Benjamin pulled his Tesla along the curb and parked in front of Stacey's house, checked his face in the mirror, and got out to head toward her front door. His hands moved absently, patting the pocket with the wrapped necklace, the cellphone with the electronic tickets, and the wallet with the two condoms. Tonight was going to be special for him. Well, for Stacey too, of course.

He pressed the doorbell, straightened his shoulders, and waited. And waited a bit longer. An impatient frown crossed his lips. Finally, the door handle turned, the door opened, and Benjamin stepped forward with a bright smile for –

Rachel, Stacey's mother.

"Ben! Stacey said you might be coming; come in, come in." The full-figured brunette gave Benjamin a brisk hug, then moved out of the way and ushered him over the threshold and into the living room, retying the sash of her housedress. "You're certainly dressed to the nines tonight! Going someplace special?"

Benjamin cleared his throat. "Well, as a matter of fact, Rachel, yes, we are. Where's Stacey? Still upstairs?"

The older woman's face lost a bit of its cheer. "You thought she – oh – I'd forgotten, um, give me a minute, Ben." She turned and headed into the kitchen, returning shortly with an envelope that she pressed into Ben's hand. "She and her girlfriends left Friday on a spur-of-the-moment weekend trip to the casino. She did give me this if you happened to stop by." Her tone of voice was matter-of-fact, but her eyes wouldn't meet his.

"The casino," Ben repeated the words as if the meaning escaped him. "Ah. Well, that's Stacey; you just never know what she'll do next." His fingers ripped the top of the envelope from side to side, and he extracted the folded contents and started to read. The words blurred in his vision: "You're very nice", "not really going anywhere", "find the right girl". And the most damning one, "no real chemistry".

Rachel leaned against his back, reading from behind him. "Oh dear. Oh, Benjamin, I'm so sorry." Her fingers pressed and curled about his shoulders, supportive and reassuring. "I had no idea – she didn't say that she was supposed to have a date with you." She pressed her thumbs between his shoulder blades, finding the taut muscles there.

"It was a surprise." The words were like ashes in Ben's mouth. "A very special surprise." Ben wondered if he could face going into the jewelry store to return the necklace. "I guess it was a surprise for me, as it turned out."

"It must have been very special, as nice as you look. Where were you going?" Rachel grasped him by the shoulders and turned his unresisting body around, her smoky grey eyes looking deep into his confused face.

Ben sighed. "The Daniels Foundation Finest Fifty dinner."

Rachel's eyes went wide and round, then she backed against the wall and went into spasms of laughter, bringing tears to her eyes. "Ohhh, you had me going there for a second. The Daniels Foundation dinner? The people who get invited to that affair don't live in our neighborhoods, Ben." She coughed, her face red. "Okay, now you've had your little joke on old Momma Rachel, so where were you taking my daughter, really?"

Ben brushed his shoulder off, his face stricken. "The Finest Fifty dinner. Really. Are you okay, Mrs. Ferguson?"

Rachel patted her face, eyes wide. "But how...?"

There was a box of tissues on a nearby table, and Ben plucked two out and pressed them into her hand. "Well, the company where I've been interning, one of their owners is on the Daniels Foundation board. And I was sort of responsible for saving them a half million on a project that was going south." His smile held a glint of pride. "He said they couldn't compensate an intern financially for that, but I might like to mingle with people who have the kind of vision I demonstrated. Then he gave me these two tickets." He pulled the two engraved invitations out of his jacket pocket.

Rachel stared at the very real tickets. Then gasped. "They have Enrique Iglesias performing? He isn't even touring in our state this year - oh, Stacey would just die to - to -" Too late, she saw the expression of pain cross Ben's face. "Oh, Ben, I'm so sorry, that was thoughtless of me."

"That's okay, Mrs. Ferguson. Things happen. I guess these will just go to waste."

Rachel tilted her head to one side as Ben's posture slumped. A thought popped into her head, and grew insistently until it escaped her lips.

"You know, Benjamin, there's no reason they should go to waste." She continued without giving him a chance to interrupt. "Look, you're all set up for a nice dinner and show, and I feel kind of responsible that my daughter caused all this, and besides... Enrique! I know I don't look presentable in this housedress, but I promise you I do clean up well and I don't take as long to finish getting ready as younger women do."

Ben, at a loss in the moment, picked up on only one part of Rachel's flood of words and rushed to reassure her. "Oh, you don't look bad at all." He glanced politely up and down. "I can see where Stacey gets her looks, and I'm sure you'd challenge any woman out in public."

