glass.

With trembling hands I reached out to grab the glass without taking my eyes off her unbelievable and most tempting tits. My hands clasped around hers still holding on to the glass. She bent forward a tad more to plant a chaste motherly kiss on the top of my head. And it was all I could do to keep from kissing her cleavage only inches from my face. Instead, all I could do was inhale the heavenly aroma of her perfume and of her skin.

Then, instead of sitting on the opposite side of the little table, she pulled the other tiny chair out and sat down at the side of the table right next to me. Watching this tall, leggy, voluptuous woman sit down on such a tiny chair in her way-too-small-for-her latex skirt was a sight to behold. And behold I did! Like wow! The way that tiny, tight skirt slid all the way up passed her ass and hips... ummmm!

The chair was so small for her that her knees were pointing way up much higher than her hips and ass--which just exposed more of her gorgeous legs all the way to her panties. And she had positioned her chair so close to me that her chins were almost touching my thigh--so close I could feel the heat of her against my skin.

The way her completely exposed garter straps stretched around her upper thighs, hips, and ass looked just so fucking sexy. I wanted to reach my hands out and tug on those straps and then release them, letting them make slap sounds against her lush thigh flesh.

Smiling at me, she slowly crossed her legs allowing me the opportunity to look right up between her thighs to the crotch of her panties. And the growing wet spot there made my own bald cunt gurgle with horny need. My mouth was so dry I gulped down most of my lemonade--but without taking my eyes off of her.

The lower part of her now crossed leg now fit right under my thigh. Smiling at me with her eyes she sipped her lemonade while pulsing her lower leg--and with each pulse her lower leg touched against the under side of my thigh and her foot touched my calf.

Bending forward to set her glass back down on the table, her giant boobs jiggled right in front of me as they struggled to break free of her tight blouse. And, OMG how I wished I could dive right in!

After setting her glass down, she leaned back in the little chair and slightly lifted the leg she had crossed over the other one. This gave me another opportunity to look up between her thighs and catch a glimpse of her white panties. She pretended to fiddle with her garter straps then letting her shoe drop to the floor she lifted her leg up a little higher straightening it out so that the lower portion extended out right in front of me directly above my own lap. And OMG, her sexy, curvaceous leg was so close to me I could smell the texture of her stockings.

As I drooled, she ran her hands up and down her shapely leg as if to smooth out her stocking. Sensing I was watching her every move, she looked back up at me. The tip of her tongue peeked just outside her lips. And I couldn't make up my mind whether to stare up between her legs at her white panties, her gorgeous leg right in front me and so close it was practically on my lap, or her beautiful face looking at me so motherly, and yet with a hint of something darker, or her awesome tits.

Seeing the way I was drooling into my now nearly empty glass of lemonade she said, "Do you like my stockings? I bought them just the other day at the mall?"

"Y-y-y-yes. They're really sexy."

She smiled at me. "Then go ahead and feel just how really silky and smooth they are."

Needing no further invitation, I put my lemonade glass down and let my trembling hands slowly gravitate to her leg. When I touched her the feeling was almost electric. With her smiling encouragement, I began running my hands up and down her leg relishing the womanly curve of it, the fullness of it, and the sexy smooth feel of her stocking.

As I stroked her she leaned back again in the chair and heaved a sigh. She took a deep breath causing her chest to expand thrusting her tits out like a pair of cannons shooting right at me. Her nipples, already tenting her thin blouse seemed to grow even bigger with my fondling of her leg, which gave me new thrills.

"Would you like to have a pair of stockings for yourself--just like mine?"

"Y-y-y-yes, That'd be really cool and sexy. But I've never worn stockings before. I wouldn't know--"

"That's alright sweety. If you'd like we can go to the mall and I'll help you pick out a pair, then we can come back and you can try them on?"

"Cool."

She removed her sexy leg from my fondling hands and sat back up with both feet on the floor. "But first, I'd like you stand up... so I can get an idea of what size you should wear."

