My name is Mark; I am fifteen. I just started high school. My mother died when I was young. I have but few memories of her. But Ann is a different story. She is my stepmother. I was a few months from my 13 birthday the first time cum shot from my penis and all over the centerfold I hid under my bed. God! It felt so good; I just about wore myself out that night. Every time I woke up, I would explode a load on some nude picture from my collection. Within days my voice got deeper, kind of hoarse to start with. Ann was living with us then and she noticed the change right a way. She was a real hot woman of thirty. My dad is forty. I thought I had died and gone to heaven when she moved in. She wandered the house half dressed, and I got a lot of peeks at her firm body. She became the center of my sexual universe. At first she didn't notice me looking at her, but when she caught on she started teasing me. She would rub her breast on me and ask me if I liked daddy's girl. Did I want to fuck daddy's girl? Ann would wear almost nothing when my father was not around. She would sunbathe in the back yard reading a book; she would fondle herself while she read. My cock would get so hard I would have trouble walking. She would flash me big wide grins. After a while she began to taunt me. She would whisper in my ear that she wanted me to touch her and make her cum. If I tried to touch she would move away and say no, this is daddy's property. Then she would laugh and usually show me her tits and ask me if I liked what I saw. The answer was always a big yes.

Later on she would really flirt with me when dad was around and when he wasn't looking she would touch my crotch and get me real hard and then grin. She started kissing me and sitting in my lap the second summer she was living with us. She would get in my lap and whisper that daddy wasn't giving her enough and that she wanted me to service her. She would French kiss me and feel me up, but when I would begin to touch her, she would move away and laugh. That laugh was driving me crazy. I wanted to get my hands on her firm breast and her nipples between my teeth so bad; I could taste them in my dreams. I daydreamed often how it was going to feel to push my cock into her pussy. I just had to have her. The next morning she came into the kitchen with only the top of a teddy on. A shear one at that. A nice off white color. I could see her entire body through the shear material and her cunt was protruding out the bottom of the teddy. She had just a small patch of dark hair on her mound. Her mound was so immaculate. It arched up from the v that her legs formed at her waist and was perfect. That small tuft of hair was like a cherry on top of this forbidden mountain. What I could see of her pussy lips was they were full and neatly folded together, very pink like her areola. She had wide-open hips that tended to spread her ass checks just a hint at their base. She was so firm and soft at the same time. Her nipples were very perky. They stared right into your eyes. I was rock hard and it was only 7:30 in the morning. She fixed her a cup of coffee and came to my lap. She kissed me on the lips and leaned forward giving me a full view of her glorious tits. I mean I could see them all the way to the nipple. I so wanted to put my hand inside that teddy and feel those nipples. But I knew that if I made a move she would get up and leave me hard and sorry. She drank her coffee and wiggled around in my lap making comments about how hard I was getting. She wondered out loud if she could make me cum in my pajamas. I nearly did. I finally gathered the courage to ask her why she wouldn't let me touch her. She smiled and whispered that She hadn't trained me yet. I said what training. She said I had to be trained by her to be her lover. I said how do I start. She said that I could start by watching her and my dad. That night she put me in her closet and made me promise to be quiet and very still. I have to say that night was quite an experience. It turned her on to know that I was watching. She would look my way as often as she could. When she got on top and started bouncing up and down she was looking straight into my eyes. She rode my dad to an intense orgasm and held her glance on me until her eyes rolled back in her head with her own orgasm and she collapsed on his chest.

The next morning she rewarded me by coming to the kitchen with only bikini panties on. She rubbed those luscious tits all over my face and she took my hands and showed me how she liked to have her tits massaged. She took her hands away and closed her eyes; She whispered and refined her instructions to intensify her pleasure. She massaged my cock while I touched her breast.

That night she whispered that I would have to watch through the window of her bedroom. I was there in the bushes when they entered the room. She had several candles burning so I could just barely see them. She knelt in front of dad, pulled his cock from his pajamas and sucked him to a gigantic hard on. When she had him really going she rolled her body over the footboard on the bed and my dad stepped up behind her and stuck his huge cock in her pussy. I had to change windows and stubbed my toe on a tree root trying to hurry in the dark. When I got to the other window she was looking for me. When she got a glance of my face she smiled and began to be very intense, She rotated her hips and lunged backward into his cock. My dad stayed with her and just kept pounding. She kept telling him to fuck her harder and faster. She would return her gaze to me and blow me kisses and then lunge into his cock. Finally she came. She changed positions and took my dads cum in her mouth. He shot and shot gobs of cum into her mouth. I could see her eyes fixed on his as he climaxed. Later she came to my room and kissed me. I could taste cum on her lips. She whispered that next time she hoped it was my cum that she tasted. I exploded my cum all over another picture after she left my room. She was driving me crazy.

