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Introduction:

This is a true story. Hope you enjoy.

In the summer of 1983 I just turned 14 years old. And like most boys at that age I was perpetually horny, In fact the only things I could think about were Julie Weisman, fucking Julie Weisman and convincing my parents to buy me an Apple Macintosh. None of which was likely to happen. Julie barely knew I existed and my parents had pretty much told me that the only way I was going to get a computer was if I bought it myself. To make sure that happened I was going to have to do more then cut lawns. I just didn’t know what.

Before I continue I should tell you a little bit about my family and me. My name is Steven Frankel and I was born to Suzanne and Gary Frankel in June of 1969. I was the oldest of four children, two sisters and one brother. We grew-up outside of Detroit. My father was an exec at one of the big 3 and my mom worked part time doing billing for the family doctor.

At 14 I was pretty normal. I was 6’1. Brown hair and the start of an athletic build. I also started seeing Lisa Cooper. Like me she was 14 and ready to start her freshman year in the fall. There were two problems with our relationship. The first was that holding hands was the farthest she’d go. The second and most important was that I really didn’t like her. The only reason I dated her was because I could talk to her. Back then I had problems talking to girls that I was attracted to. So I was cursed to only date girls I wasn’t attracted to.

My favorite hobby, besides hanging with my friends and going to the arcade, was jerking-off, which I did every night as soon as I was pretty sure everyone was sound asleep. I would stroke it to images of Julie, the hot lady who worked at the pharmacy, the girls on the magazines that I saw behind the counter at 7-11, and even my mom. Don’t judge me. If you saw my mom back then you’d say she was hot too. She was 32, had long black hair, an incredible figure and big D-cup breasts.

I don’t think my mom ever envisioned living in the suburbs raising 4 kids and being married to a man as boring as my dad. Growing-up she dreamed of being an artist living in NYC. But that never happened. One night in 1968 a 17-year-old Suzanne Schwartz met Gary Frankel, a man ten years her elder at a party. That night led to them having to get married and her dreams becoming just that.

She never resented dad or us kids. She made the best of it by always encouraging us to follow our dreams. She was introduced us to cool new music, books and movies. She made it her goal that her kids were not going to grow-up to be generic suburbanites like so many of the kids we went to school with. She wanted us to be individuals. She wanted us to have the life that she didn’t.

The story officially begins in July of 1983. I had just gotten done mowing the Weisman’s lawn and cutting their bushes. For the most part their lawn and bushes were pretty easy to tend to. The only difficult part was seeing Julie lounging by the pool wearing a skimpy bikini.

Julie was a perfect 14-year-old hottie. She was 5’2, probably weighed 100lbs and had smallish tits. She had curly jet-black hair. Her best feature was probably her ass. It looked so good when she wore tight designer jeans.

At this moment she was wearing a tight blue bikini. I stopped trimming the bushes from the other side of the fence to study every inch of her body as she walked into the house to answer the door. Seconds later she returned to the pool holding Jay Knoll’s hand.

I hated Jay; he had everything. At 16 he was the star of the football team, member of the National Honor Society, class president and the most popular guy in the school. The worst thing is that he wasn’t an asshole. He was probably the nicest guy in the world. He didn’t pick on anyone. He treated everyone with respect. Yet I hated him because he had the one thing I didn’t – Julie.

They sat on the chaise lounge kissing. Jay broke away for a second, looked around and said, “Are we alone?”

“Yes,” Julie said. “Steve was here earlier cutting the grass, but I think he’s long gone.”

“Good,” Jay said before resuming making out with her.

About ten minutes later he pulled down his jeans and underwear revealing his hard cock. When I saw what he had it made me laugh. I guess Jay wasn’t perfect with a small unit like that between his legs. It looked like it was half the size of mine. Julie looked like she didn’t care. She grabbed his cock, stroked it, spit on it and started sucking it. She was treating it as if it was the greatest cock in the world.

I dropped my trousers and started stroking my unit as Jay moved his pecker in and out of Julie’s mouth. I closed my eyes and imagined that it was me getting sucked off by the object of my affection.

A few minutes later she got on all fours. Jay got behind her and gently slid her bikini bottoms off. I caught a glimpse of her hairy bush. This made me stroke faster. Jay then inserted his cock and started fucking her. She started moaning. He started groaning. The faster he moved, the faster I stroked. Within minutes he took his cock out of her pussy and sprayed his cum all over her ass. He then grabbed her towel and wiped it off.

“That was amazing babe,” Jay said.

