My name is Sue, and I'm forty-three. I'm a brunette, that has a nice C-cup rack. I have a wonderful daughter named, Britney. She is eighteen, and I'm a single mom. She never met her dad, because he bailed when he found out I was pregnant.
Anyway, when Britney started her senior year of high school, she met a new girl, that moved there from out of state. Her name was Cindy, and she was also an only child, with a single mom. Her mom's name was Allison, and she also had a C-cup rack. I mention that, because the day I met her, I felt I had a thing for her.
I had a few friends come, and go out of my life, but I never really had a best friend after I got pregnant. After Cindy, and Britney had been friends for a couple months, I still hadn't gotten to know Allison. We had quick chats every now, and then, but nothing more.
For many years, I had tried to fill that empty void, but no one really wanted to be my best friend I guess. So, I talked to Cindy, and she asked her mom, if she'd be interested in going out sometime. Allison was intrigued, so she said yes.
On that first night, we just went out to have a drink, nothing serious. A couple weeks later, we began shopping together too. I didn't wanna get my hopes up, but it seemed I finally had a best friend. I kept the whole slight crush thing, on the down low. I wasn't going to tell her that, and risk crushing the friendship. Although, when we were at the two month mark on our friendship, she made an interesting move. We were shopping at the mall, and she was looking through some nice tops. She had a few in her hand, and just couldn't decide what to get.
"I don't know, what do you think?" she asked me.
Well, I had some sexual feelings for her, so I had a bad case of, 'You'd look hot in anything' going on. I couldn't just say that, she'd expect a guy to say something like that. I just said nothing, and hoped she'd choose for herself.
"You don't know either? I'm gonna try them on," she said.
"Okay," I replied.
Then she began walking towards the dressing rooms, but turned back.
"Why don't you come in with me?" she wondered.
That suggestion seemed too good to be true, but there no way I was going to say no.
"We're both ladies, there won't be any pervy guys starring at me in there," she told me.
So, I came in there with her. It was a small dressing room, so I'd be up close and personal. I just tried not to freak her out, when my pussy got wet. She began undressing, and got down to her bra, and panties. Little did I know, she wore thongs, and that just made things worse.
I began breathing heavily, and tried to contain myself. It was difficult at best, and I realized that I really wanted to jump her bones. It wasn't some simple crush, it was real. A minute later, she took off her bra. She also had a dress that was strapless. She just looked at herself in the mirror for a minute in just her thong, and noticed me.
"Are you okay? You look like you've never seen boobs before. Did you know, that you have a couple hanging off your chest too?" she asked, as she turned around.
"I know, I'm fine," I replied.
Then she put the dress on, and she looked gorgeous. My panties were soaked, and I knew it then, I had to have her. I couldn't do anything right there in the dressing room though, that would be too risky, especially if things went south.
"Will you zip me up, please?" she asked.
I zipped up her dress, and I thought I was going to faint. I had no idea just how bad I had it for her, until then. I also had no idea she'd feel comfortable enough to strip in front of me either.
As the weeks went on, we actually became really close to each other. I just had no idea how to tell her that I wanted her. Was one night of sex, worth this potentially big friendship? Well, my urges began getting the better of me. I had began spying on her in the shower, and stealing her panties too.
I had never been with a woman before, but I couldn't get this one out of my mind. When we had been friends for six months, our friendship was stronger than ever. On many nights, we stayed up late chit chatting, talking about sex, or our daughters. She had told me about her first time with a man, and her first time with a woman too. I was quite intrigued with that story, she said she was in college, and you are supposed to experiment in college. She didn't give me all the details, but I got a few though.
The main one was, that the other woman initiated it. A couple weeks later, all four of us went out shopping. We left at around 9:30 in the morning, and didn't come back until back 10:00 at night. We took my car, and I was going to drop off Allison, and Cindy at their house, but she asked if they could just spend the night. I said we had two couches for them to sleep on, but Alison had another idea in mind.
"Sue, you have that queen-sized bed, you can let a woman sleep next to you, can't you?" Allison pondered.
She was tired, so an idea came into my mind. If her defenses were down, maybe I could get her to do something with me. It still seemed like a long shot, but I was done waiting. So, we went back to our house, and we all went straight to the bedrooms. We gave our daughters hugs first, then Allison, and I went in my bedroom. She laid down on my bed, and got comfortable.
"You lucky bitch, your bed is so comfortable," she said.
"Well, I'm glad you like it," I replied, as I sat down.
She just stretched out, and yawned for a minute. She did a lot of shopping, so she was out of it.
