I sat in Clint's living room, trying not to roll my eyes as he sent his girlfriend yet another text. The two of them had been squabbling about something dumb all afternoon, and though Abby was working at her part-time job, she managed to keep her side of the argument going strong. I'd long since grown bored of the drama, but my mood brightened when I glanced at the clock. "Hey, your mom will be home soon, right?" I asked Clint, trying my best to sound casual. While I never passed up a chance to see my best friend's mother, I sure as hell didn't want Clint to grow suspicious of my motives for doing so.

Clint tossed his phone onto the couch cushion next to him. "Yeah, in about fifteen minutes." He still had a scowl on his face, and I knew he'd be pissed off until he and Abby patched things up. "Carson, my mom's driving me insane," Clint suddenly revealed.

I shot him a puzzled look. "How?"

Clint's mom was in her mid-forties, and she was not only gorgeous but also incredibly sweet. Even if she'd had a shitty day at work, or if Clint was being a smartass, she never failed to give me a warm smile and go out of her way to make me feel welcome at her house. Long ago, she'd told me not to bother with calling her Mrs. or ma'am; she insisted that I use her first name, Velvet.

Now that Clint and I were through with our freshman year of college and were back in our hometown for the summer, I sometimes wondered how he and I had ever gotten to be such good friends. A year apart made me realize how different we were. The fact that he would drop everything to go spend time with Abby the minute she called only underscored the growing distance between us.

As Clint now slumped back against the couch and blew out a sigh, I waited for him to tell me what was going on with his mother.

"You know Mom hasn't dated since the divorce," Clint said, and I nodded. A little over a year ago, his parents had split up. At the time, Clint refused to say much about it, but he'd since stopped having anything to do with his father, which made me guess that his dad had cheated on Velvet.

"Part of me is glad she's still single," Clint went on, "because I don't want her to get hurt again. But..." His cheeks flushed as he fell silent. It was strange to see my friend at a loss for words. Since Clint had gotten home from college, I noticed he had a new swagger to his walk. He'd mentioned that he had gotten laid a lot during his freshman year, and it seemed to have done wonders for his confidence, which now bordered on arrogance. In fact, he was starting to remind me a little of his dad.

"But what?" I asked Clint, drawing out the words. I couldn't imagine what Velvet had done to annoy him so much.

"But she obviously has needs," he blurted out as his face reddened even more. "She also has a high-powered vibrator, and every goddamn night, she waits until, like, midnight, when she thinks I'm asleep, and then she goes to town. You should hear the motor in that thing!" Clint actually shuddered in disgust.

I struggled to hide my shock. The thought of Velvet, sweet, gorgeous Velvet, with a vibrator between her thighs made me instantly hard. I quickly changed position in the chair, terrified Clint would catch sight of my boner. He'd lose his shit if he figured out I was attracted to his mom. I cleared my throat and somehow managed to keep my face neutral.

"I mean, it's normal for her to do that, though. She was married all those years, and just because she's single doesn't mean she's not horny from time to time."

My friend grimaced. "Ugh! Aren't women her age supposed to start losing interest in sex?"

I considered his words for a moment. "I don't think so?" I made it a question, because I honestly had no idea. "I always heard that women in their forties are in their sexual prime."

"Jesus," Clint muttered. He ran a hand through his brown hair, mussing the strands. Yep, I thought, he definitely looked like his dad. He had that same hard line to his jaw, and the brooding dark eyes. I guessed a lot of women found that sexy, because even though Clint was with Abby, at least for the summer, I noticed all the attention he got whenever we went out anywhere. Me? I could have been invisible standing beside him. I was thin, maybe too thin, and my mop of sandy blond hair, along with my large blue eyes, made me look like the awkward nineteen-year-old I was.

While Clint was fucking someone new every weekend at college, I'd spent the first part of my freshman year in the company of a quiet girl who shared my interest in graphic novels. We were virgins the first time we had sex, and though we tried dating exclusively, I sensed she and I were both waiting until we found someone we liked better. When she found her someone first, we decided to be friends instead. By that point, my grades were slipping a little, so I spent more time focusing on my studies and improving my GPA. Long story short, I hadn't gotten laid in over six months.

Maybe the lack of sex was getting to me, because my voice was terse when I told Clint, "Just be glad Velvet's using a vibrator instead of bringing dudes home to fuck, okay?"

Clint's scowl deepened, but he knew I had a point. Before he had a chance to respond, the front door opened. Velvet stepped inside, gripping the handle of a cloth grocery bag. I jumped to my feet and hurried to take it from her. Velvet beamed at me, and her smile only made my fading erection strengthen again.