After turning over to lie on her back, she pointed to her pussy and said, “We’re not done yet.”

“Maybe after my swim,” he said right before jumping into the pool.

She then started fingering her hairy pussy. From my vantage point I could see her fingers move in and out of her twat. Watching a girl masturbate was too much for me to handle. I started stroking faster and faster until my cock exploded baby batter all over her mom’s bushes. I thanked God that no one heard me moan as I came. I pulled my pants up, grabbed my tools and ran home.

Within minutes I was home, opened the front door and ran upstairs as fast as I could. Ran right into the shower in my parents’ room (the shower in the kids’ bathroom was broken), took off my clothes, hopped in the shower and started jerking off again.

I closed my eyes and replayed the whole scene at Julie’s pool in my mind with me in Jay’s role. I was lost in my own world imaging Julie sucking my cock that I didn’t hear my mom knock on the door saying, “Robert, is everything alright?”

I guess she kept on knocking for a couple of minutes before entering. As soon as she walked in she saw me abusing my man meat. I made the mistake of not closing the shower curtain when I rushed into the shower.

From the corner of my eye I saw her standing there staring at me.

“Get out,” I screamed.

She just stood there.

“Get out I screamed,” once again as I continued to stroke away.

I wanted to stop but I was to close to completion. Even with my mom watching I was stroking faster and faster until I shot my load all over the tiled walls of the shower. As soon as that was over she closed the shower curtain and said, “Clean-up after yourself.”

I was so embarrassed. I stood in the shower for what seemed like an eternity. I had no idea how I was going to face my mom. This wasn’t the first time she caught me jerking-off, but it was different. Previous times I was under the covers, lying on my stomach while I stroked away. In my mind it was easier to explain that I was just sleeping. But this time she witnessed cum shooting out of my cock. There was no way I was going to be able to convince her that it was anything but that.

After a half hour of standing in the shower I knew I had to get out. Turned the water off, grabbed a towel and dried-off. As I went to grab my clothes I noticed they were gone. I figured that mom probably grabbed them and threw them in the hamper. So I put the towel around my waist and walked out of the bathroom.

As I entered my parent’s room I saw my mom sitting on the bed.

“We need to talk,” she said as I tried to walk past her.

“Can we do it later?” I asked.

“No,” she said as motioned for me to sit next to her on the bed.

I did as I was told and sat next to her on the bed. We sat there silently for a few minutes. Finally she turned to me and said, “Everybody masturbates.”

“I wasn’t doing that,” I said.

“Sweetie, she said. “You masturbate everyday.”

“No I don’t,” I said.

“I do your laundry and I can hear you moan every night,” she said.

“You can hear me?” I asked.

“Yes,” she said. “Everyone can.”

My face turned bright red. I thought I was being super stealth with my masturbation routine. Knowing that everyone could hear me was certainly going to put a damper on my favorite hobby.

“I am concerned about one thing,” my mom said.

“What?” I asked.

“Your penis,” she said. “Something didn’t look right. I need you to stand-up, drop the towel and let me check it out.”

“Shouldn’t we go to the doctor and let him do that?” I asked.

“If I see something wrong that’s where we’ll be going,” she said.

I stood-up, dropped my towel and exposed my privates to my mom. She sat there with a shocked expression on her face. At that moment two things started happening. The first is that I started panicking. The look on her face was freaking me out. I wondered if the “millions” of times I jerked off somehow broke it and my mom was trying to find a way to tell me that. Second was that my cock was getting hard again.

“Is everything okay with it?” I asked.

“Honey, I don’t know how to tell you this but you have the biggest penis I’ve ever seen,” she said. “It has to be at least ten inches and it’s so thick.”

Hearing this got me excited.

“I bet Lisa loves your penis,” my mom said.

“Mom,” I yelled. “I don’t want to talk about that.”

“I take that as a no,” she said laughing.

“Can I go now?” I asked.

“Sure,” she said as threw me my dirty clothes. “Throw these in the hamper and put on some clean clothes.”

I ran back to my room, shut my door, climbed on my bed and started stroking. This time I didn’t think about Julie. I thought about my mom. I imagined shoving my cock in her mouth and having her suck it until it was nice and hard. Then I sat on the bed stroking my meat as she did a striptease. When all of her clothes were off she pushed me backwards, climbed onto my cock and started riding me. At this point I started stroking faster. I then imagined her on her back and me between her legs pounding away. I couldn’t take anymore, as cum rained all over my body and bed I imagined that I was shot a load deep into her hot cunt.