Rachel crushed the younger man to her in a killer hug, planted an impulsive kiss on his lips, and dashed to the stairs. "You just wait, I won't be fifteen minutes and we'll go mingle with the movers and shakers!" Ben stared, open-mouthed, with a "what just happened here" look on his face.

That look was only magnified in something less than the announced fifteen minutes as Rachel came down the stairs. This was not the timeworn middle-aged cushiony woman who had opened the door. This was a hot mature brunette with a dress that emphasized each curve. Ben had lied; Stacey hadn't gotten even half of the looks of her mother.

Rachel laughed, a delicious trill of sound that swirled teasingly around Ben's ears and into his slacks. "You should see your face, dear. Do you think I'll pass? We should be leaving, we don't want to be late!"

By the time Ben's brain cleared, they were pulling into the valet line at the Four Seasons. Ben handed over the car keys to one attendant, then quickly dashed around the car to help Rachel out before the other attendant could offer his own services. Pausing to catch his breath, he took Rachel's hand and escorted her up the walkway to the podium where the "Finest Fifty" banner glittered. The hostess insisted on reviewing his driver's license, which Ben took with ill grace. After scanning his tickets, she pointed them to one specific elevator, and Ben took Rachel's arm to escort her up to the event.

The dinner menu was surprisingly simple. Rachel selected the petit filet with a cauliflower risotto, and Ben settled on the grilled salmon with hollandaised asparagus. Their waiter brought a Sauterne to accompany their meal, and Rachel's eyebrows rose when she saw the name on the label.

They traded small talk during the meal, Rachel having more of the wine than Ben did. They were seated so close that her knee bumped against his now and then. He noticed something familiar about her perfume, but the aroma of the food and the bouquet of the wine drove it out of his head.

Serving staff arrived and left, refilling wine glasses and clearing plates while the Foundation board took their places on the dais. Ben looked around at the tables and their occupants; he was easily the youngest person there. And Rachel fit in well, as the women present showed a range from cocktail party dresses to formal evening gowns.

Ben shifted in his chair; Rachel fitted in better than just well. He had to remind himself from time to time that this was Stacey's mom, especially when her swinging foot brushed against his ankle. She was certainly worth more of his attention than the dry financial presentation being given by the Foundation speaker.

Fortunately, the business part of the evening was soon over, dessert plates and more wine came out, and the back wall of the event space slid apart to reveal a stage with musicians warming up. The financial presenter leaned into his microphone and announced, "The Finest Fifty are happy to be joined tonight by the world-renowned entertainer, Enrique Iglesias!"

Rachel grabbed Ben's hand and squeezed it tightly. "Oh my god, Benjamin - this is real!" The singer launched into "Bailamos" and the dinner guests applauded noisily, then when the backup combo played the well-known introduction to "I Like It" the applause only increased. Rachel leaned against Ben's side, her fingers tightly woven and wriggling constantly between his, and lost herself in the excitement of the private concert.

When the show concluded, dessert was brought out, and wine glasses were refilled. Ben declined the wine since he was driving, but Rachel happily accepted hers. Her eyes were shining, and she rocked in her chair, one hand insistently flexing around Ben's fingers. Ben, for his part, did his best to find places in the room to look other than the shifting, straining curves of the top of Rachel's dress.

When she finished, he slid her chair out so she could get up from the table, and they made their way to the elevator and the exit, stopping at Rachel's insistence to get their picture taken. Downstairs, Rachel nodded approvingly to see Ben tipping the no-charge valet, and she tightened the shoulder strap of her seatbelt while he started up the Tesla.

The long drive back was quiet; Ben had a classical station on the radio, but it was at a low volume. Occasionally, he would turn his head toward Rachel, open his mouth, then turn his attention back to the road. Rachel's eyes were half-lidded, her lips framing the words of the evening's songs, her body twisting against the shoulder belt in the rhythms of the music.

The near-silence was broken by the raucous clanging of a bell and a set of flashing red lights ahead. They stopped at the railroad crossing and watched the long train running across the road, right to left, right to left, its wheels thumping rhythmically across the rails.

"Ben?" Rachel cleared her throat, still looking out the window. "It was – very sweet of you to invite me with you to the Finest Fifty tonight."

That wasn't quite how Ben recalled it happening, but he'd roll with it. "The tickets would have gone to waste. And concerts are better with company."

