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I collapsed across the Lions chest and we both just laid there. He had his arms around me and was rubbing my bum. Every once in a while his finger would try to penetrate my rosebud. It felt nice, but he never managed to get it in.
I could feel his cock starting to shrink so I rolled off him. We lay side by side. My head was on his shoulder and I could see his cock shrinking. He was uncut. Bobby was circumcised, and I had never seen an uncircumcised cock before. I had to get up and watch it as the head disappeared into its protective shield. It reminded me of my clit and its protective shield. I had to laugh. Even on the weekend when I sucked the Lion, I didn't realize it wasn't cut. I guess because when I sucked him it was already hard. I don't know. But I'll tell you I now love the sight of an uncircumcised penis.
"Lionel," I said. "Can I ask you something?"
"Sure, go ahead," he replied.
"You've never licked a pussy before, have you?" I asked.
There was a moment of silence. I sensed that he was embarrassed at what I asked.
"No." he said. "Never." Again more silence.
Slowly I started to shift my body around till I was straddling his chest. I just laid there for a couple of minutes so that he could get a good look at my sweet wet cunt and could inhale the scent I knew must be coming from it. Slowly I moved back and lifted my bum till my cunt was positioned over his mouth.
"Lionel, I want you to lick me down there. Will you do that for me?"
There was no answer. I could feel his breath on my pussy. He was breathing hard and fast. I slowly dropped my bum down and I got my answer. As soon as it was down far enough, I could feel his tongue starting to work. He didn't really know what to do, but I wasn't going to interfere with what he was doing. I let him find his own way and if he needed help I'd step in. Whatever he was doing sure felt good. His cock was just inches away from my face and I could see the head start to emerge for its hiding place again. Pretty soon there was a full-blown hard-on in front of me. I couldn't resist it.
I started to lick on it like an ice cream cone. There was still plenty of my cum and his on it and I cleaned it all up. I wrapped my mouth around the thick base of his cock. Wow. What a size. I ran my tongue along the whole length and ended up licking on the sensitive place just on the underside of the head. His cock jumped when I did that. Then I took the whole thing into my mouth and sucked on it like an all day sucker. Of course I used my tongue like I should. The Lion was defeated now. He was moaning, but my cunt stifled his moans. He hadn't taken his mouth away from it since we started. I didn't have to tell him what to do. Before I knew it he was shooting wad after wad of his precious cream into my mouth. This time I kept up with the flow and swallowed every drop.
Instinctively he kept sucking and licking on my pussy and clit and soon after he came I had a big cum too. So much fluid came out of me that it surprised Lionel and he started to choke and had to pull away. I could feel my juices flowing down my legs then and on to his chest.
I turned around now to see that he was alright. He was coughing and was red in the face and his bald head was red too, but he was alright. I held him close to me and kept saying, "I'm sorry. I'm sorry."
We held each other for the longest time hardly saying anything. We were both totally exhausted and I fell asleep in his arms. I guess he fell asleep too because it was 5 o'clock when he woke me. I wanted to fuck him once more, but he said that his mom would be home in half and hour and we had better get cleaned up.
Our love juices were all over our bodies so we had a quick shower. He wasn't going to get in the shower with me but I convinced him to. It was more like blackmail. I told him that is he didn't, I wouldn't get dressed and I'd meet his mom at the front door in the nude.
That made him change his mind...he-he-he...
We didn't fool around in the shower. We just washed each other and got out and got dressed. I helped him straighten his bed. It was wet for our bodily fluids, but he didn't want to change the sheets. He said he wanted to be able to smell me for as long as possible. I thought that was so sweet that I gave him a nice big kiss.
We went outside and sat on the front steps again and had a Pepsi. I asked him if he liked me even though I was only thirteen years old and about six years younger than him. He turned red again and said he thought he loved me. I started to cry. You should know me by now. I wanted him to hold me but we were outside and people would see and probably get the wrong idea. Or should that be right idea...he-he-he...
After a while I told him that Sandie wanted to go out with him. I was a bit hesitant to tell him that because Bobby had told me that Lionel always liked Sandie. Also they were closer in age than he and I. Then he said the nicest thing, which set me off crying again.
"Carol, I always thought I liked Sandie. But now I know I like you better. If it's going to hurt you, I won't ask her out."
"I want you all to myself," I said. "But I think you should ask her out. But don't you dare get too interested in her. Do you hear me?"
As I said that I gave him a playful punch on the arm and started to laugh. He laughed too and promised he wouldn't.
Just then his mom's car drove up the driveway and Auntie Pat got out of the car and walked up the path.
"Hi, Auntie Pat." I said. "How are you today?"
"Hi Carol. I'm fine thanks. Just a little tired. What did you guys get up to today?" She asked as she gave us both a kiss on the cheek.