I then sat in my bed with cum drying on my body thinking about my cock. And how unfair that I had a monster in my pants that wasn’t being used while Jay had a tiny toy and was fucking my dream girl. Life was cruel.

Afternoon turned into evening and the family gathered around the dinner table. My younger sisters talked about day camp. My younger brother talked about swimming lessons. My dad talked about new grading procedures. When it got to my turn I left out all the parts about jerking off and watching Julie fuck, instead I just said all I did was cut lawns.

My mom then turned to my dad and said, “After dinner I’m taking Robert out shopping.”

Erica, my 12-year-old sister said, “Can I come too.”

“No,” my mom said. “You, me, Dana and Aunt Bunny will go this weekend.”

“Aunt Bunny’s coming to visit?” Erica asked.

“Yes she is,” my mom replied.

“Goody,” Erica said.”

After dinner was done and after the dishes were cleaned my mom poked her head into the family room and said, “Let’s go.”

“No sweetie,” she said. “We want to get there so we have enough time to try on clothes.”

I got up, turned off the TV, got my jacket, walked to the garage and got into mom’s car.

As we drove down our street I turned to my mom and asked, “Which mall are we going to?”

“Oakland,” she said.

“12 Oaks is closer,” I said.

“They’re having a sale at that mall,” she said.

As we were getting closer to the mall I noticed she got off at the exit. I turned to her and said, “Mom wrong exit.”

“I know sweetie,” she said. “I have to stop at a friends house real quick.”

“Okay,” I replied.

A few minutes later she pulled into a condo complex. She handed me a piece of paper and said, “Let me know when you see this address.”

“Don’t you know where your friend lives?” I asked.

“Funny Mr. Smartass,” she said. “My friend just moved out here.”

“Who is it?” I asked.

“A friend from work,” she said.

We continued driving around somewhat aimlessly until I yelled, “Mom you just missed it.”

She pulled into a parking spot. As she turned off the ignition I said, “Leave the keys so I can listen to the radio.”

“I think you should come in with me,” she said.

“Why?” I asked. “I don’t want to meet your friends from work.”

“She has a cute daughter,” my mom said.

“Really?” I asked.

“Really,” my mom answered.

I unbuckled my seatbelt, opened the door and jumped out. My mom and I then walked toward the address that was written on the piece of paper. She looked a little nervous. Her hand shook as it rang the bell. Seconds later a beautiful woman in her early 40’s in a robe opened the door. She looked at us intently as she asked, “May I help you?”

“My name is Alice and I called earlier,” my mom said.

The woman smiled mischievously as she said, “I remember. Please come in.”

After we walked in she not only shut the door but also dropped her robe to reveal a sexy black teddy. As she did that I realized that we weren’t visiting a friend of mom’s but rather a whorehouse. I definitely had the coolest mom in the world.

The woman took us to a living room and told us to have a seat. She looked at my mom and said, “Let me go see if your sons date is ready.”

She then walked out of the room.

“Mom,” I said. “How in the world did you ever find this place?”

“Emma from the office used to work here,” my mom said. “She would always go on and on about this place.”

“Sweet,” I said.

A few minutes later the woman returned with a beautiful blonde wearing a white teddy. The older woman then looked at me and said, “Steven meet Marie.”

I smiled as I quietly said, “Hi.”

The older woman then said, “Don’t just sit there. Stand-up and give her a hug,”

I did. As I embraced her I studied every inch of her body. Her blonde hair was dyed. I could see traces of brown roots. She had deep blue eyes and pouty lips. She was a lot shorter then me, probably about 5’3 and weighed no more then 110lbs. She also smelled like vanilla.

After the hug ended Marie gave me a kiss on my cheek right before she said, “You’re cute.”

“Why don’t we let these two lovebirds go upstairs and get better acquainted?” the older woman said while laughing.

My looked at us and said, “I’m going with them.”

She then got off the couch and walked upstairs with us. I have to admit it was a little weird that my mom wanted to be there as I lost my virginity. I couldn’t argue, after all she was the one paying for this.

A few seconds later we were in Marie’s “room.” It had a bed a chair and nothing else. Marie grabbed me by the hand and sat me on the bed with her, while my mom took the chair.

“Marie, tell us about yourself,” my mom said.

“I’m 20. Originally from Lima Ohio and moved here to go to Oakland University,” she said.

My mom looked her up and down before saying, “How old are you really?”

Marie started panicking.

My mom then said, “I’m not going to tell anyone. I just want my sons first time to be honest.”

Marie turned to me and said, “It’s your first time?”

“Yes,” I said.