The next morning my dad left on a business trip for three days. Ann came down for breakfast wearing only a smile. I just about choked on my cereal. I gulped hard and she passed by me and whispered, "how you doing this morning stud" in my ear. I could feel her nipples on my bare skin as she grazed by me headed for the coffeepot. Her ass was so wonderful to gaze at as she made her coffee. She has a tiny waist and what I describe as an A-frame ass. She came back to the table and sat next to me. All I could do was stare at her luscious tits. She smiled and said that this was my reward for watching last night. I couldn't say a word; my tongue was so hard. I just sat there taking in the beauty of the female body, her female body. Finally I lowered my gaze to her crotch. That little tuft of hair she left on her otherwise shaven pussy looked so good to a 13-year-old. My dick was so hard. She had me stand and took off my pajamas. My cock was at attention. She paid me a compliment on its size and told me to come around behind her. She took my hand and showed me how to caress her breast with my fingers. How to lightly touch them, "so light that you can feel the small fuzz hair on them". " That's it lighter, lighter now possess my nipples". "That's good, keep it up." She would throw her head back and moan if I did it really well. After about fifteen minutes, she swiveled around in the chair and sucked my cock. I almost lost it as the head of my dick disappeared inside her mouth. Within a minute she pulled off and left for her bedroom. I went to the john and exploded in the sink. My balls were so tight and ache I had to do something. She was driving me crazy. She stayed in her room all day. I went in to tell her I was going out and she was still nude, laying in bed reading. She was fondling her pussy when I knocked and went in. She spread her legs apart giving me a full view of her pussy. It was bright red.

I came back from the movies around 6:00pm Just about dark. I could hear noises from her bedroom, but the door was locked. I went around to the windows of her bedroom. I couldn't believe my eyes. There was my best friend on top of her fucking her like a madman. I watched in amazement as he pounded on her for a long time, then she got on top of him, grinding her hips into him and bouncing on his chest. She saw me in the window and she smiled and started bouncing really hard down on his cock. She just kept telling him to fuck her harder. I thought that she was going to break the bead she was bouncing so hard. Ann finally screamed out that she was going to cum and when she did I could tell that my friend was emptying his seed into my stepmother. I was so furious and sexually turned on that my insides hurt. I walked off down the street and waited till he left. I was really pouting by the time that I came into the house. She smiled at me, but I rebuked and kept on my pouty face. She rubbed my cock and whispered that she got horny and I wasn't there to take care of her and my friend had come by looking for me, so she seduced him. To make matters worse, she said he had a really big cock and he fucked her good. I was beside myself with envy. She pulled me down the hall. She prepared a bath for both of us and we soaked together in the tub. She told me about women and what they liked and how to treat them. I had to give her a nod; Ann was trying to give me an education. I was learning fast. If I could only fuck her, things would be better. I was about to explode.

We slept together that night and she taught me how to eat her pussy. I was so proud; I got her off all over my face. Her pussy got so wet when she came, I really enjoyed licking her till she came back to reality. We turned over and she took me in her mouth and brought me very close to orgasm. Then she pulled me close to her and we fell asleep. She did anyway. It took me a while, before I could calm down. Her breast against my back felt so good. They were still there when the first light from the sun appeared through the window. She turned over taking me with her. She placed one hand on her breast and the other in her crotch. We slept like this till 9:00. She hugged and kissed me for a long while, then she went down on me and sucked me to an enormous hard on. Then she left for the kitchen. We ate breakfast in the nude again. The only difference was that she felt my balls and said she was going to have to take care of them. She told me to stand and she knelt in front of me and proceeded to suck my cock. She looked into my eyes the whole time. When she could taste my precum she stroked harder and I exploded. She pulled away so that I could see my cum spurting into her mouth. When her mouth was nearly full she swallowed and then sucked me dry. She stood and gave me cummy kiss and pulled me down the hall to the shower. We showered together and by the time we were through I was rock hard again. This time she smiled and said to get dressed, we were going shopping.