"Do you mind if I sleep in my bra, and panties?" she wondered.
I tried not to react, as if she asked if she could fuck me after wards.
"Sure, I don't mind," I replied.
Then she got off the bed, and began undressing. She was so sexy, and my panties got wet again. She had on another thong, with a matching bra. Her boobs were dying to get out of that bra, in my mind anyway. She got on the bed, and she seemed tense. It looked like the perfect time to make my move.
"Allison, you seem tense. I think you need some relief," I suggested.
"You are not wrong," she replied.
I got up, and put on some smooth music, to set the mood.
"Not a bad choice, that's relaxing," she mentioned.
Then I put my hands onto her shoulders, and began massaging her.
"Fuck me, Sue. You have officially been promoted to, best friend," she moaned.
Obviously, I was on the right track. I never did anything seductive before, so it was all new to me. I just knew what I wanted, and I set my sights on getting it. After a couple minutes, I had her purring, and I liked that. I went down towards her back, but there was something in the way.
"Do you mind, if I take off your bra, Allison?" I wondered.
"Not at all," she replied.
I took it off her, and began massaging her back. She began moving her head around, and she threw out a few moans too.
"Damn, Sue. You have the magic touch," she said.
Then she laid down on her stomach, and I really got her back, as I stood on the floor. As I began to get a little lower, I guess I tickled her a little bit.
"Sue, I'm ticklish towards my butt," she put on the record.
"Would you mind if I took off your thong too?" I inquired.
"If you wanna massage my butt too, I won't stop you," she told me.
My panties were soaked, and I did my best not to let her know that. I slowly pulled off her thong, and I wanted to sniff it, but I thought that would be too risky right then. I dropped it on the floor, and began massaging her butt.
"Damn, you should have guys lining up around the block to get a massage from you," she said.
"You really think so?" I asked.
"Yes," she replied.
I went down towards her pussy, and quickly noticed it was wet. Did she want it too? The jury was still out, but I made a gutsy move. I began undressing myself. I took off my shirt first, and then I slowly took off my shorts too. Then I pulled out some bigger guns, no, I didn't take my bra off. I reached over to my dresser, and grabbed some massage oil. I soaked my hands in it, and put them on her back.
"Oh, Sue, massage oil too? You must like me," she said, as she opened her eyes.
She noticed that I was just in my bra, and panties. She just smiled, I guessed she liked what she saw.
"What, did you want to prove that I'm not the only hot MILF in the room?" she pondered.
"Maybe," I replied.
She smiled again, and put her head back down. It seemed to be greasing her wheels in the right direction.
"Damn, Sue, you are just the complete package. You love shopping, you can give a mean massage, our daughters are inseparable, and you have a rocking body too. You have crushed the best friend competition," she explained.
"Thank you," I replied.
I got up on the bed with her, and spread out my legs. I began breathing heavily, and was getting really turned on. After a couple more minutes, it was unclear who was seducing who. Then she turned over, and I got a very great view of her boobs.
"You are going to get these tits too, right?" she wondered.
I cheesed, and then the cat was out of the bag. I knew, that she knew then. I got some more oil, and began massaging her glorious rack. She didn't say anything, but it was clear as day.
"Have you ever seduced someone before, Sue?" she asked.
"No," I replied, eventually.
She just smiled right back at me, and leaned up with me. She slowly came towards me, and got about two inches from my face.
"Kiss me, Sue," she whispered.
I went those last two inches towards her, and put my lips onto hers. We kissed for about ten seconds, and then I leaned back.
"That was nice, now let's see what you are hiding behind this bra," she said, as she put her hands on my back.
She took off my bra, and saw my bare boobs for the first time. I had never been completely nude in front of her until then, I guess because I'd give myself away. Then she looked at my panties, and noticed how wet they were. Then she pushed me onto my back, and got right over me.
"A massage, with some oil, music, and buttering me up too with words. Not a bad seduction," she told me.
She slowly made her way down towards my panties, and pulled them off me. She took a look at my nicely trimmed pussy, and began to drool a little bit.
"I let you see my nude body all the time, but yet, you've never shown me your naked body? You are lucky, that you are so damn sexy, and sweet to me," she let me know.
She leaned down towards my wet pussy, and began eating me out.
"Oh," I moaned.
She giggled slightly, and stuck her tongue up into my glistening pussy. I had wanted this for so long, and it yet, it was so much better than I ever imagined. She definitely seemed like a feisty woman, and she wasn't tired anymore either. I began breathing heavily again, once she inserted a couple fingers up in there as well.
"Oh, shit, Allison, that feels so damn good," I said softly.