“Wow,” she replied.

My mom then said, “Let’s try this again and tell us about yourself.”

“I’m 16. Ran away from my home in Lima and trying to make enough money so I can open up a hair salon.”

My mom then handed her an envelope. Marie opened and looked inside of it. She then closed the envelope, gave me a kiss and said, “I’ll be back in a second. Why don’t you get comfortable and lay on your stomach so I can give you a massage.”

After she exited the room I looked at my mom and asked, “What does get comfortable mean?”

“It means get naked,” she replied.

After I took my clothes off I could see my mom staring at my cock. I then climbed on the bed, got on my stomach and said, “Do you really have to be here when it all goes down?”

“Yes,” she said defiantly. “If you don’t want me here I’ll go demand my money back and you’ll go home with blue balls.”

I guess having her watch was better than the alternative.

Marie soon reappeared and as she shut the door she said, “Let’s have some fun.”

She then got on the bed and sat on my back as she started giving me a massage.

“Do you like the way that feels?” she whispered into my ear.

“Yes,” I replied.

“He didn’t come here for a massage,” my mom said. “Turn him over and get to the main event.

Marie laughed as she said, “What mommy wants mommy gets. Turn over.”

After I did Marie’s eyes widened as she saw my gigantic cock sticking up into the air.

“Holy fuck,” she said.

“I know,” my mom said.

She then reached into her purse, pulled out a tape measure and threw it onto the bed as she said, “I want you to measure it.”

She took it and put it against my penis. She then looked at my mom and said it’s a little over 10 and 1/2 inches long.”

My mom then said, “Tell me how wide it is.”

After Marie measured my girth she said, “A little over 6-inches wide.”

My mom then said, “I now want you to suck his cock.”

Marie smiled as she put both her hands on my unit and started stroking. She then spit on it and started sucking away. As her head was bobbing up and down my shaft I looked over at my mom. Her panties and skirt were on the floor and she was playing with her pussy. I didn’t know what was hotter, the hot blonde giving me head or my mom masturbating as she watched that happen?

A few minutes later my mom said, “I think it’s time for you two to fuck.”

Marie stood-up; got off the bed and proceeded to strip. I grabbed my penis as I watched her slowly take off her teddy. She then got on the bed next to me and started kissing me passionately. She then grabbed my right hand and placed it on her clit. As she did that she whispered, “Do you like the way my pussy feels?”

“Yes,” I said as I rubbed a clit for the first time.

“Do it faster,” she ordered.

I did. I rubbed it until she screamed, “I’m cumming.”

As my mom tasted her own pussy juices she said, “Marie, climb onto his cock.”

I laid on my back as Marie slowly inserted my massive unit into her pussy. She whimpered at first but quickly got into a groove as she started bouncing on it. I couldn’t believe how great pussy felt. It was wet, warm and awesome. Jerking-off was now not even a close second to fucking.

After a few minutes of riding my cock my mom said, “It’s time to fuck her doggy style.”

“My favorite,” Marie said.

Seconds later she was on all fours and I was right behind her. I slowly inserted my cock and started fucking away, I was hoping I’d last for hours, but the second she wiggled her ass I felt that feeling. I started breathing heavy. I guess my mom knew what was going to happen next because she yelled, “Pull-out and cum on her ass.”

I took my cock out, aimed toward her ass and shot my load all over it.

As that was going on I could hear my mom having her own orgasm. I then looked back at Marie’s and was amazed at the size of my load. I don’t think I’ve ever seen as much cum explode out of my cock before.

Marie looked back at me and said, “Did you have a good time?”

“Yeah,” I said collapsing onto the bed.

As she got off the bed she said, “I’m going to grab some hot towels for you.”

“Okay,” I said as I closed my eyes for a second.

Then I heard my mom say, “Hold on I’m coming with you.”

I was no alone left only with my thoughts. All I could think of was how bad I wanted to fuck some more. My cock was in full agreement as it went from soft to rock hard in a matter of seconds. I was hoping that my mom knew this was going to happen and right now paying Marie to come back in here and let me fuck her some more. This time I swore I would last longer and be able to try more positions. I put my hand on my cock and started playing with it while imagining that Marie was sucking on it.

A few minutes later I heard the door open and close. I then felt a hand take my hand off my cock, spit on it, and stroked it for a second before sucking it. Mom had pulled through and got me more time with Marie. I then opened my eyes expecting to see Marie bobbing up and down on my unit. She wasn’t there. Instead I saw my mom kissing my cock.

She looked at me and said, “Do you want me to stop?”

