Milf Tails: After Midnight

"Yeah, I suppose you should, seeing he's still up, but I thought you'd at least want to get a good look at your present."

"My present?"

I risked a peek and saw that she had lowered her arm and was now leaning against the doorway with her arms crossed just under her still partially bare breasts. Her tits no longer being on display gave my eyes a reason to make it upwards and I was surprised to see she was wearing makeup, her full lips were painted a deep red and her eyes done up as well. Her long hair was down and she looked more beautiful than any of the coeds I'd chased back at school.

"I told you I had something special for you, Steven." She gave me a smile that caused my cock to swell in my shorts, "It would have been the perfect going away present no?"

"W...wait, you...you..."

"Aw, look at how nervous you are!" she chuckled, "And I'm sure you've had some fun at college, what would you have been like last year?"

"I...are you saying you were going to..."

"Fuck you." She finished, looking me straight in the eye. "Yes, Steven I was going to fuck you. I'd found out John was cheating and I wanted payback. I knew you stared at me all the time. I knew you thought about me, jerked off to me and I was going to get you alone after your party and send you off with a smile on your face and one hell of a hot memory."

"Goddamn." I whispered, was she joking? No, if she wouldn't she have shown me her tits?" Oh my god! My mind raced, my best friend's mother wanted to fuck me!

"That's all you can say?" she winked, "Cat got your tongue, Steven? Or maybe you're thinking about my tongue?"

"M...Melanie, we...we can't!"

"Of course we can."

"What about Mark?"

"What about him? I don't plan on telling him, do you?"

"No, I mean, I...are you serious?"

"I wouldn't be flashing my tits at you if I wasn't" she repeated my thoughts, "I meant what I said out there, Steven, there's things in this house in sore need of attention. These tits," She let her arms fall and gave me a quick flash before letting the shirt fall over them again.

"They're...damn." I said, feeling like a fool, but I couldn't think of anything else to say.

"And my poor little pussy." Melanie emphasized her words by running hand down across her stomach and over the lace panties.

She released a soft moan that caused my now fully erect cock to twitch, "Hmm, it's been too long since my pussy purred." She stroked her pussy through the panties several times before reaching up and taking my chin in her hand, "Do you want to make me purr, Steven?"

"You really want me to?"

"Oh, yes. I've tried to be good, tried not to go with guys just because I need it and tried to be a good mom and worry about bringing new guys around Mark, but I'm horny Steven, I'm really horny and I don't want some guy my age, if I'm going to fuck just to fuck it's going to be with a nice hot young stud like you."

Reaching around, she ran her fingers through my hair and pulled my face forward so her mouth was inches from my ear.

"Can you do that, Steven? Can you fuck Mark's mom the way you dreamt about all those nights you slept over here? Can you lick my pussy and make me cum? You want to watch me suck your dick until you cum in my face?"

"Jesus." I said softly.

"Because I will, I'll get on my knees and blow you the way those girls at school haven't learned how to yet. You ready for that Steven, you ready to fuck a real woman?"

Was this really happening? Part of me was waiting to wake up in the small twin bed Mark had set up for me in his room with a raging hard on. Another nasty dream about Melanie, the red hot milf. But her hand in my hair felt real and so did her hot breath on my neck.

"I've been waiting for you Steven. I told myself the next time I saw you I would do what I wanted to do last year and now here you are in my house looking damn good, better than ever, and honey, I want to take you for a long hard ride. That is if you want to?"

Her lips pressed against my neck and I heard a pathetic whimpering sound and blushed when I realized it was coming from me.

"Ohh, I like that." She purred, "That just from a kiss? What are you going to sound like when you cum in my mouth?"

"I don't know." I said, against feeling like a fool.

"Well, let's find out." She leaned back and grabbing her shirt made as if she were going to flash me, but stopped, "Tell me what you want."

I looked over her shoulder at Mark's door, then whispered, "Melanie can I see your...tits?"

"Just see them? You don't want to suck on them? You don't want to play with them, maybe even cum on them?"

Say yes, idiot! I started to speak then jumped when Mark's bedroom door swung open. It had a loud creak to it and as soon as it emitted that annoying sound, Melanie stepped back into her doorway so she wouldn't be visible from his doorway.