There was a click of the seatbelt releasing, and Rachel slid over to rest her head on Ben's shoulder. "Yes, but I'm sure you could have found someone younger." Her palm slid across the front of his shirt. "I haven't been wi-", she hiccupped and continued, "haven't been out in the evening for quite some time. This was really nice." Her hand pressed down over his stomach, while the railroad crossing bells sang out alternately and the train wheels pounded a driving pulse down the tracks.

Ben sat frozen in place, one foot pressed solidly on the brake, his head spinning as Rachel's fingers traced lines up and down the insides of his legs. He bit his lip and strained as his erection grew more urgent; he needed to say something, anything, but the words wouldn't come.

Just as Rachel's hand curled firmly around his crotch, the tail end of the train passed through the intersection, and the crossbars started to rise. She pushed hard at his lap to get herself back upright, and moved back into her seat awkwardly fastening the shoulder belt and turning her face away from Ben to stare out the window. Ben put the car into gear with a jerk, his hands clamped around the steering wheel, and they finished a silent drive back to Rachel's house.

Ben opened the passenger door, and took Rachel's hand, as she was off-balance and wobbly, and bumped against him all the way to the front door. She fumbled with the door keys, and needed three tries to turn off the alarm system. That done, she draped her arms around Ben and leaned against his chest. "Did I thank you for a lovely evening, Ben?"

"Yes you did, Mrs. Ferguson."

Rachel turned hurt eyes on the younger man. "Now don't go calling me Mrs. Ferguson – that's my mother! I'm just Rachel." She pressed more firmly against him, backing Ben against the front door. "But I definitely didn't thank you properly," nodding emphatically and pressing her lips against his.

Moist, wet, busy lips. Her arms curled around behind Ben and pulled him against her from chest to groin.

When she finally came up for air, Ben shook his red face and stammered, "Urrr, Rachel, it's late, and I really need to get home." He pressed his palms shakily against her hips, and she let him back an inch or two away from her while she offered a hurt look into his eyes.

"Well, all right, but I need a favor from you. Stacey's no help for some things, and I need a good strong man to help me turn the bedroom mattress and move a couch so I can figure out how I'm going to redecorate. Can you come by tomorrow and do that for me, Benjamin dear? I'll cook a homemade meal for you, I'm sure you don't take the time to cook yourself proper meals!"

Ben, looking confused, finally got "Sure, Mrs. Ferguson" out of his throat, and stepped aside so she could open the door. He could feel her eyes on him as he walked awkwardly from the front porch to his car, started the engine, and drove off.

Ben's mind was whirling. He'd almost lost it at the railroad crossing, almost said "Yes, Stacey" when her fingers slid along his zipper. He and Stacey had been stuck at that same crossing not two months earlier, but that train had been longer or maybe Stacey's hands were just faster getting his slacks down and his cock buried in her throat. His palms remembered the delicious feel of Rachel's ass tonight, and it took a car honking loudly to make him realize he was stopped at a green light.

That was Stacey's mother! What the hell was he thinking? He managed to focus on his driving and get home safely in one piece. He knew damned well what he was thinking, and just hoped he came to his senses before Sunday morning. Rachel had gone back to calling him Benjamin, so she must have been coming back to her senses then. It was just - a moment.

Back at the Ferguson house, Rachel closed and locked the door, then set the alarm and turned to the entryway mirror. She stared at herself, frustrated, nipples poking dramatically through the clinging top of her dress. The fingers of her right hand flexed and curled repeatedly.

She pulled her dress off and stared for a while at the middle-aged woman in the mirror clenching her thighs. Finally, she muttered "shit!", shut the downstairs lights and headed to her bedroom.

Sunday dawned unseasonably cool and quite overcast, and by late morning Ben stood knocking at the Fergusons' front door, wondering if he should have brought an umbrella. He hadn't slept at all well, and half-regretted having agreed to be a workhorse on the weekend. The door opened just as the clouds overhead cut loose with a hard chilling rain, and Ben dashed inside to avoid getting anything more than a damp back from it.

Rachel greeted him with a hug and a cool dry kiss on his cheek. "Thank you for remembering, dear. I wasn't sure this morning whether I had just imagined asking you to help out."

Ben smiled and relaxed. The hot dangerous cougar of the previous night was gone, replaced by a middle-aged woman in wide walking shorts and a Packers jersey. Stacey's mom was relaxed and easygoing, and a much more welcoming presence than Stacey would have been.