Facing her, I stood up between her knees. She reached her hands back around to grab my ass. "Here, honey, move in a little closer," she said pulling me forward. I was now right between her long thighs, she squeezed them tightly against the outsides of my legs, her sexy stockings caressing my naked leg flesh. Then bending forward so I could look down her blouse at her gorgeous tits, she began to run her hands up and down my legs, first one, then the other. She did it nice and slow, even fondling me as I practically slobbered over her tits.

"Such cute little legs you have." Then she fondled the hem of my short skirt. "And such a cute little girly skirt." Her face only inches from my crotch, she blew out strongly ruffling my skirt. And OMG did that make my pussy steam!

"Why don't you turn around, sweetie, and let me see the rest of it?" With her hands on my hips she helped me turn around. The sexy sound and feel of my naked legs rubbing against her sexy nylon cloaked ones adding to my growing excitement.

She continued fondling the hem of my too-tiny of a skirt, her face so close to my ass I could feel her hot, heavy breathing raising goose bumps on my butt cheeks. Suddenly she lifted up the rear of my skirt. "Ummm, and no panties. You naughty little girl you." She giggled and gave my bare butt a playful slap, making me giggle too--while my pussy began to dribble girl goo that I was sure she could see beginning to run down my leg.

She stood up behind me wrapped her arms around me, her body pressed up against mine. Her huge tits practically cradling my head. "You wanna go to the mall now and get your own stockings?"

"Sure."

"And while we're there, maybe we can do some flashing. It'll be lots of fun... flashing at strangers. Would you like that?"

"Yeah." I giggled.

With her arm around me, she walked me to her car and opened the passenger's side door for me--and watched as I sat down with my tiny slut skirt sliding up. I purposely let my legs part as I swung myself into the car seat, just loving the way this beautiful, voluptuous, mature lady was letting her eyes zero in on my exposed, shaved, and very wet cunt.

She licked her lips, then giggling said, "looks like you already know how to flash, you naughty little girl you. Flash that bald pussy at the mall and you'll be sure to have everyone fucking each other right on the floor before us.

"Porn show!" I giggled as she closed the door for me.

She walked around to the driver's side, opened the door and said, "now it's my turn to do a little flashing."

Of course I wished I could've been on the other side of the car to watch as her legs parted. But even so it was quite a view. As she swung her body into the car and positioned herself behind the steering wheel she let her skirt slide up to her hips. I could only sit there and drool over the creamy flesh of her upper thighs as not only were the tops of her nylons completely exposed, but her garter straps all the way up to her hips. I could even see the white of her panties peeking out.

Seeing the way I was drooling over her, she smiled, winked, and hiked her skirt up another inch. "Let's see how daring we can be as we drive to the mall," she said. "If people only knew how much we were exposing--we'd probably get arrested."

Giggling, I took the cue from her and hiked my own skirt up even higher so that should anyone peek in through the car window they'd be able to see my bald clam.

"Now that you're 18," she said, "do you ever, y'know, think about sex much?"

I blushed, not ready to admit how much I thought about sex, much less that I'd been doing it with her daughter.

As if reading my mind she patted my thigh and said, "don't be so shy. When I was your age I thought about sex all the time. I used to masturbate almost every night I was so fucking horny all the time."

"R-r-r-really?" To hear this adult woman, old enough to be my mother, talking about being horny and masturbating made my dribbling little pussy almost gurgle with hunger.

"Yeah, we can talk about it some more when we get back from the mall." She inched her hand a little higher up my thigh giving it an affectionate rub before returning her hand to the steering wheel.

When we arrived at the mall, she parked, then placing her hand on my bare thigh (a little higher up than before), she turned to me and smiled. "Well, here we are sweety, let's go inside and see how much attention we can attract."