"Steve, what the hell is going on? Those guys are waiting for us!" he frowned when he saw me standing near Melanie's bedroom, "What are you doing?'

"Oh, I'm just talking to your mom." I replied.

"No," she whispered, "You were staring at his mother's tits."

She opened the shirt, flashing me a quick glimpse and opening her mouth, wagged her tongue provocatively at me. She closed the shirt and smiled at my effort to maintain a neutral expression on my face as Mark spoke.

"Talk to her tomorrow, we..."

"It's my fault Mark." Melanie responded as she quickly buttoned the shirt, leaning out into the hallway she continued, "I was up and caught Steven to talk about some things I need taken care of."

"Oh, okay, well I'll just cancel the game."

"No, he'll be in a minute." She gave me a wink, "It's not like he can take care of anything right this minute, but I wanted him to know what I needed done."

"I'll tell them a couple of minutes then."

"No I'm all set, Steven knows what I want, you guys play your game, but Mark?"

"What Mom?"

"Shut it down at midnight."

"What? It's Friday night!"

"And you have the morning shift tomorrow and I'm tired of listening to you yell, I need to get to bed." Another wink. "Tomorrow night I don't care, but tonight I want you in bed at midnight."

"Fine." Mark muttered and ducked into his room.

"And I expect you in my bed as soon as Mark's asleep." She reached down and caused me to gasp when she grabbed my cock and gave it a quick squeeze. "Hmm, I'm going to have to make sure I don't yell."

"Melanie, I...I don't know if we should do this."

Melanie stared at me and with a roll of her eyes said, "Guess I made a mistake, Steven. I thought you were a man, not a boy." She gave her hair a toss, "Fine you go back in there and play with your toys." Melanie sighed as she swung the door closed, "Guess I'll have to settle for playing with mine."

*****

I lay awake with my cock throbbing and my mind racing. For the tenth time since we'd shut the game off and gone to bed, I looked at the time on the cable box, twenty past midnight. Despite his bitching about having to go to bed, Mark had fallen asleep right away.

I knew this because he was snoring so loud I was going to have to put my headphones on to drown him out. Some things never changed, I thought as Mark made a noise as if he were sucking the damn sheet into his mouth.

Some things did change however, like my best friend's mother acting like an overheated cougar, point blank telling me she wanted to fuck me. After playing another hour of Call of Duty so poorly Mark quit and switched to playing by himself while I sat and stared at the TV thinking about all the dirty things his mother, his fucking topless mother, had promised me. There was no way in hell she was kidding and I kept telling myself to get my ass out of bed and go take the ride of a lifetime.

But Mark was right next to me and I felt like an asshole. More than that, I had come to terms with the fact I was nervous. I'd been with a few girls, but Melanie had said it, they were girls, no more experience than I had, Mark's mom was an older woman with years of experience and apparently a lot of pent up frustration. I'd whimpered like a baby from just her kissing me. Then again she seemed to like that and would probably be fine with taking charge and get a thrill out of blowing my mind amongst other things.

But here I was still laying there with my cock saying yes and my mind saying I shouldn't or maybe I couldn't. The mind was obviously winning seeing I was still there. I closed my eyes and told myself to stay where I was. If my cock didn't settle down, I'd jerk off to what could have been and go to sleep. Melanie seemed as if she were leaving the ball in my court and if I didn't show up that would be it.

With a sigh, I slid my hand under the covers, planning on stroking it to calm down. I wondered if Melanie would be mad at me, then with a frown it occurred to me I might have hurt her feelings. She had a husband cheat on her and now with me turning her down maybe she would feel worse than before.

Stop justifying, I told myself. I was going to do the right thing and stay where I was. In fact I wasn't even going to jerk off to her, I was just going to try to forget this and go to sleep. I brought my hand from beneath the sheet and folding my arms across my stomach got my mind to stop spinning and in a few minutes began to drift into sleep.

My eyes flew open at the sound of a faint creek. I turned my head and narrowing my eyes looked around the room. There was a street light directly outside of the window over my bed that even through the blinds through a dim glow. Beyond that circle of light I couldn't see anything. I shrugged into the bed, must have been dreaming. I had begun to close my eyes when a movement to my left caused me to turn my head.