"Thank you, Carson!" she said. "You're so sweet." 

Sweet wasn't exactly what I was aiming for, but I'd take it. Especially if it was Velvet who thought so. Her chestnut-brown hair was drawn back into a messy bun, with stray tendrils framing her heart-shaped face. Her eyes were a beautiful light brown, almost amber. She wore a nice blouse and slacks, along with low heels.

Her gaze drifted to Clint, who was now back on his phone and tapping away at the screen. "Care to help me bring in the groceries?" she asked him.

Clint lifted his head, looking like he'd only just realized his mom was home. "Uh, Abby's trying to leave work, and her car won't start. I need to give her a ride."

I could tell by the way Velvet's jaw tightened that her patience was wearing thin. "Abby can't wait for a few minutes while you help me with the groceries?"

Clint gave her an outraged look. "Mom, she's stranded!"

"I'll carry in the groceries, Velvet," I quickly offered.

"Oh, Carson, you don't have to do that." Even as Velvet spoke, I saw the relief in her eyes. She clearly didn't want to get into an argument with Clint.

"It's no problem at all." Turning to Clint, I said, "Go on and help Abby." I knew that once he left, he wouldn't be back for a while.

"Thanks, man." Clint practically bolted out of the house after grabbing his keys.

Velvet stared after him, worry darkening her expression. "Sometimes I think he and Abby are getting too serious."

I wanted to tell her they would stop being serious the minute Clint went back to school in the fall, but I wisely held my tongue. When Velvet started toward the door, I placed a gentle hand on her shoulder.

"I've got this," I said, flashing what I hoped was my most charming smile. Velvet started to argue, but I only shook my head. "I insist."

It didn't take me long to bring in the groceries, and as I set the bags on the kitchen table, Velvet was busy putting things away. I was about as familiar with her kitchen as I was with my own, so I started helping out.

"Carson, you don't have to do all this!" Velvet protested. Her smile was so sweet and grateful that it made me a little weak in the knees.

"I'm happy to help." I took a carton of eggs from one of the bags and handed it to her. Thanking me again, she started toward the fridge, but before she managed to open the door, the carton slipped from her grasp. She shrieked as it struck the floor, the eggs inside audibly cracking. Yolk almost immediately started oozing out onto the tile.

"Goddamn it!" Velvet shouted, making me jump. As she stared down at the mess, it was like she was seeing all her dashed hopes, for she suddenly burst into tears.

"Hey, don't cry." I rushed to her side and wrapped an arm around her shoulders.

"I'm so sorry!" she wailed. "I've just had a really bad day, and..."

"I totally understand." I kept my voice low and soothing. "How about you take a few minutes to go relax, and I'll get this cleaned up."

Velvet's eyes shone with fresh tears as she looked up at me. "Carson, thank you."

Before I could reply, she threw her arms around me. I let out a surprised "oof!" at the fierceness of her embrace, but I recovered fast enough to hug her back.

"It's gonna be okay, Velvet," I murmured, then kissed the top of her head.

She nodded, sniffling a little. I'd worn jeans and a polo shirt in the hopes that I'd see her today, and I was now glad she wasn't crying into one of my ratty T-shirts. Slowly withdrawing from me, she said, "I'll be right back, I promise."

"Take your time." After Velvet left the kitchen, I set about cleaning up the broken eggs and putting the rest of the groceries away. By the time she returned a few minutes later, I was finished.

Looking around the neat kitchen, Velvet said, "Carson, you are absolutely wonderful!"

I couldn't help but grin at her praise. "It was no trouble at all."

Velvet had changed into a tank top and yoga pants, and I noticed how the outfit clung to her every curve. Her feet were now bare, and she'd washed her face. Her hair was still pulled back, and while her eyes were a little swollen from crying, she appeared much calmer. As I racked my brain for a reason to linger in her kitchen, a brief silence stretched out between us.

Velvet finally threw up her hands, as if she was disgusted with herself. "I don't know what's wrong with me. My emotions have been all over the place lately."

I dared to move closer to her. "That's understandable. You've been through a lot in the last year, Velvet."

Her lower lip quivered, but she took a deep breath and managed to regain her composure. As her gaze flitted around the room, I sensed her sadness like a physical presence.

"It's been lonely, you know?" Her voice was so quiet that I had to strain to hear her. "This house used to be full of so much joy and laughter. At least, I thought it was. But now I'm divorced, and my son has no time for me even when he's home." She began wringing her hands. "I feel like my life's over."