We left and went to the mall. Ann was quite a dresser. She had on a hot pink top and short shorts. I could see lots of cleavage as she drove and became fixated with her crotch. Those tight pants had pulled way up into her pussy lips. I could almost make out a wet spot they had opened her up so wide. She had a big grin on her face and kept teasing me all the way to the mall. We went straight to Victoria's Secret. Where she tried on and modeled underwear until I landed on the ones that I liked. Of course she made a big fuss the whole time in the store, picking them out, modeling and being seductive to me. The sales clerk was somewhat embarrassed with her behavior. She wore them home from the store. I picked out this low cut push up bra and bikini cut panties in hot purple. They were made of this shinny fabric. Her nipples showed right through and I enjoyed watching them. The bra showed right through the pink top, but Ann didn't seem to care. When we arrived back home we went for the living room and she started necking with me. She was a great kisser. Not that I had a lot of experience, but she was so good French kissing me. I thought at times she was kissing my tonsils with her tongue. She got in my lap straddling me and was kissing me and shoving her breast in my face. I took one hand and gingerly started to caress her mound and then her clit. She was rotating her hips and encouraging me to keep going. With her help I had my tongue and two fingers under the cups of the bra trying to find her nipples and ravage them. She would let me get close, then pull away. Same reaction with the fingers in her crotch. On top of the panties was okay, but if I felt under the edge she would whisper naughty boy and pull away. The teasing was driving me crazy. I felt her panties get wet. I started massaging her clit with more intensity. She backed off again and just let me kiss her and fondle her tits. She cooled down and whispered that she was saving her cum for my hard cock. I was getting so worked up. She unzipped my pants and took my cock out and started to work its length. I was at the edge of sanity when she pulled me down. She had my clothes off in an instant. She straddled me and sat down on my cock. She would only put the head into her pussy and wiggle around on it. If I tried to push it in she would stand up and say you naughty boy; you can't have daddy's pussy! I was in such agony. Women have no idea how it drives a man crazy to have only the head of his dick in a pussy. His sensations are telling him to bury it to the hilt, bury it to the hilt. After a few minutes of torture she turned over and began mouthing my cock with a passion. Soon I was gushing cum in her mouth again. She told me not to worry and kept on working my cock in her mouth. By the time she straddled me I was hard as a rock again. She slid her wet panties up and down my shaft. It was buried up inside her lips. It was the greatest feeling I had ever experienced. She knew exactly what to do to me. I finally pulled her down on me and kissed her passionately on the lips. She was gasping so I took the chance and pulled at her panties. She helped me take them off. Next was her bra. Her breast fell into my waiting lips as I instantly began to suck them and gently roll her erect nipples between my teeth. I had dreamed of this moment for so, so long. She had my cock in her pussy lips and was striving hard to get off on me. When she did she exploded and screamed for seconds before collapsing on my chest. She whispered naughty boy fucking daddy's wife. Than she smiled and kissed me hard. She arched her hips up and buried me inside her pussy. As she did, Ann rolled up to a sitting position and rammed her pussy down hard against my pelvis. I almost lost it. Then she told me she had made me cum earlier, to take the edge off. She wanted me to last a long time for her. She wanted this first time for me to be the best. Unforgettable. Ann wanted to teach me how to make love to a woman. Not just fuck one.

She moved to lie beside me. We held each other and started kissing and enjoying each other's bodies. She was really good. When it seemed natural, I kissed my way to her mound and then her clit. She moved them into my face and I began to fuck her with my tongue. I made it as hard as possible and stretched it to it's limits trying to please her. She rewarded me by bucking her hips in rhythm with my pulsing tongue. She rolled me over into a 69 position and took me in her mouth again. I was licking her pussy while she throated my length. It was all so natural and relaxed. I couldn't believe that I was doing this with Ann. She was so hot. We moved again and she lay on her side taking my cock between her legs and moving it through her lips. They were so wet. She pushed the head of my penis inside her with her hips and then slipped it back between her lips. She stuck my cock in her pussy and rolled me on top of her. We lay there embraced while I gently pushed in and out of her vagina. The feeling was overwhelming. This was the first time I had ever had my cock in a woman's pussy. It felt so great. I couldn't believe that I was fucking the woman of my dreams. She whispered words of encouragement and instructions to me. I was at the top of my pleasure curve and she was close to Herr's. She finally pushed me up and instructed me to match her intensity, to stay with her. She moved her hips and shoved at me. I buried my cock into her in rhythm with her hips. She smiled and told me to fuck daddy's cunt. I got so hard with those words. She said Owe! Mark likes that doesn't he? Finally she rolled over and climbed on the edge of the couch. She got really low facing into the couch and I naturally filled her pussy with my cock. She was so tight in this position. She begged me to ram her, stay with her. I did until she came and then I lost it, filling her with my hot cum. I just kept pounding her until I went soft. We were both soaked with sweat. We lay side by side on the floor for a long time. Finally she took me by the hand to the shower, were we started again. That afternoon and night I fucked more than I ever have since. Ann still teases me, but I know the real Ann, Hot Ann. She sneaks into my bed some nights. She tells me that she will never forget the day we spent together. Nor will I.