I was living in the city, at my friend’s house. I had just turned nineteen and was looking for work. I found a job at a local fitness center. My friend Leo was a year older and had a similar plan. His seventeen year old sister, Isa and his mother were also residing in the house. His father was off working somewhere in the Pacific, hardly at home. While I was there, news broke out that he was having an affair with an intern at his office. He was honest enough to confess to his wife, yet had no intention of ceasing his extramarital situation. This crushed my friend’s mother but after a few months, she was coping rather well. Yet, she didn’t even hint at an impending divorce knowing the consequences it would have on her family.

I call her Ma’am, simply because she taught at my school when I was younger. She was sweet, kind and innocent, everything you look for in a teacher. She had a Halle Berry skin complexion and tone, with the only exception of more flesh all around, on her breasts and ass to be more specific. Yet she had a more athletic figure with the slight trace of abs appearing on her stomach, nothing revolting, overall a perfectly toned figure from head to toe. These were observations I had noted from frequently seeing her at the gym and spa, since I was her personal trainer and masseur at the center. I even got to see her in a skimpy bikini at the home’s pool while she tanned topless, flaunting her perky nipples to the outside world. My position as masseur even gave me some poolside privileges, applying tanning lotion all across her back till her body glistened and sparkled in the sun’s light.

My friend had no problem with the way I was around his mother. They were generally intimate people and my friend and I had regularly attended many orgies, picking up women and having tawdry threesomes and foursomes. He had developed a rather carefree, swinger-like attitude. However, the actual reason for my friend being cool with the way I was around ma’am was because he fucked my sister whenever she was in the city (which was quite often). I had no problem with it, because he was a friendly and amiable character… outside the bedroom. Hence, he had no issue with how I found his mother extremely irresistible, or the fact that I wanked fantasizing about her on occasion using a framed photo in the living room. In the photo, Ma’am was wearing a tight white bikini that was barely able to contain her breasts. Ma’am had no idea about this or how I felt about her, thinking that I was the same kid she taught Biology as I entered middle school, surprising given that I’m her masseur and gym trainer.

This Monday morning was no different. Knowing that I was alone in the house, I grabbed the photo and dashed off to my bedroom. My friend’s sister was in school, my friend was away on his internship and Ma’am was away shopping in the city. I took off my clothes at a slow pace, knowing that I had ample time to finish up before anyone arrived, and put on a generous amount of lube on my cock and balls. I got on the recliner and stroked slowly from base to tip, while I gazed into the photo poised on my right hand while my left hand was deep at work. Without the need for any effort, I closed my eyes and various scenarios played in my head. Each fantasy concerning Ma’am became more offensive, tawdry and abusive than the last. As I came close to cumming, I stopped before I went past the point of no return and when I approached the one hour mark my cock was throbbing and thrusting about violently, aching for a swift release. The head was swollen and enlarged beyond its ordinary capacity. When I knew that I couldn’t hold it in any longer, my strokes became more forceful and faster. Just then the door of my room flew open.

“Jake, could you toss all your dirty clothes, I’m about to do the laundry…”

It was Ma’am. The recliner was facing the door from a sideways angle so she could see me naked, with one hand on my cock, and a framed photo on the other. I immediately hid the photo behind my back and tried to cover my nudity by seizing the jeans laid down in front of me.

“It’s ok. I’ll come back later,” she said with a voice that emanated shock and surprise.

She quickly turned her head away, closed the door behind her and rushed off with the laundry basket cradled on her left arm. I was embarrassed, humiliated and ashamed. After letting my mammoth erection subside, I put on only a pair of shorts and went downstairs; carefully forming the response I ought to give my former teacher. She was in the basement as she had said, getting the washing machine ready for the clothes.

“Ma’am, I’m so sorry you had to see that, it won’t happen again,” I blurted out.

“No, dear, it’s alright. It’s my fault for not knocking before turning up,” she replied sounding very understanding.

“But still I feel ashamed of being in that position, I’m sorry.”

“Don’t be. You’re young; your testosterone levels are definitely raging and besides, all boys your age do it. I used to be a biology teacher. Trust me I know.” She then laid a hand on my bare shoulder to reassure me that everything would be fine.

“Thank you for this.” I gave her a friendly hug and stood silent after letting out a sigh of relief.

“A word of advice though. Better not use that photo of mine. You wouldn’t want Leo to find out that you have a crush on me,” she whispered with a hint of amusement.

“What?” I replied, perplexed.

“I saw the photo you were using. It's fine. I won’t tell anyone. It’s natural for boys to be interested in older women, even if it’s someone like me.”

“Don’t say that, you look tremendous for a woman in her 40s… Oh God what have I said?” I immediately had to bite my tongue lest I say something inappropriate again.

“It’s alright,” she said laughing, “Besides, it’s good to know that you can still stir up a man’s feelings. I thought I was useless after my husband decided to fool around with that office slut.”

She sounded both bitter and heartbroken. I consoled her and gave a warm hug, burying her face in my chest. It was somewhat ordinary for her to spill out all her troubles to me. Most clients of any masseur tend to open up while on the massage table. It was probably due to the effective, yet soothing touches placed deftly across a client’s bare back.

Leo’s mom was no different. After a handful of seconds, she raised her head and we found ourselves looking into each other’s eyes.