"It isn't, Velvet!" Closing the distance between us, I gently grasped her upper arms. Her skin was so soft and smooth beneath my hands. She wore a body lotion with a citrusy yet sweet scent. It was light, and I had to be near her to detect it. Trying not to be obvious, I greedily inhaled. All the while, Velvet searched my face, seeking reassurance.

"Carson's just wrapped up in Abby right now because the relationship is new. He's infatuated and wants to spend every minute with her. And as beautiful and kind as you are, I have no doubt you'll meet someone amazing when you're ready to start dating again."

Velvet looked so vulnerable then, and I knew she desperately wanted to believe me. "Thank you for saying that, Carson."

When she pressed a hand against my cheek, I drew in a shuddering breath. My entire body responded to her touch. Could she sense what she was doing to me? I wondered. I took her hand in mine so I could plant a kiss on her palm. Her eyes widened a little, taking on a luminous glow.

Before I could stop myself, I lowered my mouth to hers. She made a surprised sound, which was muffled by my lips. Though she was too shocked to respond to my kiss, I grew hungry for more. My cock, which had been in various states of arousal since Clint had told me about Velvet's vibrator, now grew achingly hard.

Velvet abruptly withdrew from me, breaking the kiss. She kept her stare fixed on my chest as she said, "We can't do this, Carson. I'm so sorry."

Her grave expression worried me. I hated that she was apologizing. Cupping her face in my hands, I lifted her head so she had to meet my stare. By this point, I was panting with excitement, sounding like I'd just finished a run.

"I swear I will never tell anyone about this, Velvet. I care about you way too much, and I don't want to cause any problems between you and Clint. I just want to make you feel good, because I think you're so fucking gorgeous, and..." I helplessly grappled for the right words to convince her.

Before I found them, Velvet placed a firm hand on the back of my head and guided my lips to hers. I moaned at her hunger, and the way her mouth seemed determined to devour mine. The moment our tongues met, I gathered her in my arms and carried her to the table so I could set her down on it. I wasn't sure how comfortable it would be, but I feared she would change her mind if I started toward her bedroom.

"What if Clint comes home?" she asked through her own heavy breaths.

"I'll hear his car. We'll stop," I replied in a rush. Standing between her spread legs, I slipped a hand under her tank top while kissing her neck.

"Do you know how sexy you are?" My lips again sought out hers, and when my fingers grazed her nipple through her bra, she seemed to melt into my touch. I grew bold enough to lift her top, revealing the lacy pink bra beneath. My eyes locked with Velvet's, and she gave me a slight nod. Her face was flushed, and her stare had grown wild.

I was trembling as I lifted Velvet's breasts from the bra's cups. Her nipples were a deep rose color, and when I slid the pads of my thumbs over them, she let out a needy moan. I couldn't believe that this was actually happening, that she was letting me see and touch her gorgeous tits.

Lowering my head, I eagerly suckled her left nipple, rolling the erect peak against my tongue. "Carson!" she breathed. Satisfied groans emerged from my throat as my lips fervently worked. So many times, I'd jerked off while imagining Velvet's tits, and now I had one in my mouth!

She buried her fingers in my hair, holding me to her. I made sure to give ample attention to both of her breasts, stopping only when she began pressing my head downward. My eyes widened. Was she really going to let me eat her pussy? My movements became frenzied as I yanked at Velvet's pants. All the while, I braced for the moment when she told me to stop. Instead, she planted her palms against the table behind her, then lifted her ass so I could easily strip her from the waist down. My first glimpse of her pussy had my dick weeping pre-cum. She was so smooth that I wondered if she'd recently gotten waxed.

Again, I met her hot stare. All uncertainty had vanished from her face, only to be replaced by sheer need. Part of me wanted to sink to my knees and thank her for letting me do this. Instead, I sat in a chair, scooting it back as I leaned forward. Then I spread her legs farther apart. She was so aroused, even her outer lips were glistening. Breathing in, I caught her scent, and my mouth began watering. For a long moment, I simply gazed at those enticing folds. Then Velvet let out a faint whimper, and I delved between her thighs.

I loved the sharp, primal taste of her! I relished the feel of her smooth outer lips against my tongue. Her inner folds were quite large and easy to suckle.

"Oh, my God!" Velvet's voice was guttural as I delighted in her pussy. I'd only done this with my previous girlfriend, so to say I was inexperienced would be a big understatement. Of course, I was aware all women were different in what they enjoyed, but I figured I should take it slow at first. My former girlfriend had a really sensitive clit, so she preferred I circle my tongue around it, only grazing its sides. That was always enough to make her orgasm. I decided to try the same technique with Velvet, using my tongue to tease her beautiful clit.

