It was Saturday morning and the sunshine streaming through the window woke me up.  I had been invited on a camping trip with my substitute family and was pretty excited about it.  Kevin’s dad said we would take off at 10am sharp and my heart raced when I glanced at my alarm clock and realized that it was already 10 minutes after.  Damn!  I hadn’t heard my alarm and slept too long.  I instantly jumped up, threw on a pair of shorts and a t-shirt, jumped on my bike and made the 15 minute ride to Kevin’s house in about 8 minutes.  When I got there the van wasn’t in the drive but I hoped that they were doing some last minute shopping and would be back to get me soon.  I went to the side of the house and knocked on the screen door since the inside door was open. There was no answer but since it was open I went in anyway which wasn’t unusual since I was always welcome.

 

I didn’t hear anyone in the basement which is where we had staged the camping gear the evening before so I made my way into the kitchen.  I paused in the kitchen and shouted hello to see who would answer.  The only response was a groggy “who’s there” from the living room.  I walked through the door into the living room and as I rounded the corner I saw Joyce lying on the couch wearing only a short white spaghetti strap t-shirt and bright yellow panties.  Her hair was pretty messed up and she had dark circles under her eyes so I knew right away she was sleeping off another hangover.  She drank quite a bit but nobody ever said anything about it.

 

“Hi Mrs. Marx, it’s me, Dave”.

 

“Hi sweetie, what time is it?”

 

“It’s about 10:20, where is everybody?  Did they leave already or are they coming back?”

 

“I’m sorry baby, you missed them.  They waited for you to show up but at about a quarter after decided to leave without you.  They said they would stop by your house on the way, what happened?”

 

“Nobody came to get me.  I guess I’m SOL.  Man I was really looking forward to camping.  I can’t believe they left without me.”

 

“Aww, come here my little rat, you can hang out with me if you want.  I decided not to go either so you can keep me company until Tuesday when they come back.  I know you wanted to go but they waited as long as they could.  Come give me a hug.”

 

I slowly walked over to the couch and knelt down next to it.  She pulled me close and we hugged for a couple of minutes.  She gave me a kiss on the cheek and patted my back to try to make me feel better.  It didn’t make me any happier that I had missed the trip but my hormones kicked in and my cock was rock hard instantly.  I could smell that sour beer aroma on her breath.  It made me feel a little sick but she was warm and comforting so I didn’t really mind too much.

 

She had to go to the bathroom so I moved over to the chair and turned on the TV.  Joyce got up and walked down the hall towards the bathroom.  Her panties had ridden up her ass crack and her perfectly rounded cheeks were a beautiful site indeed.  A couple of minutes later I heard the toilet flush and the water running in the sink.  The gagging sound told me that she was brushing her teeth and I imagined the sound was caused by my cock being shoved in her throat.  She walked back into the living room and lay back down on the couch.  She propped her hands up behind her head, cocked one knee, left the other leg sticking straight out, and arched her back in a long stretch followed by a big yawn.  It looked just like one of those playboy model’s posing for the magazine.

 

“Mrs. Marx, can I get something to drink?”

 

“Of course hun, you know where everything is in the fridge.  If there is any coffee left bring me a cup would ya?”

 

I got up and headed into the kitchen.  I grabbed a coke out of the fridge for myself and reached up into the cupboard to retrieve a coffee cup.  That’s when I realized I had forgotten to put on underwear in my rush to get here and my cock was making a huge tent in my shorts.  Even though I was only 14 I had almost 8 pretty thick inches already and knew that it would be impossible to hide when I went back into the living room.  I decided on a delay tactic and tried to concentrate on something weird to get my cock to go down but it wasn’t working.  After a couple of minutes Joyce suddenly appeared around the corner and leaned over the kitchen counter.

 

“What’s taking so long, isn’t there any coffee left?”

 

The way she was standing I could see right down the top of her t-shirt and the concentrating on getting my boner to go down was a lost cause.  I stood close to the counter to hide my tent as much as I could but knew that eventually I would have to move and she would see.  She must have noticed something was going on and asked me if something is wrong.  I must have turned bright red but decided maybe she wouldn’t notice.  I turned and handed her the coffee.

 

Her mouth opened about half way and her eyes lit up a bit with an expression of curiosity.  She was staring right at my crotch.  I was in a state of half embarrassment and half panic unable to move.  I just stood there frozen.

 

“Well, it would seem that there is a bit of a problem.  What do you have there, sweetie?”

 

“I’m, I’m, uh, sorry Mrs. Marx.  This always happens lately and always at the wrong times; gym class, in the locker room before practice, even in church with my girlfriend.  I’m really sorry but seeing you stretching like you did on the couch, it just happened.”

 

“My little rat, don’t worry.  At your age it’s perfectly natural.  I understand the raging hormones and all.  I had three older brothers so I understand what you’re going through.”

 

She walked over to stand in front of me and putting a hand on my cheek gave me a kiss.  She wrapped her arms around my neck and gave me a tight hug and I couldn’t avoid pinning my cock between us.

 

“Seriously, don’t worry about it, I understand totally.  I’m just a little surprised that you would be turned on by an old woman like me.  Karl isn’t interested any more and I’m flattered that at least someone still thinks I’m sexy.”

