With the Help of a Caring Woman

"More, lover. More. Suck on my nipple. Feels sooooo goood."

Shifting slightly, he lowered his lips and sucked her nipple into his mouth. His tongue felt like velvety sandpaper as it ran across her hypersensitive tip. He opened his mouth slightly to capture it between his teeth and gently bit down and was only mildly surprised when he felt a spray of warm, sweet mother's milk begin to fill his mouth.

"That's it, darling. Suck my tit, bite on it ... oooohhhhhhh ... yessssss ... drink my milk, baby. Drink all of it that you want. So wicked, so ... ohhhhh ...," she screamed as she suddenly felt the tip of his almost forgotten cock slide between the lips of her pussy and push inwards.

Instinctively, his hands wrapped around her waist as she lowered herself onto his cock.

"Need this, need this so much," she crooned as her body responded to the feel of his cock slowly filling her. Squeezing her eyes shut, she saw stars burst in front of her when she felt the tip of his cock press against her cervix. Her body quivered as she bit down on her lower lip to keep from screaming again as wave after wave of pleasure coursed through her.

"Sooo long. Needed to feel you in me for so long. I've dreamed of this since the night I drove you home from the bar, dreamed of what it would feel like to have your cock inside of me filling my pussy. Ohmigod, too soon, too soon," she wailed as her body began to shake, "gonna cum, gonna cum all over your hard cock. NNNooooooooooooo!!"

He felt the ripples of her pussy muscles roll up and down the length of his shaft as her orgasm overtook her. But instead of releasing his own desires, he pulled her body against his and held her as she spiraled off into her personal world of sexual bliss.

Still blindfolded, he relied on his other senses to take in the moment. The sound of her breathing next to his ear as she barely whispered, "Ohmigod, so good, so good," over and over again. The soft, pliable feel of her quivering skin against him was balanced by the grip of her pussy muscles as they rolled up and down his cock trying to pull his seed from him. The fragrance of her perfume was overshadowed by the increasing scent of her womanly desire. Gently kissing her neck, he was surprised to find that even the taste of her skin was heightened as the saltiness of her sweat was mixed with a sweetness that he couldn't identify.

Slowly, he felt her return from her other world and began to tighten the muscles of his abdomen causing his cock to swell inside of her.

"Mmmmmm," she sighed. "That feels so good but right now I have something else I want to do ... something just for you," she whispered as she slid from his lap, kneeling on the floor between his legs. Delicately, she wrapped her hand around his cock and leaned closer.

Teasingly, she started by kissing the head and then licking her cum off the cap of his cock. Then her tongue slipped into the slit probing for his seed. When she was sure there wasn't any, she took his cock into her mouth. Instantly, she started sliding up and down its length, matching her mouth with her hand. Her spit covered it entirely as he felt her taking more and more until her nose was brushing his pubic hairs.

He knew she was 'deep-throating' him from the tightness around his cock and was amazed that she was able to do it considering how big his cock felt.

Even though she gagged a few times, she never stopped. Instead, she increased her pace until he knew he couldn't last much longer as he felt his balls begin to churn.

She felt it, too, and increased her tempo. Her hand became a blur as it flew up and down the length of his shaft. She wanted him, she wanted his cum. She wanted it in her mouth, on her face, covering her tits, and in her pussy.

"I'm going to cum, baby," he groaned.

"Do it. Cum on me. Cover my face and tits with your cum. Make me your cum slut. I told you before that I like the feel of your cum on my tits. Now do it!"

Fighting the impulse for release, he bit his lower lip but his lover was not to be denied.

"So you want to play that way?" she queried. "Well, I know how to take care of that," she laughed, teasingly. She pulled her mouth from his cock as she shuffled closer and wrapped her tits around his swollen pole and began sliding it up and down between the swollen globes.

"Not yet, not yet," he chanted only to hear her reply.

"That's where you're wrong, darling. Right now," she hissed as she took a nipple between the thumb and index finger of each hand and squeezed while still pressing her tits around his shaft. Her milk sprayed from her nipples and coated his groin and stomach breaking through his last bit of will power.

"AAaarrrggghhhh," he moaned as strand after strand of his cum surged from the tip of his cock, landing on her tits and upper chest.

"I like," she murmured as she felt his warm cum splattering on her tits and chest.