I released a startled gasp when I saw Melanie standing next to the bed. She was wearing a short white robe tied loosely enough to show a good portion of her breasts and still wearing makeup. I started to say something, but she put her finger to my lips and getting on her knees next to the bed, placed her lips to my ear, "Shhh"

I jumped when I felt her hand on my chest then released a sharp breath as she slid her hand under the sheet and down my stomach. She grabbed my cock through my boxers and placed her other hand over my mouth just in time to stifle my groan as she stroked it through the cotton material.

"Hmm someone's hard." Even though her lips were against my ear, I could barely hear her.

Her hand slid along the length of my cock and my body tensed when I felt her fingers slide into my boxers. Panicked, I turned my head towards Mark, but he was still snoring as loud as ever.

"If he doesn't wake himself up, no one will." She said, then sighed, "Oh, that feels nice."

Fortunately she had her hand to my mouth or another loud moan would have escaped me as her hand wrapped around my now bare cock. My hips jerked when Melanie pumped my cock slowly under the sheet and I was breathing hard against her hand. Speaking of hard, my cock felt as if it were going to pop as her she jerked it. Melanie sighed in my ear as she stroked me and my hips moved in time with her slow strokes.

I should have been scared shitless, her sitting here playing with my cock with Mark sleeping not ten feet away, but all I could focus on was how fucking good her hand felt and how dirty it was that she was in here doing it.

"Damn, this is a nice cock." She purred, "So hard, so big"

I grunted then whimpered pathetically when she reached the tip of my now dripping prick and rubbed her palm across it. The head was like a raw nerve and I squirmed in the bed, moaning in my throat as she rubbed her hand across it.

"Let's get it nice and wet." She whispered.

She started stroking it again and it felt even better as her hand slid along my now slick cock.

"Feel good, baby?"

"Hmm-mm" I groaned into her palm.

"It does, but you could jerk yourself off couldn't you?"

Releasing my cock, Melanie stood up and after a quick glance towards Mark, lifted the sheet up, keeping her hand over my face, she leaned over the bed and putting her face over my cock opened her mouth wide. My eyes felt like they were going to bug out of my head as she made a show of wiggling her tongue just over the tip of my cock.

She lowered her mouth until it was around the head, but didn't touch me with her lips. Instead she breathed so I could feel her hot breath around my aching flesh. Looking at me she winked and let a long trail of spit ooze from her mouth and onto my cock.

Letting the sheet fall again, she resumed pumping my now very wet cock until my hips were thrusting and I was fighting to try to come. Melanie let my cock go and removing her hand stood up and with a playful smile shook her head.

She backed away from the bed and grabbing her robe, pulled it open. Unlike last time she didn't give me a quick peek, this time she held it open, letting me take a good long look at her perfect tits.

She let go of the robe and cupping her breasts, stroked her hard nipples with her thumbs. She then winked and sliding her hand down her stomach, opened her legs wider. I held back a moan when I saw she was no longer wearing panties. In the dim light all I could make out was the small patch of dark hair above her pussy and her fingers moving up and down.

Melanie closed the shirt and making a come here gesture with her finger, turned and vanished into the dark part of the room. I looked over at Mark, gave him a silent apology for what I was about to do and practically jumped out of the bed.

I grabbed my shorts off the floor in case I had to sneak back in the room later and quietly made my way across the room. Melanie had left his door partially open and slipping through I closed it behind me.

Knowing it creaked, I moved it barely an inch at a time, my hard cock throbbing between my legs as I forced myself to take my time with the door. I released a breath when I heard it click and turning made my way down the hallway to Melanie's room. The door was open and I could see the flickering of candles as I approached the doorway.

I entered and looked at the bed, expecting her to be on it, but didn't see her. I stepped into the room and jumped when I heard the door close behind me. I turned to see her standing there with a huge smile on her face.

"Well Steven, what a surprise," she laughed softly thumbing the lock. Then looking down at the bulge in my pants smiled, "Hmm, I thought I was supposed to give you a present."

"Oh, you are." I told her noticing she had tied the robe again, "Damn you're so fucking hot."

"I like that reaction. Can't get that from guys me age, well maybe, but they don't have that look in their eyes like you do." She licked her lips, "You look hungry, Steven, are you hungry?"

"Oh, yeah." I said taking a step towards her.

"Hmm-mm" she shook her head and gave me a playful push.

