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Introduction:

This is a fantasy story. The first part of it is very much true but the rest of it is how I wish things had gone and did not actually happen.

While I was growing up, I made friends pretty easily. One of my best friend’s growing up was Omar. He and I were the same age and always got along. He had a pretty big family, typical of a Latin American family, with three older sisters and an older brother but his parents were divorced and his mom kept all five kids while his bastard of a dad left to go marry his new wife. All in all, things weren’t horrible. As the kids came of age, they all pitched in to pay the bills.

Being best friends, we spent a lot of time at each other's houses, watching movies, playing games, and getting into a lot of trouble. His mom was the first one to rat me out to my parents for drinking and smoking really early on. Despite that, I still had the hots for her.

Ever since I started fantasizing about women, his mom had been a subject of my fantasies. Many nights were spent thinking about her, slowly stroking my dick thinking about all of the marvelous things that I would love to do to her. When I was still pretty young, his mom had been pretty liberal in terms of how she dressed around the house. She worked at a bank and wore a very sexy uniform, a mini skirt that stopped just a couple of inches above the knees, dark stockings, black high heels, a white blouse and a dark red business jacket. Her curves were accentuated so nicely in that skirt. Her hips were nicely pronounced, flaring out just below the waist giving her some luscious curves. If I had to guess, I would say her hips were right around a nice 36 inches or so.

Being a latina, she had nice mocha colored skin, dark brown hair, and these dark brown, piercing set of eyes. She was always a fiery woman and when you looked into those eyes, it seemed like flames would jump out and burn you at any moment. Something about that woman just drove me insane.

On her days off, she regularly wore loose fitting t-shirts and tight, spandex shorts. She would walk around the house, tidying up after her five kids, cooking and cleaning and doing laundry. I never hesitated to visit my friend’s house on the weekends. Any chance to get a good look at her in her weekend-wear was eagerly accepted. Occasionally I would spend the night on Fridays and she might have a few of her female friends over for drinks. They would be up late in the living room drinking and laughing. I would make random excuses to my friend to have to go out and get a drink or a snack just so that I could sneak peaks at his mom. Damn she looked good all gussied up, sitting back relaxing in one of the arm chairs, top opened up a few buttons, legs crossed in those sexy stockings, hips on full display for everyone.

A few years went by and I was getting a bit older. I started dating some girls but always leaned towards women older than me. I think it was my fascination with my friend’s mom that always made me want more mature women. She stayed a well visited subject in my spank bank over the years.

One day, I was 17 and over at my friend’s house waiting for him to get ready so we could leave for a party. He was in the shower working on getting himself ready and the rest of the house was quiet. Being a Saturday night and the rest of his siblings being older, they all had their own social activities to tend to. I was sitting in my friend’s bedroom as I heard footsteps creeping down the hallway. I poked my head out of the doorway into the hallway and there stood the image I had always dreamed of, much better in real life than I could have ever imagined. His mom stood there, her jaw dropped when she saw me, naked as the day she was born. I froze like a deer in headlights, not being able to believe what I was seeing.

The woman that I had fantasized about for all of these years was finally standing in front of me completely naked. She made no immediate attempt to cover up, I think she was still trying to process what exactly was happening, perhaps surprised that there was someone else in the house assuming everyone else was gone. Her full rounded tits hung there, nicely tanned from her weekends at the beach, perfect dark areolas with nipples teasing out, nice and hard from the cold air of the air conditioning. A thin patch of hair was positioned just between the cleft between her thighs, a thin bush clearly showing that she trimmed it often. Her thighs jutted out just slightly from her waist that she kept trim with lengthy trips to the gym. She clearly worked on keeping herself in good shape and it surely showed, even at the age of 48.

We both stood there, staring at each other, not knowing what to say. My eyes took in everything before me, being sure to store it for later fap sessions that I would surely have. My dick grew stiff in my pants seeing this goddess before me. I wasn’t sure what was going through her mind as she stood there frozen. All of a sudden, we both heard the water from the shower shut off and the door to the bathroom open soon after. As if shocked by electricity, we both jumped and returned to our respective rooms, not sure what to do.