As he leaned back on the couch, he barely heard her moving away slightly. Wrapping her fingers around his cock, she slid them up and down as she milked the last drops from the shaft. Then she leaned over and licked it from the tip. "Mmmmmmm, nice. Salty with a little tang to it."

Amazed, he felt this cock stir and harden as she continued cleaning it. When she finally moved away, it felt like a piece of hardened steel sticking up from his groin. Then he felt movement on the couch next to him and the heady aroma of her arousal.

Turning his head, he bumped into the soft, pliable flesh of her butt and quickly used his sense of smell to find the source of the aroma. He spread her ass cheeks and leaned forward as he stuck his tongue out. Immediately, he knew he had found his target as he heard the sharp intake of her breath as he brushed across her pussy lips.

"Ssshhhhhhhhh ... don't stop, darling. Lick my pussy."

Phillip did as she asked although not quite as she hoped. Instead of driving into her pussy, he kissed the globes of her ass as he fondled them. He squeezed and kneaded them almost like fresh batch of bread dough, then spreading them again, he ran his tongue into the cleft paying special attention to the creases next to her pussy lips, teasing her.

"Ohmigod, I can feel that all the way down to my toes. MMmmmmmmm, so wicked. You're getting me so horny I'm liable to rape you if you stop."

Withdrawing, he replied, "You can't rape the willing," before returning to her pussy. He ran his tongue up the cleft until he reached the area between her pussy and her ass, then teased it with just the tip of his tongue and felt her body quiver before descending down the other side until he reached the apex of her pussy before starting back up again. Over and over he teased her until he tasted her juices dripping from her aroused pussy.

"So wet, so horny, going to cum soon, lover. Gonna cum all over your face," she murmured.

This was what he was hoping to hear and with the lightening speed of a snake, he thrust his tongue between her lust-engorged lips and into her pussy as his lower lip slammed against her clit.

"Ccccuummmiinnnggggg," she wailed as he thrust in and out over and over again and her juices poured from her, coating his lips and chin. Her body shook and quivered until suddenly she collapsed forward pulling herself from his grasp.

He could hear her panting between murmured words that he could not understand. Then slowly her breathing returned to normal and he felt her moving but not off the couch. Instead, she returned to her previous spot on her hands and knees with her ass pointing towards him.

Softly she spoke, "Fuck me."

Standing up, Phillip grabbed her ass and brought his cock to her waiting pussy.

"Push it in, lover. Fuck your slut."

As if with a mind of its own, his cock slid between her pouting lips and drove into the depths of her pussy. Immediately, he felt her muscles clamp down on the length and hold him there.

Almost as if in a dream, he heard her. "Now, I want you to do something I haven't had done in a long time. I want you to fuck me from behind. Fill my pussy with your cock. Pump your cock deep inside of me. Make me cum all over you. I want to feel my juices running from my pussy and down my legs. My husband used to say that only animals and sluts fucked like this ..."

Hearing her words, he instantly knew who was kneeling in front of him and he whispered her name. "Jan?"

The woman froze and the room became silent.

The realization of who his 'mystery woman' was immediately resulted in his erection shriveling and slipping from her pussy while the room seemed to become cold as an ice box. He sensed more than heard her move from beneath him as he reached for the lamp next to the couch and turned it on. There sitting next to him, a throw blanket now pulled up to her chin, was his step-mother.

His mind quickly slipped back into memories of the past.

She and his father had always had what many people called an 'interesting' relationship. They had had met in the local hospital waiting room while waiting for news about their spouses. Jan's husband of only 2 months had been severely injured in an industrial accident and Phil's mother had come in for a routine surgical procedure. By the end of the day, both had lost their loved ones.

It only seemed natural that they were drawn together by their grief. Over the next several months their relationship had blossomed and the only thing that caused any comments at all was the difference in age. Jan was 19 years younger than his father. Yet it didn't seem to matter to them and they were married eight months later.

That was when Phil saw his new step-mother for the first time. He was already happily married to Jessica and they had just gotten the news that she was pregnant when they attended the wedding. Sitting there in the pews he was instantly overwhelmed by Jan's beauty as he watched her walked down the aisle. Inwardly, he thought about what a lucky guy his father was to get her.