I stepped back and felt the bed hit the back of my legs. Melanie stepped up to me and grabbing the sides of my face startled me by pressing her lips hard against mine. I moaned into her fierce kiss as her mouth practically devoured mine.

I returned the kiss as best I could; enjoying the feeling of her soft lips as they worked back and forth along my mouth. Melanie released a whimper of her own that sent a thrill though me as she slipped her arms around my shoulders, pulling me into her.

I slipped my arms around her slender waist and kissed her harder. She moaned her approval as her hand slid up and down my back. My cock was pushing into stomach and it was all I could do not to move my hips and shove it into her. Instead I focused on her soft lips and the sexy moans she was emitting while kissing me.

Her mouth opened and her soft wet tongue pushed against my lips. I gladly accepted her tongue, meeting it with my own and moaning as they danced across each other.

Melanie playfully worked her tongue across the roof of my mouth as her lips continued to caress mine. Her hands slid to my sides, running up and down my arms. I worked my hand up her back and through her long black hair, until I was cradling her head and holding it to my lips. She eased back from me slightly and I started to lean into her, but stopped when I felt her hands on the sides of my boxers.

Melanie pushed them down and I moaned into her mouth when she grabbed my cock and stroked it. This time she got a handful of my oozing pre-cum right away and began pumping my slick cock faster than she had in Mark's room. I tried to focus on the kiss, but damn her hand felt good. Melanie broke the kiss and releasing my cock gave me another shove.

I fell into a sitting position on the bed and standing between my legs, Melanie handed me the end of the tie to her robe and smiled, "Tome to unwrap your present, Steven. My hand trembling with excitement, I tugged on the tie. The robe fell open exposing her naked body. Melanie quickly slipped the robe off her shoulders, letting it fall to the floor and raising her arms over her head said, "You like your present?"

"Melanie, you're...perfect." I whispered.

With her arms up, Melanie's small tits had risen to an even sexier angle and I marveled at how perfectly round they were. My eyes lingered on her rosy nipples which looked as hard as I was, before working my way down her soft flat stomach to lock onto the pink cleft of her pussy, between her amazing thighs.

Melanie lowered her arms and swinging her leg over mine sat down on my thigh. I gasped at the feeling of her hot and very wet pussy on my bare leg and putting her hands on my shoulders, she began to grind her hips, sliding her slick flesh up and down my leg.

"Feel that, Steven?" she moaned, "Feel how wet I am for you?" She grabbed my cock and squeezed it, "God I can't wait for this big hard dick to be inside me. Can you?"

"Hell, no!" I exclaimed.

"Hmm I love that! But you're going to have to because if you fuck me now you'll be making a sticky mess of my hot little pussy in two minutes."

"Sorry," I said, staring longingly at her breasts which were a foot from my face.

"Don't be, it means I get to suck you off first and you get to lick my pussy until I come for you, then you can fuck me long and hard!" she smiled down into my face and asked, "You like my tits, Steven?"

"I...I love them!"

"Then why aren't you sucking on them?"

I asked myself that same question, but before I could answer it, Melanie grabbed the back of my head and shoved my face into her left breast. I opened my mouth and eagerly sucked her hard nipple. Melanie moaned and digging her fingers into my hair, arched her back, shoving her tits deeper into my mouth. She grabbed my wrist and guiding my hand to her other tit, said, "This one's jealous!"

I gave her small breast a squeeze, marveling at how firm it was and enjoying the feeling of her hard nipple pressing in my palm. I slid my hand around caressing her nipple and she sighed resumed stroking my cock. This time she was going slowly and barely holding it, just lightly sliding her fingers up and down my throbbing shaft. I switched to sucking her other nipple and Melanie responded by moving her hips harder into my leg.

"That feels so good," she purred, "Look at you sucking my tits! You dream about these tits, Steven?"

"Hmm-mm" I moaned around her nipple.

"Dream about sucking them and cumming on them? You jerk off in my house thinking of doing what you are right now?"

"Oh, yeah."

"I knew you did. I knew you looked and I fucking loved it! I was worried you'd forget about me at school so I told myself when you came back I would make it so you'd never forget me. Good looking boy like you will have lots of girls, but I want to be your first real woman."

She paused and moaned when I released her nipple from my mouth and taking her nipples between my fingers leaned into her neck and kissed the soft inviting skin just under her ear.