Rachel led him to the living room. "I figured we should do the couch first, that way I can vacuum behind it while you recover from dragging it away from the wall." She wasn't exaggerating, as it turned out. The couch was wide, heavy, and low enough to the floor that it couldn't be lifted although Ben grunted like an Olympic weightlifter from his attempt. Between the two of them they worked each side of the couch alternately a bit farther from the wall, until finally they exposed a strip of carpet four feet wide, thick with dust bunnies.

Rachel sneezed, and sent Ben off to find himself something in the kitchen to drink while she turned the vacuum cleaner on. "There's coffee cake, too - have some," she added. Underneath the dust bunnies, the carpet was almost a pristine bright golden color – in garish contrast to the almost-brown look of the rest of the floor. The noise of the vacuum cleaner filled the house as she moved it forward and back.

Ben came back from the kitchen, and took one end of the couch while Rachel squatted at the other end. With much grunting and straining, they got the couch back where it belonged. That job finished, Rachel looked over and saw that Ben was moving awkwardly.

"Benjamin, did you pull something moving the couch?" Ben shook his head in the negative, but his discomfort was obvious. "Okay, mister, go sit in the kitchen and I'll bring you some ibuprofen." She waggled her finger at him. "No arguments, now!"

She went upstairs to her medicine cabinet, then came down and went right into the kitchen, ruffling Ben's hair as she passed him. He sat, testing various muscle groups and listening to Rachel bustling around the kitchen. Shortly she put a glass of milk, a healthy-sized piece of warm coffee cake, a napkin, and two ibuprofen tablets in front of him. "You didn't have any of my coffee cake," she said in a half-teasing, half-serious manner.

Ben took the pills, washed them down with milk, and proceeded to eat every bit of the coffee cake, showing her the empty plate when he was done.

Rachel patted him on the head. "Good boy - join me upstairs after you wash up." She swiveled around and headed out of the kitchen, the back of her walking shorts capturing Ben's eyes. He shook his head, washed the plate and set it into the sink, and went off to climb the stairs to the second floor.

When he got into the master bedroom, Rachel had already removed the flat sheet and was starting on the fitted sheet. "Oh, good," she called out, "get that side, this thing is horribly tight on the corners, I already broke a nail!" With two people on the task, the fitted sheet was quickly removed and tossed into one corner of the room.

"My ex-husband insisted we needed a king mattress. Now the king is gone, but I have to lift this dead weight twice a year." Under her direction, Ben lifted one corner of the mattress so between them both it was soon wobbling vertically on the narrow side. Rachel continued, "Move to the center and keep this upright while I get around to the other side."

So Ben stretched his arms out and curled his palms over the top until he heard Rachel from the other side. "Okay, Ben, roll the top toward me now, slowly." He pushed the edge just a bit, then found himself struggling and losing his grip as the mattress tipped away from him with increasing speed.

"Rachel!" he yelled, as the mattress slammed down and hid her from his view. Ben ran to the far side of the mattress, squatting low and heaving that edge upward. His lower back and his arm muscles both complained, but he ignored them when he saw Rachel's eyes open and blinking. "Are you okay?"

Rachel blinked a few times, and shimmied backward to get free of the heavy mattress. "Thank you, Ben, I'm sorry I lost my grip. Just give me a moment to get myself together." Her shimmying had scooted her walking shorts downward, and Ben averted his eyes while she "got herself together".

With the mattress already flipped, it took them less time to get it lifted and placed in the bedframe. That done, both Ben and Rachel flopped face-down on the mattress to recover.

Rachel was the first to speak. "Thanks, Ben. I need to put on the new sheets, but I don't need your help - you just take it easy." For his part, Ben was just happy to hear that his muscles could get a break. He waved one hand, and rolled over to clear the mattress so she could do that.

Ben had forgotten how high off the floor the mattress was. He landed on the carpet, back first then bottom and head.

"BEN!' Rachel was quick to get off the mattress and scurry over to check on him. "Are you all right? That sounded - painful!" She squatted over his chest and lightly ran her fingers around his head, checking to see if his pupils looked normal.

Ben's eyes were a little blurred but otherwise working normally. Well enough to tell that Rachel wasn't wearing a bra under her football jersey. "I'm fine, Rachel, I just landed a little hard." He started to move, then let out a noise as his back spasmed.