Hand-in-hand we strolled into one of the department stores where she purchased a pair of nylons for me and a garter belt. Then she took me to a shoe store to purchase a pair of heels. I thought it was extremely exciting the way the attractive saleslady kept looking up between my legs as she sat before me fondling my feet as she tried several different pairs on me. With Jane's mom sitting right next to me with her own skirt hiked up high the saleslady kept looking from one of us to the other probably thinking we were a mother-daughter pair.

Not that we didn't do our own looking at the saleslady. She was a real looker, wearing a tight, low-cut blouse that really accentuated her nice tits (bigger than mine, but not quite as big as Karen's mom). She also had on a sexy, tight mini skirt along with heels and hose, and every time she squatted down in front of me with a new pair of shoes, her own miniskirt hiked up to her ass exposing her thighs all the way up--and from my angle I could see all the way between her legs up to her beautiful white panties--panties that got increasingly wet as the session wore on. And as she bent forward to slip a shoe on to one of my feet, her low-cut blouse allowed me to see most of her gorgeous almost-as-big-as-Karen's-mom's knockers.

After purchasing the shoes we strolled to the center of the mall and sat on one of the benches where we could let our skirts hike up nice and high and where we could cross and recross our legs as we pretended to examine the merchandise we had just bought. Every time a sexily-dressed woman or girl would pass by, Jane's mom would call my attention to her, commenting about how sexy a certain article of clothing was, or even a certain body part. And all of that sexy banter continued to make me hornier and hornier.

And whenever we noticed someone looking at us--male or female--we'd part our thighs a bit as we recrossed our legs causing a lot of mouths to drop open in near shock.

On the drive home Karen's mom made jokes about everyone looking at us when we flashed. "Bet they thought we were a mother-daughter team," she said with a school girl giggle of her own.

"It was fun, teasing everybody like that," I said with a giggle.. Hell, it made me so friggin' horny I wanted to fuck everyone who looked at us, male or female."

Casting a quick, mischievous smile at me, she said "Y'know, being done by a mother-daughter team is just about everyone's fantasy, male or female--whether or not they'd ever admit it even to themselves. But I'd bet they'll all go home and masturbate over it while thinking about the way we flashed them."

"G--g-gosh."

"Janie, do you ever masturbate. Y'know, it's really good for you. It relieves tension and everything."

"Yeah, sometimes."

"What do you think about when you do it? Do you ever think about with another woman?... Don't be bashful now," She placed her hand on my thigh. "It's normal."

"Y-y-y-yeah, sometimes."

"That's good, because I do too--a lot. Even though I was once married, and still think guys are okay. I mean, a hard throbbing cock pumping inside you is a thrill, but there's absolutely nothing as erotic and sensual as a woman. So, I often think about what it'd be like with another woman when I masturbate, which is quite often." She cast me another quick smile. "Y'know I get so friggin' horny all the time, so I just gotta get my self off once in a while, if you know what I mean." She rubbed my thigh again, letting her hand move up a bit more.

"That's cool." Actually, I thought that's fuckin' hot.

She let her hand slide off the top of my thigh so that it fondled the inside of my upper thigh, dangerously close to my shameless cunt. "What'd ya think of that sexy sales lady at the shoe store... the way she kept looking up our skirts."

"Yeah, that was fun."

"She was pretty hot, wasn't she? Nice tits, legs, and ass."

"Yeah, I thought she was pretty attractive. I kind've liked the way she played with my feet."

"Yeah," Karen's mom said, squeezing my upper thigh as she continued to drive with one hand. "I like to have my feet played with too. Feet can be really sexy. Maybe when we get back to my place we can have some fun playing with each other's feet? Would you like that sweety?" She rubbed her hand up and down the inside of my thigh moving it higher still..

"S-s-s-sure," I said. "I'd love that a lot."

"And when we play with each other's feet, we can think about that sexy salesgirl." Then with a slight giggle, she added. "The way she kept looking at you, I thought she was about ready to stick her face up between your legs and start licking you... not that I'd blame her." She gave my thigh a final little pat, winked at me, and returned her right hand to the steering wheel and her eyes to the front.