"Not much." I said. "We mostly sat on the steps and talked. It's a beautiful day."
Auntie Pat went into the house and Lionel and I looked at each other and started to giggle. I got up and got my bike. Lionel asked me if I could come over again tomorrow.
"What did you have in mind?" I asked coyly.
Lionel went beet red again, and started stuttering and stammering. I giggled and riding off I said, "We'll see. Bye." Chapter Five
I didn't see Lionel for a few days because my teachers were piling on the homework and I didn't have time. I did, of course find time to fuck Bobby and Brad, because I didn't have to go far to do it.
Lionel phoned me every night and kept asking when I could go there again. I told him I'd see him on the weekend for sure and if I got a slack homework night, I'd see him sooner. He wanted a more definite time than that, but I couldn't give him one. He eventually understood. Men! Why does it take so much for something to sink into their thick skulls...he-he-he...
One night after speaking to me, he asked to speak to Sandie. He asked Sandie out on a date and she agreed. He was going to take her out on Saturday night. Sandie was so happy, she giggled all night long while I was trying to get my homework done. I can't blame her though.
I wasn't going to take any chances. Even at my age, I was becoming very devious. I knew Sandie and Lionel were going out on Saturday and I knew the chances of him fucking her were very good, so I wanted to make sure he remembered me as his first and hottest fuck. I didn't tell him this but I made up my mind to skip classes on Friday afternoon and take my chances that I wouldn't get caught. During morning classes I made a big deal out of not feeling well. I complained to my homeroom teacher and she suggested I stay home in the afternoon. She said I should be better before Monday. Yeah! I did it.
I went home and had a quick shower and changed into a nice and sexy pair of thong panties. To be honest, I took a pair of Sandie's because I didn't really have any thong panties. I knew Sandie wouldn't mind. She said I could take anything of hers. I didn't wear a bra, only a tight fitting short tank top. I put on my nicest pair of jeans, clean white socks and my best casual shoes. Again I covered myself up with Bobby's jacket.
I rode my bike over to Lionel's place and put it in his back yard because I didn't want anyone to see it there and maybe tell the wrong people. I went in the back door without knocking. I couldn't see the Lion anywhere down stairs. As I entered the hall, I could hear music coming from upstairs. I guessed it was coming from his room, so I tiptoed up and stood in front of his door. The music was coming from there. The door was slightly ajar. I could see that he was alone. He was reading and listening to his CD's.

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"No," she responded. "The dampness cools me down."
She didn't turn around but stayed still. She looked so good from the back. Damp tight shorts accentuating her curved ass and the lines of the skimpy panties so clear. The white tee was stretched over her back, outlining her shape.
"You want to save on air conditioning?" I said as I moved closer and then rested on the island bench, just out from the sink.
She didn't say anything so I moved closer.
"Are you OK?"
"Yes," she said, still looking out the window over the trees and grass. "It's just that soon we won't have days like today. You'll be away at college and I'll be here."
I reached out and put my right hand on her shoulder, gripping and rubbing it softly.
"I won't be that far away. It's only a couple of hours and I'll be back and forwards."
"I know," she said. "I was happy you chose a college not far from here and not across the country. But still, you'll have college and all that goes with that."
I put my other hand on her left shoulder and leaned into her.
"There'll be plenty of opportunities for me to be back here." And to bring a little lightness I added: "And I'll have to bring back my washing."
"You can do your own," she said quickly and leaned back into me.
My hands dropped from her shoulders and wrapped around her waist as I held her. She put her hands over mine and relaxed into me.
As I held her I realized I my shorts were slightly pressed against the back of hers. I could feel her ass cheeks against me and my cock was ever so slightly resting between her cheeks. I froze, not wanting to move back. My hands were hard against her stomach and her hands and forearms. She kept her leaning back into me.
I rested my head on her shoulder, my cheek near her cheek and ear. She relaxed her head into mine and I lightly kissed her ear and cheek. It felt so good, her soft and warm skin next to mine and my lips tasting and sensing her.
By now my cock was fully engorged and, pointed down, it was firmly between her ass cheeks. Through my cock, I could feel the valley between her cheeks. There was no way, I knew, she could not feel my cock, hard between her legs.
Then I felt her ass slowly move sideways, backwards and forwards, rubbing against my cock. I moved slightly into her and then she pressed back as she continued to move sideways.
While she was rubbing against my cock I freed my hands from hers and slipped them under her damp tee. She didn't stop me. I moved my hands over her stomach and slowly they moved up until I cupped them over her smallish tits. Again, there was no resistance. I took both her nipples between my outstretched fingers, tweaking and rubbing them. They were so hard between my fingers and I continued my fondling.
My mom leaned back move into me, still rubbing my cock with her ass and her back pressed against my chest. It must have continued for about five minutes of pure bliss and I fondled and tweaked her nipples, pulling the hard knobs. While I did this, she excited my hard cock. Nothing was said between us as we both enjoyed what the other was doing.