My friend came throttling into his bedroom where I was waiting. I sat nervously hoping he had not seen what had just happened. I, of course, wasn’t about to tell him if he didn’t bring it up. He finished getting ready and we went out. We spent a few hours at a party. My friend spent plenty of time drinking and trying to hook up with girls, failing over and over again, focusing more of his energy on drinking than the girls. I had been caught up thinking about his mom all night, recalling her sexy body standing there in the hallway, thinking of all of the things that I should have done to take advantage of that situation.

Once my friend had gotten frustrated after being rejected enough times, I took him back to his house. He was pretty drunk so I took him back to his room and made sure he got in bed. I was working my way to the couch to pass out, having had a few drinks myself, when I saw his mom peeking out of her bedroom doorway. As I turned and saw her, she made a quick return back into her bedroom. I was pretty curious to know what was going on and a few drinks in my system had made me pretty bold so I went down the hallway to investigate.

I slowly pushed her door open and she lay in bed, on top of her covers, in a very sheer nightgown. The lights were off in her room and I could see very little other than her shape in the bed. I got a little anxious and nervous but the head below thinking louder than the head over my shoulders had me walking towards the edge of the bed. I thought I heard her breathing get sharp and quick as I stepped closer towards her. I reached the edge of the bed and just looked over her shape, the images from earlier that night replaying themselves in my head.

I grew emboldened as I got closer to the bed and realized she was not moving. My intoxicated self fooled me into thinking that she might be asleep even though I had just seen her at the doorway of her room not even two minutes earlier. I reached the edge of the bed and slowly extended my hand out towards her, settling on her left hip as she was laying on her right side, facing away from me. As I touched, I felt a slight shudder from her body and a tingle go through my hand throughout the rest of my body. My cock instantly throbbed in my pants and pressed hard against them begging to be released. It twitched, yearning for stimulation as my hand kept pressing against her hip.

I felt her take a deep breath under my hand, as her body rose and fell against it. I slowly trailed my hand down her side down towards her thighs and finally reaching the hem of her nightgown. Still in a daze not believing what I was doing, I slid her nightgown up over her hip and started to caress her skin, first feeling the flesh of her ass, unencumbered by any panties, then working my way up to her waist. My hand circled her lower back and then I worked my way back down over her ass and between her thighs.

I slowly felt her pouty pussy lips under my fingers, feeling the moist folds across my finger tips. As I slowly started to work my fingers in circles across them, I felt her body shift, slowly tightening and heard a soft moan escape her lips. All of a sudden, she rolled over towards me, now laying on her side, and her hand reached out and grabbed my pants at the waist band. She pulled me towards her, dragging me onto the bed and rolling onto her back with me on top of her. Without saying a word, she pulled my lips to hers with a hand on each side of my face, pressing her lips firmly against mine as she pressed her tongue against my lips.

She pulled away briefly. There was enough light in the room for me to see a small glimmer in her eyes, a real hunger and lust. She didn’t say a word, her eyes said it all. She wanted me with almost a certain desperation. It occurred to me later that I had never seen her with male companions at the house. I later wondered how long it had been since she had sex previous to our encounter.

She quickly pulled me back into our kiss, her tongue pressing firmly against my lips and working its way into my mouth. Her tongue caressed mine and as I was emboldened by her actions, my hands reached out to her body and started working their way up and down her delicious curves. Both my hands reached the hem of her nightgown at the same time and slowly inched up her smooth things. I let my fingertips trace her soft skin as I worked the garment away from her. Once it reached her waist, my hands dropped down again to roam over those incredible thighs that I had fantasized about for so many years.

As my hands worked their way over her naked body, she started to breathe rapidly, sucking in air quickly only to let it out in a slow and deliberate manner. She started to pull against my clothes, working my shirt off of me and her hands now starting to work on my belt and pants. Once they were unfastened, she hastily worked them down my legs where I kicked them off along with my boxers.

My erection was finally free from its confines having strained for so long against my pants. Once free, it pressed hard between our bodies, the base pressing against her pubic mound and the shaft wedged firmly between our stomachs. I started pressing my hips against her, forcing her to feel more of my turgid cock, the wetness from her pussy slowly starting to saturate my shaft. I longed to be inside her but there was so much more that I wanted to do first.