"G-g-g-gosh." Was all I could say--while feeling my pussy get all the squishier from her sexy talk and her fondling of my leg. She had me so fucking horny by now I was trembling all over. My pussy was palpitating.

"Yeah, she was a real hottie, the way she squatted down in front of us doing some flashing of her own. Did you notice how wet her panties were getting from looking up your skirt and playing with your feet?"

"Yeah," I said with another giggle. "But, I think she enjoyed looking up your skirt as much as mine. Not that I blame her for that either. I think you've got such sexy legs." I got up enough courage to place my hand on her thigh as she had done me.

"Well, here we are," she said as she parked the car in her driveway. "Let's go on inside and see how sexy we can make you look in those stockings." She gave my thigh a couple of strokes before climbing out of the car.

And I almost came. Afraid of spilling my sex juices on her car seat I quickly climbed out.

She held my hand as we walked to the front door. After opening it she said "after you," and placed her hand on my ass to guide me through the door. Then with her arm around my waist she led me into her bedroom. "It'll be nice and comfy in here for trying on your new outfit."

There was something exciting about being invited into her bedroom, her inner sanctum, especially after they way she'd been talking to me about masturbation and how good it was for you. The thought occurred to me that it was probably in here, in the privacy of her own bedroom (where her daughter Karen couldn't see) that she masturbated. I was excited to see she had her own computer in her bedroom--meaning she probably used it to look at porn when she masturbated. That thought sent a thrill of electricity all through me. But I was even more excited to see some of the framed photos and drawings she had hanging on the walls: pics of beautiful sexy women kissing each other and some of naked women entangled in hot embraces.

"Okay, she said, let's get you ready to try on your new stockings, please have a seat." She had me sit on the edge of her bed, then she stood so close to me that our legs touched and I got to look up under her skirt and see her increasingly wet panties. She kind of swayed back and forth while removing my new garter belt and stockings from their packing. Then she bent over to lay the items on the bed right beside me. As she did so her gorgeous tits almost smothered my face as they threatened to flop out of her by now mostly unbuttoned blouse.

Still bent over with her tits practically in my face she placed both hands on my thighs and gave me a sweet kiss on the top of my head. Then she took the high heels out of their box, and bending over so low that her blouse-tenting nipples lightly grazed my thighs sending more electric bolts of thrills throughout my body, she set the shoes down by my feet.

Then she squatted down in front of me just like the shoe sales lady did. Not only could I look down her blouse but with her knees spread wide and her skimpy skirt hiked up her hips all of her inner thighs were exposed--as well as all of her panty-covered crotch. The view, the incredibly sexy view of this mature woman, her full thighs parted before me, her stockings exposed all the way up, the garter straps exposed to her ass, and everything seeming to point at her crotch. And then those panties that were so wet they were almost transparent.

She caught me looking between her thighs and smiled at me while grabbing one of my feet to take my sneaker and sock off. She massaged my foot while smiling at me and looking between my own legs at my bald pussy smiling and winking wet kisses back at her. After massaging my foot she ran her hand up and down my calf a few times then set my foot back down on the floor--between her thighs. Grabbing my other foot she shifted position slightly so her panty-covered crotch gently touched my foot. The feel of the heat and wetness of her panty-covered cunt against the bare skin of my foot was like s-o-o-o fuckin' porn.

When she had both of my sneakers off, she let go of my foot and stood up. "Okay, let's switch positions so I can get that cute little skirt off of you--otherwise it'll be in the way of your garter belt." She took my hand and helped me up off the bed. But more than just pulling me off the bed, she pulled me right up against her. Before I knew it my face was buried deep in her cleavage and she had her arms around me. I inhaled deeply of the aroma of her perfumed breast flesh as she kissed to top of my head. Getting up my courage I kissed the crack between her giant tits.