Then she slowly climbed up towards me, and laid a big kiss on my lips.
"I thought you'd like that, Sue. Next time, just tell me you wanna have sex, but I always love a great massage," she told me.
As she was about to go back down, I stopped her. I brought her back to my lips, and we made out for a full five minutes. I knew I'd get a better physical feeling with her tongue in my pussy, rather than my mouth, but I just wanted to kiss her right then.
This woman was still driving me crazy, and I wasn't sure I could be satisfied at that point. After that five minutes, she went back towards my wet pussy. She went back in face first, and had me moaning again in about a second. I put my hands onto her head, and made her take a little more of my cum. Before I knew it, the breaking point had arrived.
"Fuck!" I screamed.
I splattered her face, and it was amazing. I was forty-three years old, and I had never felt like such a woman. Then she climbed back up towards me, and kissed me. She kissed me all over, all the way from my forehead, to my belly button. That tickled me a bit, and she wasn't done. She grabbed my right hand, and put it right onto her pussy. I felt the juices flowing out like a river, and then she put her hand onto my pussy too.
We began finger fucking each other, and I put my head onto her boobs. She held me close to her, and the connections were very strong. She was thrusting her fingers in and out of my pussy quite quickly, and I heading towards another great orgasm. As I got really close to climaxing again, I leaned my head towards hers. I kissed her again, and then I began moaning.
"Allison, you are making me cum again," I moaned weakly.
This time, I came all over her hand. I couldn't believe that she had me cum again so quickly. As her hand was drenched, she brought it up to her mouth. She licked it clean, and had me purring.
"There is nothing better, than some fresh female lady juice," she said.
Then she leaned down, and began licking my nipples. She didn't have any best friend competition, but she was crushing it anyway, and there was no stopping her. She got down on her knees, and began sucking on my nipples. She stuck a couple fingers back into my pussy, and had me loving her. I felt that I was falling for her then, and I was falling hard.
"Oh, Allison, you are such a great lover," I said.
She looked up at me, and I smiled at her. Well, I knew this, the friendship was rock solid. I leaned my head up, and tried to contain myself again. I thought I was going to cum for the third time in twenty minutes. I began moaning really loudly, and then it just happened again. She was the one that had the magic touch once we started having sex.
"Holy shit, Allison, I fucking love you," I moaned heavily.
She loved the sound of that, and then she got right in front of my pussy. I came all over her boobs, and then they were drenched. She smiled, and rubbed all of my cum in.
"You love me, Sue?" she wondered.
"Yes," I replied weakly.
"I think I love you too," she told me.
Then laid down on the bed, and had me get on top of her. We made out for a few more minutes, and it was very passionate too. Eventually, she stopped, and looked right at me.
"Well, sense the love is mutual, will you return the favor me, please?" she pleaded.
I had never eaten a woman out, but how could I turn her down? I slowly made my way down to her pussy, and just starred at it for a minute.
"Don't be scared, it's only a pussy," she told me.
I slowly leaned down towards her, and stuck my tongue in there slightly.
"Go a little deeper, Sue," she said.
I did just that, and put in about half my tongue into her pussy. She pushed out a big moan, and immediately began moving around a bit.
"Yes, my dear friend, move it around, and make me moan. I wanna give you the same gift you gave me," she told me.
I was new to pussy eating, but I knew how she just fucked me, and how I would wanna be fucked. So, I used to tongue to get her off. I moved it around, and even made her put hands onto my head. That was what I really wanted, then I knew she loved it. My face was drenched, I thought I might be going lesbian. If I was, then I had someone to fuck already. I inserted my fingers as well, and than she screamed.
"Oh, fuck! Fuck me, Sue!" she screamed.
I hoped that the girls were sound asleep by then. She got up onto her elbows, and just watched me finish the job. I had a feeling that she was reaching her breaking point, and she had me very anxious for the big finale. I had no idea what to expect exactly, so I felt like I was just about to lose my virginity again.
"Yes, yes, yes!" she screamed.
She unleashed a big stream of cum all over my face, and I thoroughly enjoyed every single second of it. I thought having sex with her would make my urges stop, but it just made me want her even more. I put my lips right back onto hers again, and we made out for ten minutes straight.
"Wow, Sue, you are some kind of woman. Want to do it again?" she wondered, as she was breathing heavily.
"Hell yes," I replied.
We had sex many times that night, and luckily the girls never found out. We both had one hell of a time, and now we do it whenever we can. We are thinking about telling the girls about us, but we just don't want to screw up their friendship. I definitely know this though, Allison and I, are BFFs now.
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