The two women quickly bonded and became good friends especially, when six months later, Jess found out that she was unexpectedly pregnant as well. The four of them had become inseparable, resulting in Phil and his father developing a totally new part of their relationship; friendship.

Then everything fell apart. Phil's father was diagnosed with a terminal respiratory disease from all the years he had worked in a factory and he was gone in less than a year. He barely even had a chance to meet his newest son or to get to know his grandson. Jan disappeared shortly afterwards and then four months later, there was the accident that took Jessica and Toby.

Still staring at her, he was barely aware of her saying, "I think I better leave," as she wrapped the cover around herself and stood next to the couch with her back to him.

Instead, he heard himself whisper, "Please don't."

Immediately she stopped and without looking back at him, asked, "Why?"

"I don't honestly know. I just know I don't want you to leave."

Hesitating for a moment, she replied. "Okay, but only if you turn the light off."

Phil quickly turned the light off and then felt the couch shift as Jan sat back down. The room seemed to spin as he tried to decide what to do next. After a few seconds, he heard her whisper, "If you truly want me to stay why don't we go into the bedroom and lay down on the bed? That way we can lay down next to each other. I think we need to talk."

Doing as she asked, he led the way into the bedroom without turning on any lights and lay down on the bed. After he felt her lay down next to him, he asked the question that was weighing on his mind, "Why?"

"Why what?" she answered.

"All of this," he responded. "Finding me in the bar, taking care of me, making sure I sobered up, becoming ... lovers? That is what happened tonight, right? We became lovers."

Once again the room became silent before she answered. "Yes, we became lovers and ... if ... you hadn't figured out who I was, I was planning on giving myself to you completely tonight."

He took in the full meaning of her words before replying, "You mean ...?"

"I mean I haven't needed to use birth control pills since your dad and I didn't bring any type of protection tonight. My plan was to let you cum deep inside of me."

"But you still haven't answered my question, Why?"

Taking in a deep breath, Jan started. "In the beginning maybe it was because I was lonely, or maybe because I was horny all the time. Maybe it was because I've been attracted to you since the first time I met you or maybe it's because I promised your father I'd keep track of you. I don't honestly know. It just felt like the right thing to do with the right person. But after awhile ... I think I already told you how I've fallen for you."

Phillip lay there still staring at the ceiling as he took in all she had said.

The silence quickly became overpowering until she sat up at the side of the bed. "I think I'd better go."

Quickly, he rolled on his side and grabbed her. "NO!! I mean I don't want you to go. I want you to stay here with me. It may sound crazy but now that I know who you are, I want you to stay even more than I did before."

Giving in to her own hopes and his request, Jan lay back down unsure of what the future might hold other than she was next to the second most important man in her life.

In his mind's eye, he suddenly found himself standing at the edge of a cliff. Before him was a large open valley full of green trees and a beautiful river full of promise, yet he couldn't seem to take the step needed. Then he heard a soft gentle voice behind him; Jessica's voice.

"What's stopping you?"

"I don't know," he replied.

"Yes, you do."

A tear formed at the corner of his eye. "It was my fault. I should have been there with you and Toby."

"You know it wouldn't have mattered ... except that you'd be dead too."

"Maybe I could have avoided the crash."

"No, there was no time. It was all over before I even had a chance to turn the wheel. The thing that you need to realize now is that you're being given a second chance ... a chance I want you to take. I always wanted you to be just as happy as you made me. Take the step ... start a new life with Jan. She loves you, you know."

Phil began to turn but felt Jessica's arms on his.

"Don't look back. Your future is ahead of you. Just remember I'll always be here and that I'll always love you."

With the sound of her voice echoing in his ears, he stepped from the cliff.

Instantly, he was back in his bedroom with Jan laying next to him, her head on his shoulder and her hair cascading over the pillows. The slow, rhythmic sound of her breathing filled his ears. Her body pressed against him as her breast lay on his chest. He felt her heart beating but even more startling was the feel of her hand wrapped around his growing cock.

"Are you okay?" she asked. "You seemed to fade away for a little while."

Rolling on his side, Phillip leaned forward and kissed her. Gone was any doubt or hesitation. The guilt he had felt because of Jessica and Toby's death had left with the dream. "I'm just fine. In fact, I'm better than I've been in a long time."