"Ummm, such a sweet little girly you are." She giggled, gave me a pat on the top of the head, and sat down on the bed scooting forward with her knees spread apart so her skirt slid all the way up past her wide hips exposing most of her white panties. "Okay, let's see about this sexy little skirt you've got on."

Facing her I stood between her thighs as she commanded while she fondled the hem of my skirt, her fingers dancing lightly across my upper thighs, my ass--and yes, my hungry-for attention pussy. Then she slowly tugged my skirt down bending forward slightly as it passed my knees. Her hot breath on my wet cunt set it to boiling. Oh, if only she'd stick her face in there and lick me out.

She tossed my skirt aside and had me step into the garter belt which she pulled up around my waist--while blowing hot, damp air onto my hungry cunt. Again.

After fixing the garter belt in place she gave my butt a couple of playful slaps and said "Okay, let's trade places again. You lie down on the bed and raise your feet in the air so I can fit your new stockings on you."

She stood up smothering my face in her cleavage again. This time I couldn't resist fondling her fantastic tits. I inhaled the smooth silkiness of her breasts flesh as both her hands drifted down to my ass giving my cheeks a nice squeeze. As she turned sideways to guide me to her bed the lapel of her mostly unbuttoned blouse caught on my nose and pulled away exposing her huge erect nipple.

"Ooops, look what happened." She giggled as she briefly rubbed her sex engorged nipple side-to-side on my nose making me almost whimper with desire as I wanted so bad to suck on it. But she pulled away guiding me to the bed.

I sat my bare ass down on the edge of the bed right where she had been sitting, the warmth of her still there on the sheets. I relished the feel knowing that it was her thighs, her ass, and her cunt that had made the sheets so warm. I looked up at her with awe--her standing so close in front of me. I let my eyes take in everything, her shapely nylon encased legs, the creamy upper thighs exposed above her stockings. Her wide, womanly hips, the tightly stretched garter straps, the white panty crotch exposed under her way-too-short of a skirt. Panties that were noticeably wet now--actually rather soaked. It was obvious to me now that it was all of our sex talk and flirtatious play that had made her as horny as I--which made it all the more exciting.

My eyes then traveled up to her tits protruding proudly above me like a couple of mountains, one erect nipple fully exposed, the other straining to get out.

"Okay," she said, "lie back down on the bed and raise your feet towards the ceiling."

When I did as she said, she moved in real close placing my feet to rest on her shoulders on either side of her face--and her tits pressed against the backs of my calves. And from that angle she stared straight down between my thighs to my hungry, very wet pussy, very aching with desire pussy. And the ache from my cunt radiated to my abdomen and became so intense it was almost painful.

Smiling at me she caressed and fondled my right foot, ankle, and calf. Then she planted some kisses right on my arch making me just shiver and tremble. Then she took her tongue and gave the arch of my foot a couple of long, slow licks making me almost orgasm. Picking up one of the stockings while still holding my right foot, she began to slip it over my foot down to my ankle.

And OMG it felt so silky smooth and sexy. No wonder women enjoy wearing them. As she unrolled the sexy material down my foot, ankle, and calf, she ran both of her hands up and down to smooth the material out. And I thought I was in heaven the way she was caressing, even fondling my leg, my entire leg, as she continued to unroll the stocking and smooth it out. When she had the stocking all the way unrolled to my upper thigh she continued caressing my entire leg, running her hands all the way up and all the way down.

"Now, doesn't this feel nice and sexy on your leg?"

"Ummmm, yes." God, I wish she'd just go ahead and fuck me.

"Okay," she said, "we're done with this leg, so let's put it where we can keep it out of trouble while we work on your other one." With that she stuck my now nylon-enshrouded foot between her own nylon-enshrouded thighs and rubbed it up and down and back and forth making an extremely erotic swish, swish sound. With a smile she said, "there's just something really sexy about nylon against nylon."