I decided to finally take control of the situation. I didn’t speak so as to ensure to not break the spell that seemed to consume us both. Not a single word had been uttered between us even since I had seen her naked in the hallway many hours before. I lifted myself up away from her body, grabbed her nightgown and tore it off lifting it over her head. For the second time in my life and in just mere hours, I laid eyes on those gorgeous breasts, this time heaving against her deep and labored breathing.

I dropped my mouth to her neck and kissed her lightly at first, then starting with little bites along her neck trailing my way down her chest. My lips quickly found their way to one nipple, suckking it deeply into my mouth while my hand cupped it and brought it up towards my lips almost assuring it wouldn’t leave my mouth. My other hand worked its way down her stomach and reached between her thighs, feeling her damp pussy for the second time. As my fingers worked their way over her folds, she gasped again, longing for that touch and wishing it wouldn't end.

I slowly teased her lips apart with my fingers and slid two of them inside her, curling up to feel for her spot as my lips continued their assault on her gorgeous tits. I moved my mouth back and forth from her nipples, being sure to pay equal attention to them both. Her hands had been wrenching the sheets, pulling at them until she finally brought one to the back of my head, pulling me harder against her breasts and the other snaking its way in between us, reaching down and grabbing my throbbing prick. As she felt its length, her fingers worked their way down, cupping my balls, then wrapping themselves around the base of my shaft, starting to stroke up and down slowly.

With all of this stimulation and years of pent up frustration, I knew there was no way I would last long. Having spent years fantasizing all of the things I wanted to do to this older, sexy, mature woman, I did not want to disappoint her now finally having the chance. There was no holding back my cum but that would certainly not be the end of it. I quickly moved up her body, pressed my cock against her lips and pressed it into her mouth.

With no hesitation at all, she took my cock deep into her mouth. I could feel the moist heat of her lips quickly engulfing my full length and taking me deep. Her hand went straight to the base, her lips working back up to the tips and wrapping around it tightly. Her hand gave three short and quick strokes of my shaft and that was all it took for me. I unleashed a hefty and strong stream of cum into her mouth. Without missing a beat, she sucked harder as if her life depended on it, her hand still stroking slowly up and down my shaft, coaxing all of the cum she could get. My hips shook against the amazing sensation.

As soon as I felt the stream end, I did not want to miss my chance of keeping this going. I jumped away from the bed and got down towards the foot of it. I reached up for her hips and pulled her towards the end until her ass was right at the edge of the bed. With her legs spread wide and her pussy spread right in front of me for my feasting pleasure, I plunged face first into those delectable folds. My tongue first pressed hard against her slit and then worked its way up and down slowly against her slit. My mouth would find its way to her clit where I would suck in sharply and make her cry out in delight at the sensation. My teeth would graze against her clit while my fingers dug deep into those smooth and sexy thighs.

I could not have enough of her. The sweet and musky taste that came out of her was intoxicating like the nectar of the gods. She would thrash around as I devoured her pussy, my tongue working its way inside of her, my hands gripping her ass and pulling her pussy harder against my mouth. She reached down with both hands, running her fingers through my hair, not wanting the sensation to stop. I felt her body start to convulse as it was clear she was having her first orgasm. She definitely wanted more and I was more than ready to give it to her.

Once she stopped shaking, I started kissing my way back up her body, pressing against her, letting her feel the heat coming off of me. My lips finally reached hers and I pressed in with my hips, my cock hard as ever starting to press against her folds. She reached between us with both hands, her fingers from one hand pulling her lips apart and her other hand lining the head of my cock against her opening. Once I felt my tip against her opening, I slowly pressed my hips forward, relishing the warm and wet feeling of her pussy accepting my aching cock. It was a feeling like I had never felt before, finally realizing my most often explored fantasy.

As I felt myself hit bottom inside of her, she let out a slow groan as if to say, “Finally.” I held it there savoring the moment and the feeling, my dick deep inside her, her breasts pressed against my chest, her hands pulling hard against my lower back, her face nestled in the crook of my neck and legs wrapped around my hips. I felt her grip loosen up slightly and I took that as my cue. I slowly withdrew my hips back until only the tip was still inside her warm, wet pussy. I held it out for a second and then pressed back in, the feeling almost as exquisite as the first time.