She broke the silence when, softly, she said: "Take my shorts off." She paused for one or two heart beats and added: "And yours."
From the waist down, she leaned forward allowing my hands, reluctantly away from her nipples, to slip between us and slide the zipper of her shorts down. They dropped to the floor leaving her just in her white skimpy panties and the tee. My shorts joined hers on the floor in a few seconds and my now freed cock nestled again between her legs. The skimpy panties were smooth, not cotton but (as I later discovered) polyester and spandex. Her panties felt so erotic against my bare and hard cock.
Rather than return to massaging her tits and nipples I held her tight against me and then let one hand drop down from her waist. I cupped her panty covered cunt with my hand, just resting initially and then slowly massaging it. The feeling of the fabric of the panties and her cunt underneath made me pull her into me even tighter. While I held her, massaging and flicking her cunt with my palm and fingers, I felt her put her legs together, holding my cock firmly between the tops of her thighs.
My next move was to slip my hand beneath her panties. As my fingers slipped under the fabric I felt her soft pubic hair. I ran my fingers through the hair before I slipped one finger between her legs. She parted her legs slightly, regretfully easing the pressure on my cock. My finger explored the edge of her cunt, seeking her clit. She was wet and lubricated and my finger's progress was easy. I found her clit and flicked it around with my finger. She pushed back into me, indicating her own arousal. A second finger joined the first, trapping her clit between them and rubbing against it. Her legs were now spread wider, freeing my cock allowing her ass to rub against my pubic hair and the base of my cock.
We were both lost in erotic and sexual pleasure, me with my fingers exploring her cunt and her with her panty clad ass teasing the base of my cock.
She surprised me by hooking her thumbs on each side of her panties and pushing them down her legs. Now, her naked ass was hard against my naked cock and balls.
"I want you inside me now," she said, edging further back and bending more over the sink bench.
She spread her legs wider as she leaned over more. She was ready to be taken from behind.
My cock went along the valley between her cheeks and the tops of her thighs, seeking the entrance to her cunt. With my hand, I directed the head of my cock until it found the opening and began to slide slowly in. She was wet, easing my cock's journey. I penetrated her more and more, my cock passing through the warmness inside her cunt. As I pushed forward, she pushed back.
"Oh, my God, I'm so wet," she said.
I was totally lost in enjoying fucking my mom. She was indeed wet, and warm and tight. I had fucked only a few girls, but this was a sensual woman who not only knew what she wanted but also how to make it the best for both of us.
My cock was so hard, harder, I think, than ever before. As I pushed in and out, the sensual and erotic feelings transmitted through my cock drove me to strive to get deeper inside her. I was almost leaning all over her back as we fucked. Holding my head just above her tee shirt covered back, I held her shoulders in my hands, thrusting over and over. She met just about every thrust of mine, pushing her ass back into me, my balls bouncing off her bare cheeks.
I didn't want to ever stop. And before me was a sight to be remembered. My mom stretched over the bench, naked below her tee, her head resting on her arms, her legs spread wide. I rose a little so I could take in her bare ass and watch just some of my cock as it thrust in and out of her cunt.
Through my cock, I felt her internal muscles begin to contract, making it more difficult to maintain the momentum of my thrusting. Tighter and tight she became, and harder and harder I was made to thrust.
Her breath beneath me began to quicken as the inside of her cunt became tighter and tighter. I was fast approaching my climax. However, I wanted to slow down a bit to prolong the ecstasy.
But I couldn't. I felt the rapid approach of my climax and then its reality. I thrust forward and poured my seed into her. Simultaneously, I felt her muscles contract then spasm over and over. She pushed back into my climax and I felt a surge of her orgasm's liquid envelop my own carnal explosion.
I leant forward, lying totally on her back, my arms over her shoulders as I tried to milk as much come from my cock as I could. I forced the muscles around my cock to express even more. I felt her spasm again, and then another.
In language I'd never used to her before, I tried to take her fully in my arms as we lay across the bench and said: "That was a monumental, mom. What a fuck!"
She sighed deeply, nodding and indicating her agreement with my comment and not reminding me of language.
I knew that, from this afternoon on, what I had just experienced would be repeated. Maybe not as hectic, but equally passionate.
I also knew I would be coming home from college a lot more weekends that I had planned. There was much to look forward to.
Alexander, his cousin Joanna and his mom Elizabeth sat on the couch talking about what they had missed and what they had been up to. Alex couldn't help but notice his moms arm around the back of the couch stroking Jo's hair as Jo showed her pictures of their college life on his camera. He knew it was nothing but part of him had pictured his mom and Jo engaged in some hot lesbian sex after she had told him about his mother's lesbian experimentation during her own college years and what had happened that night.