Then she pulled my foot and lower leg up higher between her thighs until my ankle was pressed hard against her crotch and my foot was caressing her ass. She pulled her legs tighter together, squeezing my ankle and lower leg in a vice. "There, that ought to keep that foot out of trouble while I work on your other one." She let her tongue slip out of her lips teasingly.

The heat and wetness of her panty-covered cunt on my ankle was mind-boggling and I couldn't help but tease her ass with my toes.

As I enjoyed that sensation she took hold of my other foot off her shoulder and caressing it with her hands, she lightly kissed it right in the sensitive arch making me shiver. After letting her kiss linger, she slowly brought my foot down to her chest where she rubbed her exposed nipple against the arch of my foot while staring down between my thighs to my increasingly wet pussy. Then she rubbed my foot against her other tit.

When that caused her blouse to pull away from that nipple, exposing it, she giggled lightly saying "Oooops! Look what we've gone and done again.

Then, licking her lips and moaning, she teased her erect nipple most aggressively with my foot as she reached down to grab the other stocking. The feel of her erect nipple rubbing against the arch of my foot was so totally hot I can't describe it. All too soon thought, she stopped rubbing her naked nips against my foot, and began working the stocking over my foot. She repeated the performance of rolling that stocking down my leg so-o-o-o slowly like she did the first one while repeatedly caressing by foot and leg as she smoothed the stocking out. Once she had the stocking completely rolled down, she ran both her hands up and down my entire leg, caressing and fondling--no longer even pretending she was "smoothing out" the stocking.

And at the same time she began rubbing her wet panty crotch back and forth on my other ankle as if she were trying to fuck it while alternately grinning at me and looking down between my thighs to my exposed and visibly throbbing pussy.

"Okay, let's trade places a moment," she said, "so I can hook your stockings to your garter belt." With that she grabbed hold of both my hands and pulled me up off the bed drawing both my hands around behind her back and forcing my face right into the valley between her two mountainous, and now mostly exposed, tits.

With her tit flesh smoothering both sides of my face my hands somehow found her ample round ass and latched on to it as hers did mine. For a moment our bodies swayed side-to-side together as if we were dancing--while fondling each other's butts. I began kissing her tits, the soft flesh on either side of the valley that was her ample cleavage. Then she sat down again with me standing right between her legs. She briefly fondled my thighs and ass while hooking the garter straps to my stockings

Then she helped me into my new shoes, bending over as she guided each foot into the shoe--her face only inches from my pussy and her hot breath driving me crazy.

"Now, let's see how sexy you look," she said as she sat back up straight to take long, lustful looks at me. She had me turn around every which way, modeling for her with different angles--all the while she continued to fondle my legs and ass.

"You know what's really sexy to do," she said, "now that we're both dressed in nylons?"

"N-n-n-no," I stammered.

"Let's play rub our legs together--because it makes such a sexy sound." And with that she turned me around to face her, and then lifted one knee slightly so her leg forced its way between mine. Then she began rubbing it up and down in the narrow groove between my own nylon-sexed legs making this real sexy swish, swish, swish sound.

She continued looking me in the eye while rubbing her nylon-encased leg between my thighs. And me? I just drooled over her huge tits and her exposed erect nipples while enjoying the sexy feeling of her shapely leg rubbing up and down between mine. She smiled at me and said, "you wanna know what'll make it even sexier?"

"Yeah, sure." I managed to mouth out of my increasingly dry throat.

She licked her lips. "To play with your titties like this." She raised her hands to her own tits and began teasing her huge nipples. "Go ahead. It's okay. Play with your own cute little titties like I'm doing. It feels so-o-o-o fucking good."

I did as she told me, enjoying the extra thrills shooting through my body.

"That's a good girl," she said. She licked her lips again and then stuck her long tongue all the way out and flicked a couple of times.