This was incredible. One of my masturbation fantasies was turning into a reality. I looked at her and said, “No. Keep going”

She then continued sucking my cock. A few minutes later she put it between her tits and started rubbing it. Every time it moved up she kissed the tip. It felt incredible. A bit later she climbed on the bed, got on her back, spread her legs and said, “I want you to return the favor.”

I placed my head right next to her pussy. The first thing I did was take a whiff. It didn’t smell terrible. My friends had no idea what they were talking about. The next thing I did was put my tongue into it. It didn’t take long for my mom to say, “Do you need a little help?”

“Yes,” I said.

She then pointed to her clit and said, “I want you to lick and suck this.”

I then got back between her legs and concentrated on the clit. Almost instantly my mom started moaning. I then used my finger and started rubbing it as well. This drove my mom crazy. She quivered and wiggled on the bed as I alternated between my finger and mouth. I know she preferred my mouth. About 10 minutes into eating her out I put my tongue on her clit. She grabbed the back of my head and stuffed it into her love box until she stopped screaming, “I’m cumming.”

After that she had me continue licking her twat while finger fucking her. A few minutes of this had her cumming hard once again.

She then had me lay on my back. She stood above me playing with her pussy as she slowly moved down. Before sitting on my junk she said, “I’ve been wanting this since I saw you jerking off in the shower.”

“Me too,” I said as she my cock entered her cunt.

She sat on it and wiggled for a second before she started to ride it. As she moved up and down she said, “I’ve never had a cock fill me like this before.”
She then started riding it faster.

“Stick you finger in my ass,” she screamed.

The second I did that she started riding me faster and faster until achieving yet another orgasm. She told me to stop for a second so she could catch her breath. I didn’t listen. I rapidly rammed my cock in and out of her until I made her cum again.

She then jumped off my junk and started sucking her juices off of it. As she did that she looked at me and said, “Do like this sweetie?”

“God yes,” I moaned she continued blowing me.

She then got on all fours. I kneeled behind her and once again started eating her out. As I did that I put a finger in her gaping asshole. Between my tongue and fingers I made my mom cum one more time.

After she was done quivering she looked back at me and said, “Fuck me.”

I got into position and put my cock back in her. She started moaning louder as I started fucking her from behind. I increased the tempo of my thrusts. She started moaning faster. I started fucking faster. Her moans got even louder. I then stuck my finger back into her ass. She started moving wildly. I tried to hold on for dear life as she had her most intense orgasm yet. I couldn’t.

I sat on the bed stroking my meat watching reach back and play with her pussy. She then screamed, “Do that again.”

So I once again started fucking her from behind. She started moaning. I once again started fucking her faster. Her moans got louder. I then stuck my finger back into her ass. She started moving like a mechanical bull on the highest setting. I tried to hold, but like a few minutes earlier I was flung off.

She then started sucking my cock with reckless abandonment. I grabbed the back of her head and tried to make her deep throat my member. Before she could take it all in her gag reflex kicked in.

She then got on her back and spread her legs. For a few minutes I watched her play with herself as she begged me to fuck her.

“Please, please, please give it to me,” she screamed as she finger fucked herself.

Minutes I relented and positioned myself between her legs. Before I could stick my stick back into her she demanded that I hit her pussy with it. As soon as I did she started yelling that I hit it harder and faster. After a few minutes of that I stuck my cock back into her hit wet cunt and went to town.

“I love watching you fuck me,” she said as she watched me do my business.

I then looked down at her as she was pinching a nipple with her left hand and rubbing her clit with the right. I’ve never seen my mom look more beautiful as she did at that moment. I then started fucking her faster.

My mom then said, “When you’re ready to cum I want you to cum in me.”

Hearing this caused me to fuck her faster and until I reached the point of no return and shot my huge load into her. I then collapsed on top of her.

A few minutes later we laid in each other’s arms. I stared at her and said, “Thank you.”

“No, thank you,” she replied.

“You’ve given me the best day ever,” I said.

“Steve, with what you have between your legs you are going to have lots and lots of best days ever,” she said.

“What do you mean?” I asked.

“I mean you are going to make lots of women happy with your gift,” she said. “You shouldn’t be wasting it by sitting in your room stroking it. You need to be out there sharing it with as many women as possible.”

“I know one woman I want to share it with,” I said.

“Who?” Mom asked.

“You,” I said.

She looked at the clock and said, “We only have the room for 15 more minutes.

“No problem,” I said.

I then closed my eyes as she once again put her mouth on my cock.

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