"Just a little hard? Don't give me that nonsense, I saw the look on your face. Wait a minute while I put some towels on the mattress, and we'll take care of you." She released his head carefully to lie on the carpet, then got up and vanished briefly into the bathroom.

When Rachel returned, she had an armful of towels and a bag of bottles and other things. She laid the towels out covering the mattress, then squatted beside Ben, who was still on his back on the floor. "Okay, I appreciate you're being the strong silent type, but I heard how hard you hit the floor, and you were already favoring your back before that. Now go lie down on the mattress and take off your shirt, so I can take care of that." She pinched his ear and got up, arms folded, sternly staring at him.

Reluctantly, Ben struggled to his feet, but turned his back to Rachel before taking his shirt off, then stretched out over the towel-covered mattress obediently. He heard her walking out toward the bathroom and returning, and then the mattress shook as she squirted something warm over his shoulders and lower back.

"This may get messy, but it will help a lot with the areas you strained today," she said, and broad hands started to massage the slippery warm gel into his arms and his upper and lower back.

Ben had to admit, whatever Rachel was using it was doing a nice job pushing away the aches in his muscles and relaxing him as well. Almost relaxed enough not to notice when she started pulling his shorts down. "Mrs. Ferguson!", he yelped, and pushed up from the mattress, which only made it easier for her to get everything down below his ass.

"Oh, grow up, Ben. You don't have anything I haven't seen, and I'm damned sure you landed on your sacroiliac so I'm going to get that as well." Her hands pressed more of the warm gel down massaging it hard at the base of his spine and dangerously close to the split of his ass, close enough that some of the warm gel oozed between his cheeks. "And I told you to call me Rachel. If you keep calling me Mrs. Ferguson, I'm going to have to spank that out of you!"

Ben had to flop his crotch quickly down against the mattress to keep his aroused cock from showing, and gritted his teeth while Rachel chattered about the sacrum and the pelvis, none of which allowed him to keep his mind from the feeling of her hands all over his bottom.

"Okay, big boy. I think you're just about done here!" She slapped his bare butt. "You can turn over now."

"Oh, no, Rachel, I think I'm good right where I am." Ben was tense all over, and that just made his cock rub against the towel and get stiffer. "Just give me a bit to put myself together."

Instead of a yes or no, Ben got something totally unexpected. The slide of warm flesh against his bottom - and since Stacey was out of town, those could only be Rachel's breasts!

"Benjamin Braddock, you are absolutely the most OBLIVIOUS young man I have ever met!" With that, Rachel flipped Ben onto his back, wrapped both hands around his erection, and started pumping him even harder while he gaped open-mouthed at her breasts. "If my daughter's not going to take advantage of what you've got here, I'm certainly not going to be equally stupid."

With that Rachel slid forward, lifted her hips, and slid down atop Ben's cock. "Oh, fuck YES," she breathed, as she got used to his girth and started moving up and down. "Just - just give me a few - ohhhhh." Her face turned very red, and her nipples pushed out toward Ben as the orgasm hit her hard.

"RAAAAAACHEL!" Ben's voice was half strangled as her contractions rippled all around his cock and pushed him over the edge, spurting inside repeatedly through her spasms. It was very fast, very intense, and to Ben's embarrassment, over very quickly.

Fortunately, Rachel knew just how to deal with that. Those pelvic floor exercises really paid off - the second time went longer, and the third took even more time, leaving the two of them sweat-drenched and unable to move.

Later, after a mutual shower and then another one to actually get cleaned off, Rachel chivvied Ben into the kitchen and insisted on feeding him eggs and sausage and home fries and coffee, "because I can't let you go home looking all worn out - what would people think?"

Ben wasn't really thinking by then, but he followed her lead in a bit of a post-orgasm daze. She washed his face and inspected him carefully before giving him an almost-chaste hug and sending him on his way.

Rachel watched his Tesla roll away from the curb, and she closed the front door and leaned against it with a lingering sigh. But there was no time for dawdling - she still needed to put the sheets on the master bed, and spray air freshener around the house.

That done, she looked for her purse and pulled out the photo from the dinner of her with Ben. She smiled at it fondly, then opened a drawer in her room and slid that picture in, atop the pictures of Rachel and Burt, Rachel and Thomas, Rachel and Greg, and Rachel and Beverley.

Then she checked herself in the mirror and mussed her hair and went to put on something frumpy. After all, Stacey would be coming home soon

END