 

“Oh my god, Mrs. Marx, I wasn’t thinking that you’re sexy, you’re like my second mom!  Wait, I mean, um, I’m sorry, I um, I didn’t mean that to sound like it did.  I mean, yes, you are um sexy, I mean, oh shit, I don’t know what to say.  I’m really nervous and embarrassed!”

She just giggled a little, smiled at me, and gave me another kiss pulling us tighter together.  I was so fucking horny that I just reacted with wrapping my arms around her waist and hugging her back.  I thought that I would cum in my pants right then!

 

“I’ll tell you what, why don’t I help you a little.  I mean, that’s what mom’s are supposed to do right?”

A feeling of dread washed over me as I realized the “birds and bees” speech was about to happen.  I had been fucking my girlfriend every day after school before her mom and sister got home for the past 9 months or so.  I already knew everything.  The last thing I needed was the same speech from my substitute mom when my dick was raging hard.

 

Joyce took my hand and led me back into the living room sitting me down in the overstuffed chair.  She knelt down on the floor and to my complete shock pulled her t-shirt off over her head.  My jaw dropped into my lap with shock and I tried to push myself away.  Of course the back of the chair only gave way so much and I couldn’t escape.  She reached out placing a hand on each of my knees and gently pushed them to the sides.  Spreading my legs she scooted up against the seat of the couch between my legs.  I couldn’t move, say anything, or breathe.  The only thing I could manage was to stare at the most beautiful tits I had ever seen.

 

Sliding her hands slowly up my thighs, her left hand gently stroked my hip and her right hand grabbed hold of my cock through my shorts.  She gave my dick a good squeeze and started rubbing my length up and down.  Drawing in a deep breath I could only close my eyes and pushed back against her hand.  I had never been this excited before and knew that I couldn’t hold back the explosion.  Suddenly my cock twitched violently and I dumped what felt like gallons of sperm in my shorts.  Fuck how humiliating!

 

“Uh Oh!  That’s Ok sweetie.  Mommy will take care of everything.  Don’t you worry.”

 

With that Joyce quickly stood up and returned with a roll of paper towels from the kitchen.  

 

“Ok sweetie, let’s get those shorts off so we can get you cleaned up.  I can put your shorts in the laundry so no one will know.  You have to promise me right now that you won’t tell anyone, and I mean anyone, about any of this.”

 

She pulled my pants to the floor and wiped me off with a handful of paper towels.  When she was done she threw them in the trash and came back to the living room.  My cock was still rock hard as I slowly started to catch my breathe.  As mom stood in front of me she slid her thumbs into the elastic of her panties and squirmed her way out of them.  She leaned over and pulled my t-shirt up over my head and knelt down to take of my shoes.  We were both completely naked now and I was desperately wanting more.  She took hold of the base of my cock and angled it straight up to smear my cock head all around her tits.  With a snap she arched her neck and took me into her mouth to the base.  I couldn’t help but jerk my hips backwards because the sensation was more than I could handle.  In a slow powerful sucking motion her lips slid up my shaft to the rim of my head and plunged back downward engulfing my swollen dick.  Over and over again she slowly sucked up my shaft and quickly lunged back down on to me burying my tool in her throat.  Even though I fucked my girlfriend regularly she wouldn’t suck my cock because she thought it was gross so I was in heaven getting this blowjob.  I had no more self control and bucked my hips forward with every stroke of her luscious lips.  After only about 10 or 12 strokes I couldn’t hold back any more and grunted out that I was going to cum.  Mom didn’t pull away like the girls at school, she just picked up the pace and force begging by her actions for me to unload in her mouth.  Quite simply, I did.

 

Once she had swallowed everything and tongued me clean, she just kept licking and kissing my now half hard dick until it stood at full erection once again.  I had fucked my girlfriend five times one after the other about a month before so I knew that I could hang with this treatment.  My second mom stood and turned 180 degrees showing me her gorgeous ass.  Bending over slightly, she lowered herself down onto my lap and pulled my hands around her waist placing them on her tits.  She gently prompted my with her own hands to squeeze her tits and pinch her nipples which I took over by myself immediately.  Moaning and grinding her ass crack down onto my bone she reached down between her legs to grip my shaft.  This was it, I was about to get fucked and the anticipation was killing me.  As I kissed her back I continued squeezing and rubbing her firm tits.  

 

She lifted her hips off my lap, and even though I couldn’t actually see it, I could feel her soaking wet pussy lips part over the head of my cock.  Inch by inch she forced her way down on to me, impaling herself on my 14 year old hardon.  Leaning forward and bracing her hands on the arms of the chair mom started to rock back and forth.  I moved my hands from her tits and took a firm hold of her hips.  With each stroke and pulled her magnificent ass down onto my lap jamming my dick into her with a pretty good amount of force.  We were both grunting and groaning and moaning with each movement.  Since I had already cum twice I felt that I could last longer this time and to my total surprise my second mom fucked herself down onto my cock for almost 20 minutes.  I didn’t have enough experience to be able to tell if she had cum at all but I guessed she had a couple of times because my hips and thighs were slick and wet.  Her moaning almost turned into little measured screams and I grunted in return as her pace quickened.  I felt the fire building at the base of my balls and knew that I was almost finished.  The pressure in my nuts built increasingly and I started to force the words out of my mouth, “Oh god mommmm,  I have to cummmm! I have to cum!”