I started rocking my hips back and forth while she rocked hers in kind, meeting each of my thrusts with one of her own. We were in sync, locked together, and now getting into a nice, steady rhythm. Unfortunately for my young self, my inexperience got the better of me. Before I knew it, I was hammering into her like it was the last pussy I would ever get to fuck. She reached down and firmly gripped onto my hips, prompting me to slow down. “Nice and easy, baby. Let’s make this one last,” she said. Who was I to tell her any different?

Her hands still on my hips, I let her guide my inexperienced self into a comfortable steady rhythm. She was definitely right. This was much better. Having just cum in her warm mouth a few minutes earlier, I would manage to hold off for a bit longer. I could feel the friction from the walls of her pussy hugging my dick as it slowly slid in and out of her hot depths, feeling like it was tugging against every single ridge on my stiff pole.

She started moaning more now, getting louder and more vocal. Then, all of a sudden, she wrapped herself completely around me and rolled us both over, me on my back and her now on top of me, my dick never leaving its new home. She started to rock her hips back and forth, pressing her pelvis against mine on every downward and forward motion. My hands went to her waist first, then down her thighs and finally around to that gorgeous, taut ass of hers that she worked so hard to keep firm. My hands kneaded it like I always dreamed of doing while she continued riding my dick that by now, was as hard as a steel pole. I wasn’t in charge anymore. She was now using me for her pleasure.

Her motions started to get more aggressive, riding me harder and faster. If my dick hadn’t been so hard, she might have bent iit or snapped it. She grabbed my hands and brought them up to her tits. She squeezed her hands around mine showing me what she wanted done to her. To say I mauled her breasts would have been an understatement. I pressed my palms into them hard, reaching underneath them, feeling their weight, and rolling my thumbs over her nipples. I might not have been super experienced, but I had certainly watched enough porn by then.

When I really started going in on her breasts, her hips started bucking uncontrollably. She started getting even louder than before and I was getting worried she might wake up her son, my best friend, who was asleep just down the hall. Thankfully, he was out cold from drinking too much. Her body began convulsing on top of me, she stopped moving her hips and just rode out her second orgasm of the night. My hands still firmly planted on her tits, tugging lightly on her sexy, eraser-like nipples.

After she finally came down from the high, she collapsed forward on me and rolled off to the side. She reached a hand over to feel my dick, now slick with lots of her pussy juice. She gave it a couple of quick tugs and then said to me, “Baby, come over here and get behind me. I want you to finish inside me. Fuck me like a dirty slut and pump be full of your hot cum.” The horn dog seventeen year old that I was, I certainly didn’t need to be told again. I rolled off the bed and she positioned herself near the front edge. She lowered her upper body down to the mattress, bringing a pillow underneath her for some added support. Still up on her knees and leaning down like that gave me the best view of that wonderful ass, her pussy peeking out from between her legs. I lined up my dick one more time and plunged it in deep.

I was now a man on a mission. This sexy, mature woman wanted my cum deep inside her and I was certainly happy to oblige. I started pounding my dick into her like a piston working overdrive on an engine getting ready to bust a gasket. I grabbed her hips and pulled her ass back towards me as I plunged my cock into her for everything that I was worth. She pressed her face into the mattress to soften her screams as I ravaged that pussy over and over. I finally started to feel that pressure start to build in my balls as they tightened with the ever impending load about to fire out of my shaft. “Here it comes,” I said to her. “Yes, baby. That’s it. Give it to me. Oh, give it to me good!” She cried out. I lunged my hips forward one last time and shot what felt like the biggest load that has ever been produced deep into her womb. Stream after stream of hot cum flooded her insides. Her pussy clamped around my cock as I felt her shudder again, spraying me with more of her lady cum.

She fell forward against the bed panting. I pulled myself from her, my dick finally softening and collapsed on the bed next to her on my back, breathing heavily. She rolled over onto her side and said, “Who knew what I was missing all of this time. Now go get cleaned up and go sleep on the couch. We don’t need anyone finding out.”

I sheepishly got up feeling like she was ashamed of me and wanted to kick me out so soon. Right before I left her bedroom she said, “Hey, don’t you worry. I’ll be getting some more of that really soon.”

With that, I went to the bathroom and cleaned myself up with a quick shower. I soaked in the hot water, happiest person alive. I just fulfilled what would likely ever be my biggest fantasy and there was a really good chance I would get to do it again.

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