“You’ve been a tremendous help these last few months Jake. Not even my friends have helped me the way you have to get me through this mess.”

“It was nothing, really.”

Suddenly, yet hesitantly, she leaned forward towards my face and our lips brushed gently for only a brief moment. It wasn’t enough; I wanted more so I kissed her back more passionately and vigorously. I pressed her body against mine, her breasts compressed against my chest. Even through her red plush top I could feel her nipples stiffening and getting erect while I pried her mouth open with my tongue, longing for her to do the same, which she eventually did. I took my left hand to squeeze her breast and later my fingers squeezed her left nipple. She let out a long, sensual moan. Then I began to grope her, feeling the wetness intensifying between her legs with my right hand while my left hand moved across her ass.

“Did you finish masturbating back in the bedroom?” she asked.

“You didn’t let me.”

She took off her top while I helped her out of her shorts. She was only wearing a black thong barely able to hide her ass and pussy. She got onto her knees and yanked my shorts off ready to end what I started in the morning. She got hold of my cock with her right hand and began to suck, wrapping the tip of my penis with her soft, moist lips.

At first, she concentrated solely on the head, taking it in and out slowly, all the while looking up at my face with mischievous eyes that I had not seen before in her. Later, she began to suck on all the way through, trying to take on my entire cock with each attempt. At first, she could only manage four inches but with her 6th attempt she managed to throat down all seven, gagging after holding on for more than a few seconds. After she took my cock out of her mouth, I could see that it was lathered and soaked in her saliva, from base to head in a thick coating and I gave her a moment’s respite before asking her to give me a blow hands free.

She obliged. While I leaned on the washing machine behind me she put her hands behind her back, firmly gripping the sides of her round ass cheeks and sucked away. She was moving her head back and forth, initially at a snail’s pace and then with more fervent energy. Her deep throating was once again very successful.

“Let me have a taste of your balls,” she demanded and at once she had my entire sack in her mouth whilst her right hand moved up and down my shaft. She was slurping on my testicles at first, and then licking my sack providing a similar lather like the one she gave for my cock.

“I want you to tease me,” I instructed Leo's mother and she had the perfect thing in mind. Grabbing my cock with both hands, she lightly placed a kiss on the tip of my cock just before giving it a tender lick.

“Oh, you’re good,” I complimented her. She continued in a similar fashion kissing and pecking the tip, underside and glans a dozen times or so.

Before she could come up with another exciting ploy for my throbbing cock, my mobile phone rang from my shorts on the floor. I took it out… It was Leo.

“Don’t stop,” I told her while I answered the phone. She took me in her mouth yet again.

“What’s up Leo,” I said prompting ma’am to look up at my face. I used my left hand to urge her on to carry on. “Where are you right now?”

“I’m at the office. Listen, I’m getting the rest of the day off and I’ll be heading back in an hour or so. I’m bringing this girl from work; maybe we could team up and have some gangbanging going on.”

“That’d be cool but your mom’s back at home early. She’s in the basement doing the laundry.”

“I’ll come up with some things for her to do in the city, going to the grocer’s or something. See you in a bit.”

“Sure.” I cut the call and addressed ma’am. “Leo will be back soon, we better finish up.”

“Your cock seems to want the same thing,” she replied.

Looking down I could see what she meant. The veins on my penis were evident more than ever and the head was turning a dark purple. Without wasting any more precious time, I popped my cock back in her mouth. I grabbed the back of her head with both my hands and repeatedly moved her head towards me and away from me forcibly. She went with the flow and I could feel myself at the brink of orgasm. To change things up, I fucked her face with a wild dynamism moving my hips back and forth while my whole cock went in and out of her and all the time I was holding her head in place with my hands. 5 minutes or so went by and with a loud shout of satisfaction I came, ejaculating a river of warm, thick cum into her mouth. She was doing her best to swallow every bit of it but the flow overtook her and a mouthful of semen dripped down her mouth, falling and resting around her tight nipples. I was still ejaculating so I took my penis out of her mouth and showered her face with another load, spreading my jizz across her cheeks and nose.

Ma’am slid her finger over her mouth and chin, seizing a spoonful or so of my dick juice and tasted it.

“I better clean this mess up before Leo arrives. Ah, and it’s about time to go pick up my daughter from school. You better go upstairs too, Jake,” she said while giving my right ass cheek a soft squeeze. I listened to her, trying to comprehend what had just happened.

Half an hour later, Leo arrived at home. He stuck to his plan and gave his mom a few errands in the city, telling her that he was too tired to go back after work. She left soon enough. Leo phoned the girl he mentioned earlier to come over. I was extremely tired with my time with Ma'am but seeing Leo’s girl changed all of that. The both of us did end up gang banging her for close upon an hour. It was intense. She had one cock in her ass while another was penetrating her pussy. We didn’t give her a moment’s respite. She even, attempted putting both our cocks in her mouth at the same time and succeeded. It was definitely wild.

But I could only think about Ma'am and my time with her in the morning. Was this a one-time fling or could I keep doing this regularly? I knew I wanted more. She only gave me a blowjob to start with. I wanted to take it further. I wanted to occupy every inch of her pussy with my cock. I wanted to hold her, kiss her, let her ride my cock. The list would never end. Would I ever get another opportunity with her alone? Only time would tell…