 

“Do it baby, give it to me.  Fill me as full as you can.  Now, do it, now, now!”

 

I arched my hips upward lifting her off the chair about a foot.  My sperm gushed out, plowing into her womb.  I had never ever cum like this before and I screamed out as I pumped my mom full of sperm.  Her pussy clenched my cock so tightly that it almost hurt.  As suddenly as the rush had come it was over.  She slumped backwards against my chest with her head on my shoulder snuggling her nose and mouth against my neck.  I hugged her tightly and suddenly knew what lust was meant to be.  We stayed that was for quite some time until finally mom slowly stood up and walked off to the bathroom.  I moved to the couch to lay down totally exhausted.  When she came back to the living room she lay down with her back to me.  I held her and we both fell asleep.

 

When I woke up my second mom wasn’t with me.  I got up and went to take a piss.  I walked back into the kitchen where Joyce was making pancakes at the range.  I stepped behind her, wrapped my arms around her waist and gave her a passionate kiss on her neck.  She giggled a little and pressed her ass back against me spurring the hint of yet another boner.  As she rhythmically swirled her ass back against me my cock started to rise up to the challenge yet again.

 

She felt the swelling coming on, “Wow, I haven’t had this much in one day since I was a teenager.  I also haven’t had a cock as big as yours ever.  I think these can wait, don’t you?” 

 

She turned off the burner and moved the pan to the side.  Spinning around to face me our tongues swirled around together in a passionate kiss.  I was even hornier than before and my mind was in an almost animalistic state.  I pulled her towards the kitchen table and pushed her face down bending her in half.  I couldn’t get those panties off fast enough and she was panting struggling to breathe normally.  Without warning I rammed my cock into her pussy with full force and starting pumping that pussy like a mad man.  My hips made a loud slapping sound each time I slammed my pole into her over and over again.  Mom twisted around to watch me over her shoulder clutching one ass check to stretch herself open to the assault as much as she could.  Salt and pepper shakers, a ceramic duck and a flower basket tumbled around on the table with the force of my thrusts.  She started to stand up straight and I forced her back down face first onto the kitchen table and continued to pound her.  Again she tried to stand and I forced her back to the table.

 

Finally she cried out to stop so that we could go upstairs to the bedroom.  She grabbed me by the wrist and ran through the living room and up the stairs to the bedroom.  We tumbled onto the bed with her landing on her back, legs spread wide and me between them.

 

“Cmon baby, fuck mommy, fuck me as hard as you want!”

 

In a flash I was inside her again, slamming my hips down onto her pelvis totally bashing my dick into her fiery cunt.  Mom wrapped her legs around my waist locking her feet together just above my tailbone.  With the upward strokes her ass lifted up off the bed and with the downward strokes I slammed her into the mattress as hard as I could pump.  Again I felt the boiling sensation in my nuts as they slapped against her ass cheeks and with one final violent stab came again!  My mom screamed with me as we came together and clamped our bodies together as tightly as we could.  We slumped together sweating and exhausted.

 

We lay there a while holding each other not saying a word staring into each other’s eyes.  I loved my substitute mom and I think she loved me.  We were each other’s perfect fantasy at that very moment and I wouldn’t have wanted to be anywhere else in the world that day.  We talked for a while and even though I was, for the most part, a part of the family, I didn’t have any idea what was really going on.  Her husband was sick and tired of her drinking and had been for a couple of years.  They hadn’t had sex in almost 2 years and she was really lonely.  They had decided to stay together until Kevin had graduated from High School.  They figured he would be old enough by then to handle a divorce much better.  I felt sad for all of them but obviously very happy that she had decided to share herself with me.  I was the luckiest 14 year old kid in the world and it didn’t matter that she was more than twice my age.  

 

Sundays were always reserved for visiting Grandma on Karl’s side of the family since Joyce’s parents had died some time ago.  Since Grandma didn’t like my new mom she never went with them.  We ended up fucking every Sunday for almost two years until we moved to a different city pretty far away.  After that we all just slowly drifted apart and didn’t have much contact my senior year of school.

 

One day, a while after graduation, I was looking for a new pair of shoes at the mall when I ran into Joyce.  She looked as beautiful as ever and didn’t seem to have aged at all since I had seen her last when I was still only 17.  We sat for about two hours catching up and it was really great.  I was now 19 and she was 39.  We thought it was funny how I had caught up to her and was now only half of her age exactly.

 

“Dave, would you still be interested in an old lady like you used to be?”

 

“Oh Mom, you know I’ll always love you.  I don’t think that will ever change and I can only say thank you for the times we spent together.  Everything I know about women I learned from you and I can never repay that.”

 

“Well, if you’re not busy, you’re still “my little rat” and I can think of a way you can make it up to me if you want?”

 

We both grinned wide and drove to her apartment.