I soon had her writhing on the table. I had no idea if I was stimulating her clit enough, or if she wanted more. She let me know by grabbing my hair and pressing my mouth firmly to her.

"Lick me harder," she demanded. Fuck, the way she took control and ordered me around had me ready to shoot my load! I did exactly as she demanded, my tongue lashing her clit at a relentless pace.

While I knew I was no competition for her vibrator, I managed to make her thighs start quivering. I dared to wrap my lips around her swollen bud, sucking it as I continued my fervent licking.

"Carson, oh fuck!" Her grip on my hair was painfully tight, but I loved it. "Don't stop! I'm so close!"

All I had to do was slide a finger into her pussy to send her over the edge. I felt the fierce contractions coursing through her body. She let out a clipped cry and then groaned from low in her throat. When her thighs clenched around my head, I trembled with my own excitement. Had I actually just made Velvet come? I felt dazed, almost stupefied, but my tongue was on autopilot, keeping up its pleasuring until her climax subsided.

I figured Velvet was satisfied with what we'd just done and wouldn't be interested in anything more, so I lingered between her legs, enjoying her while I still could. I lapped up more of her wetness, making her moan when my tongue caressed her clit. Then I planted kisses on her inner thighs.

"Carson." The way Velvet said my name so emphatically made me look up at her. What I saw caused my pulse to race, for her eyes let me know she was far from through.

"Fuck me. Now."

I stood so quickly that I almost sent the chair toppling over. Velvet immediately began unbuttoning my jeans. It took only seconds for her to have my dick out, and at that first touch of her hand, I released a desperate cry. My cockhead was smeared with pre-cum as I pulsed in her grasp. Velvet gazed down at my erection, licking her lips.

"I can't wait to feel you inside my pussy."

I swallowed hard, withdrawing from her only long enough to lower my jeans and underwear. Anxiety mingled with my fierce arousal, for I knew that as excited as I was, I had no chance of lasting without a condom. "I'm already so turned on," I said, sounding helpless.

Velvet looked up at me, and I knew she understood. "That's okay," she whispered with a reassuring smile. For a second, she looked like my best friend's sweet mom again. Then she said, "Just fuck me hard."

Her words unleashed something feral in me. My hand was surprisingly steady as I took hold of my cock and guided the tip to her entrance. The moment I slid into her, I let out a loud groan that reverberated throughout the room. It would have embarrassed me if I'd been in my right mind, but I no longer cared. My entire existence, my reason for living and breathing, now consisted only of the abject desire to fuck Velvet senseless.

She cried out when I buried my cock inside her to the hilt. Her legs slipped around me, and I grabbed her thighs. Our mouths met for another kiss as I basked in the feel of her slick flesh surrounding my dick. No longer able to restrain myself, I began pumping my hips. My stare was riveted to my cock thrusting in and out of her warm, wet pussy. Velvet's moans grew into wails as my body clapped against hers. I was sweating, my jaw clenched painfully tight. My senses heightened until I lost all reason, immersed in the sight and feel, and the sound and smell, of our fucking.

It quickly became too much, the intensity excruciating. My balls tightened even more. "Gonna come!" I warned Velvet in a strained voice. I expected her to tell me to pull out, but her legs only tightened around me. She began furiously rubbing her clit, releasing high-pitched cries.

By some miracle, I held out until I felt the beginnings of her orgasmic contractions. Then each muscle in my body tensed, and I let out a roar as I came. My hips stilled while my dick pulsed inside Velvet. Her pussy continued milking my cock, her climax seemingly endless. She seemed determined to drain my balls dry!

I could feel the aftershocks tremoring through her body while I remained deep inside her. Neither of us spoke as we waited for our breathing to slow. Finally, she slipped her arms around my neck and tilted her head back, offering her mouth to me. This time, our kiss was tender. "I really needed that," she whispered with a grin.

"Thank you for letting me help you out," I whispered back.

I understood that Velvet and I would never be able to reveal our desire for each other. Whenever I saw her over the course of that summer, she let her gaze linger on my face while giving me an affectionate smile. I lived for those smiles. Somehow, I managed to act normal so Clint wouldn't suspect anything. But in my mind, I replayed those intimate moments I'd shared with Velvet until I had every detail committed to memory.

Even Clint seemed happier as the summer went on. "Mom's not using that vibrator every night anymore," he revealed to me. "I guess she's losing interest in sex, after all."

I knew better, of course. But I'd never tell.