And watching her sexy tongue slither out from betwixt her lips and wriggle so erotically made me feel like she was licking me out for real. Girl goo dribbled down my thighs as I almost swooned. And I'm sure she could feel the heat of my dribble on her own thigh as she was now rubbing it all the way up between mine so it teased the bottom of my cunt.

And, then, just when I thought I was going to cum all over her she stopped and said. "You gotta look at yourself in the mirror. See how sexy you look."

She turned me around, and with a hand on my ass walked me to her full-length mirror. She stood directly behind me, so close her tits practically smothered my head. She laid her hands gently on my shoulders. "Now, you see how sexy you look?"

My brain was too fried, my cunt too aching, and my mouth too dry to answer. "Uhhh" was all I could utter.

"See the way your tiny skirt exposes most of your thighs so people can see the tops of your stockings and even your garter straps." She squatted down behind me to fiddle with the hem of my skirt, her hot breath teasing my butt. "It's so fucking sexy to see your garter straps exposed like this."

She tugged on a couple of them, releasing them so they made a slight "slap" sound against my thighs. The sexy sound and the light stinging sensation of the snapping garter straps added to the eroticness of what she was doing with me.

Then she had me turn side-to-side so I could admire myself from each angle while she continued to fondle my skirt and play with my garter straps.

Then she turned me completely around to face her with my back to the mirror. She was still squatting down beneath me, her hot breath now teasing my crotch as she ran her hands up and down the backs of my legs--and then up my skirt to fondle my ass! And, oh, how I wanted to mash my cunt into her face.

Continuing to fondle my ass she began to stand up, her exposed, erect nipples rubbing up against my upper thighs, mid-section--and then my own tits as she stood up. Even though I still had my T-shirt on, the feel of her hard-on nipples rubbing against mine was most electrifying. She paused there, continuing to rub her nipples against mine while looking me directly in the eyes--with that sexy, seductive smile of hers, and our faces only inches from each other.

I let out a slight moan of pleasure.

She took my face between her hands, and roughly mashing our tits together planted a kiss on my lips.

My hands immediately went on their own and snaked around her torso to embrace her--but some how landed right on her huge, firm ass. She let her tongue dance around my lips sending tingles all through me--then fucked it right between my lips causing a muffled groan to well up from somewhere inside of me.

As Mrs. Smith continued to French kiss me, one part of my mind felt guilty--as if I was cheating on my best friend and here-to-fore only sex partner Karen by making out with her mom. But the rest of my mind--and all of my body was just too fucking turned on to even consider trying to stop it.

Mrs. Smith pulled back to smile at me--the feel of her mouth on mine still searing me. I just looked at her with awe--her beautiful, womanly face, her full, red lips still glistening with my own mouth juices, her huge tits completely bared capped with huge red nipples throbbing in their erectness. Then she began playing with my titties, my itty, bitty, little titties. "Such cute little titties you have," she said as her fingers teased my own aching, erect nipples.

"Thanks," I said, "but mine are nothing compared to yours."

"Would you like to play with mine, sweetie?" Without waiting for an answer she grabbed both my hands and placed them on her huge mounds.

And I was like a kid on Christmas morning with too many presents to open. Her tits were so big I couldn't get my hands around them all at once--but I sure had fun trying. She continued to play with my own erect nipples making them throb so violently while I felt her up. We smiled into each other's faces as we played. Then she backed up towards the bed pulling me with her. She sat down pulling me in between her thighs, with her legs against mine and her hands on my ass she planted her mouth over one of my nipples--and OMG started sucking me off right through my T-shirt!

"Ummmm," I moaned.

"Does that feel good, sweetie?" Looking me in the eye she withdrew her lips and flicked my nipple with her tongue.

"Oh, God, yes!"

She switched to my other nipple while I teased her huge ones with my fingers.