She rolled onto her back and kicked the covers off of her body to reveal it to him for the first time. At 5-foot, 7-inches tall, her body was full and toned, measuring 38D, 27, 34 with just a hint of a baby bulge evident. Her skin was deeply tanned with tan-lines in all the right places though the ones over her chest seemed to be less defined. Her hair was blonde with a brunette underlayer which cascaded over her shoulders onto the pillow. Her piercing blue eyes seemed to be speaking to him, drawing them into their depths. Her legs were toned and tanned under the flesh-colored nylons she was still wearing and the hair surrounding her pussy was brunette and may have been trimmed. But at that moment it was plastered to her body by the copious amount of her pussy juices that coated her inner thighs and lower abdomen.

A mischievous glimmer twinkled in her eyes as she asked, "Do you remember what your father said the perfect woman was?"

Phillip furrowed his brows as he tried to remember. "Something about being a perfect lady out of bed and ..."

"... a perfect slut in bed," she finished. "I told you earlier I had planned on giving myself to you entirely tonight. I also told you that I was your slut. I meant that. If you want me, I'll be your slut tonight and every night that you want me from now on."

Suddenly a primal urge surged through him as he rolled between her spread legs. "Prove it."

Grabbing his hard cock, she pulled it towards the waiting opening to her womanly treasure. "Fuck me, baby. Fuck your slut. Fuck my pussy. Fuck ME."

He thrust forward and slid his cock past her labia and entered her pussy. The walls were wet and felt almost velvety soft until she tightened them around his cock once again.

"Mmmmmmmm," she moaned. "So good. Do you know what you've got your cock in lover?"

He opened his mouth to answer and she quickly placed a finger over it.

"For little girls, it's a vagina and for a grown woman, it's a pussy but for a slut like me, it's a cunt. C-U-N-T. Now push your cock all the way into my cunt. I need to feel it inside of me. I need to feel it slamming against the depths of me. Fill my tight, wet cunt with your cock and fuck me."

He withdrew until just the head of his cock was still nestled in her, then plunged into her, driving his cock into her depths.

"Yessssssss," she hissed. "Push it in. Fuck my cunt. That's it, lover. Give it to me. Just like that. Ohhhhhhhhhh, now fuck me harder ... deeper," she chanted as she spread her legs and reached down grabbing his ass to pull him against her.

He reached down to slide his arms beneath her knees and lifted them up, forcing her to bend at the waist until they were pressed against her tits.

"Fuck me. Deeper. Harder. Fill my cunt with your cum. Ohhh, soooo good. I never imagined it would feel this good. Fuck your slut. Fuck my cunt. Fuck your step-mother and cum in me. Fill my pussy with your cum. Fuck me harder. Shove it all the way into my pussy. Drill me with your wonderful cock. Push it all the way into me when you cum and ..." suddenly she stopped and whispered into his ear, "... get me pregnant."

Stopping his thrusts, Phillip looked down at her. "Is that what you want? Do you want to get pregnant with my child?"

"Yes, but only if you want to," she replied.

Grabbing her legs, he pulled them over his shoulders and drove into her until he hit her cervix.

"AAAiiieeeeeee," she screamed. At the same time, she tightened her legs around his shoulders and wrapped her hands around his neck locking them in place. Then pulling herself upwards, she began to swing underneath him almost like a pendulum, driving his cock in and out of her pussy. "Hurts so fucking good. Never felt like this before. Need more, harder, deeper. Going to cum soon. Going to cum all over your cock and coat it with my juices. Cum with me. Fill my pussy with your cum. Take me, make me yours and yours alone," she groaned.

Suddenly, Phillip felt his balls tighten and knew that she was about to get her wish and that he was about to get his. Releasing their weight from his elbows, he dropped onto her, driving his cock deeper and deeper until he felt the head slam again her cervix again.

The sensation was more than either could handle. "GGGGRRRRaaaaaaaaa," Phillip roared as he felt Jan's pussy tighten around his cock, instantly followed by her scream, "AAAAEEEIIIIII,"

as she felt his cum splatter against the walls of her pussy.

Everything seemed to blur and fade around them as they whirled off into the blissful world of mutual orgasms. The only thing that mattered was the feel of their bodies and the pulsing sensations coursing through them as strand after strand of his potent cum coated the depths of her pussy and slowly found the entrance to her womb.