After leaving her lipstick marks on my T-shirt she said, "let's get this shirt off of you so I can see how fucking cute your titties really are." With that she pulled my shirt up planting sweet, wet kisses all over the bare flesh of my midsection until she reached my tits. Then, as soon as my titties were exposed she planted her sexy mouth back on first one, then the other as I pulled the shirt over my head and tossed it in the corner.

And, oh, that felt so fucking good they way she sucked my tittles off with her rich full lips. She did it even better than her daughter did. And while she sucked off my nipples, she rubbed her own huge hard-on nips against my bod--and fondled my ass at the same time.

I ran my hands through her hair and caressed her head as she sucked on me.

"Did you like that?" she said after a bit. "Did it feel good and sexy?"

"Fuckin' A," I said, my nipples still tingling from the touch of her lips and tongue.

"Would you like to suck on mine the same way... and make me feel real good too?"

"Sure," I said drooling over her luscious tits and erect nipples begging to be sucked.

"Okay, it's a deal then... providing you call me 'mommy'... 'cause that'd really turn me on."

"Yes, mommy," I said feeling unbelievable thrills running through my body. Playing 'mommy-daughter' was what Karen and I had been planning to do to give ourselves those extra naughty and kinky thrills. And the fantasy had been on my mind all day. So, here I was about to play 'mommy-daughter' with a real live older woman, someone my own mom's age--and, in fact, my best friend's mommy!

"Come here then, and give mommy a nice big kiss." She grabbed my face between her hands and pulled me down until our lips touched. Then the next thing I knew she was tonguing me out like crazy and fondling me all over. After making out with me for awhile, she scooted back on the bed and had me lie down so that my head was in her lap.

"Okay, sweetie, be a good little girl now and suck on mommy's titties good and hard."

I eagerly did as told letting the back of my head rest in the cradle between her upper thighs and her lower abdomen--with the heat of her cunt wafting up to caress the back of my head.

She lowered her tits towards me, and lightly teased both of her erect nipples up and down across my face from my forehead to my chin, then back and forth across my lips driving me wild. Finally, I just grabbed one of her huge mounds and latched on to the inch-long nip with my mouth and began sucking.

She moaned, "ummmm, fuck, yes." She began playing with my cunt with one hand while her other hand diddled by own throbbing nips.

After I'd sucked on both tits until they were bright red and swollen even more than before, she laid back down on the bed and said. "I want you to stand over my face so I can see how sexy you look up under that tiny skirt you've got on."

So I did. Awkwardly I stood up on the bed and with my feet on either side of her body I walked forward until I was standing directly over her face. I turned around so I could stare at her body while she looked up between my legs.

She ran her hands up and down my legs while telling me how sexy my bald little cunt looked up under my skirt. Then she withdrew her hands and began to masturbate and play with her own tits while looking up my skirt and moaning and talking dirty--all of which made me ever hornier.

Then she said, "would you like mommy to give your sweet little pussy a nice big kiss?"

"Sure!"

"Sure what?"

"Sure, mommy." I giggled.

"Then squat down and sit on mommy's face so I can make my little sweetie feel real good." She reached up and grabbed me by the hips and helped guide my hungry cunt to her mouth. Before my ass even reached her face her tongue had shot out and was licking my slick labia and horny clit.

And the pleasure she gave me was indescribable! She licked and sucked and then fucked her tongue up into my slit. I couldn't control myself. My hips took on a life of their own as they fucked back and forth, grinding my pussy into her face. I played with my aching nipples while fucking her face. Then, desiring to do for her what she was doing for me, I leaned forward and buried my face into her steamy crotch and began munching on her already soaked panties.

"Ummmm, yessss, sweetie," she moaned into my pussy and clamped her thighs tightly around my head. "Ummmm, fuck yeah. Eat mommy's panties. Suck my pussy. Such a good little girl you are."

Soon we were both gyrating and humping like crazy as we faced fucked each other's crotches.

After coming, we laid in bed and talked a bit, then she showed me her sex toys and taught me how to use them, as we made love several more times that day.

TO BE CONTINUED