Skinny Dipping (M/F, Mast, voy, no sex)

My girlfriend's mother is one of the sexiest women I've had the pleasure to meet.  She's in her early 50's, but exudes a sexiness that I've never encountered.  She stands about 5'6", very voluptuous with gorgeous legs and tits, and has shoulder length blonde hair.  But, I guess it's time to get into the story.

It was a Saturday evening.  I had just gotten off work and made the hour and a half drive home.  When I arrived I realized that this was the day of my girlfriend's mother's birthday party.  There were a bunch of people at the house including my girlfriend (Staci), her sister (Susan), her mother (Carol), and three of our male friends (Jimmy, Jeff, and James).  They had grilled outside and eaten before I arrived.  I ate the leftovers and made small talk with our guests.  As luck would have it, it was also the same night that Staci and I were supposed to make an appearance at another friend's birthday party.  We visited with our guests until about 7pm.  James said that he had to leave and pick up his daughters.  Carol decided that she wanted to have her nails done, and Staci needed to go to her place of employment to change some security tapes.  I suggested that Staci and I drive to her job while Carol went to get her manicure.  The rest of the guests decided to wait for us and then go with us to our other friend's party, which was being held at a local bar.  Staci and I got back from her job and I got ready for the party.  We arrived at the bar at 9pm and met with our friends.  Needless to say, I had a couple of drinks at the bar.  By the time we all got back to the house, I was on a buzz from the alcohol.  Staci sat in her recliner and dozed off while the rest of us continued to drink and play cards.  

Now, this is where the story gets interesting.  We'd all been drinking since around 11pm, and it was pushing 2am.  We were all intoxicated, some of us more than others.  A suggestion was made, and from what I remember, I think it was my suggestion.  I suggested that we all go skinny dipping in the pool.  Carol is the manager of the place where Staci and I live; therefore she had the keys to the pool.  Everyone agreed, so we all went to put on shorts and get towels.  Jeff, Jimmy, Carol Susan and myself walked to the pool.  Being drunk, I had no problem undressing and jumping in the pool in front of everyone.  Jeff and Jimmy seemed to have no problem with it either.  Susan was a little apprehensive, but with a little coaxing she was in the pool naked with us.  Let me describe Susan while I'm here.  Susan is about 5'6", very beautiful, weighs about 140 lbs., has blonde hair and a gorgeous body.  Needless to say, all of the guys' attention was focused on her when she got naked and jumped in the pool.  Carol came into the pool in a two piece bathing suit.  As time went on, I noticed Jeff and Susan at the shallow end of the pool on the stairs.  Carol and Jimmy were on the other end of the pool, which also happens to be shallow as well.  I was watching Susan and Jeff, when I noticed that she was sitting on his lap.  I could hear her moaning and knew what they were doing.  I stood transfixed for about 15 minutes watching the show, when Carol came up behind me.  That's when I noticed that she had taken off her swimming top and her perfect tits were floating on top of the water.

"Why don't you go back to my house and get the bottle of Crown Royal from the cabinet?" she asked.

"Sure,", I replied, "I'll be right back"

So, I got dressed and walked back to her house to retrieve the bottle of Crown for her and a beer for myself.  As I was walking back to the pool, I stumbled into a hole in the ground and fell to the ground.  

"Are you okay?" asked Carol.

"I think I might have broken my ankle." I replied.

"Jimmy, go see if he's okay." she said, "Did you break my bottle?"

"Yeah," I joked, "the bottle broke and I have a piece of the bottle stuck in my chest"

Needless to say this brought both Jimmy and Jeff out of the pool to check on me.  I was busy laughing and didn't notice they'd gotten out of the pool.  By the time they got dressed and made it to the gate of the pool, I was already there.  Jeff and Susan decided to head back to my house to finish what they started.  I handed the bottle of Crown to Carol.  Then I opened my bottle of beer and sat down in a chair.  Jimmy had gotten out of the pool and was sitting in the recliner next to me.

"Hey," she said, "why don't one of you come and get into the pool with me?"

"I'm going to sit here and have a cigarette," Jimmy said, "but I'll be back in the pool in a few minutes."

"I'll get in the pool with you." I joked.

"Well, get in here!"

Believe me, I didn't need another invitation.  I stripped off my clothes and jumped back into the pool.  Now, sometime between when I left and when I got back the pool had gotten cold.  Carol came up to me and put her arms around my neck. 

"Oh sure," I laughed, "here I am naked in the pool and you still have you're bottoms on."

"I can fix that," she said.

The next thing I knew, Carol had gotten completely nude and had her arms back around my neck.  We stood there together talking like that for about 15 minutes.  That's when I started shivering.  Now, whether it's because I was cold, or because I had this beautiful woman naked in the pool with me, I'm not sure.  

"Are you cold?" she asked.

"Yeah," I lied, "I'm freezing."

That's when she wrapped her legs around my body.  I got an immediate raging hard on.  We talked like that for about 30 minutes, when she started talking about her ex-boyfriend.  That's when I noticed that Jimmy had passed out in the recliner and was snoring away.  She was crying on my shoulder and rubbing my back.  I began to massage her body and console her.  I kissed her neck and whispered stuff into her ear.  I kept assuring her that the guy was a jerk and that he was crazy for leaving her.  After about an hour of her crying on my shoulder, I couldn't take it anymore.  I was drunk, horny, and had this gorgeous woman's thighs wrapped around me.  My cock was inches from her pussy.  All it would have taken was one thrust and I would have been buried deep within her.  But she was looking for comfort, and that's when I made my mistake.

"You want to play?" I asked.

"No," she said, "that would change things between us."

"Okay."

"Besides, it's almost dawn and I don't want anyone to catch us naked in the pool."

"Okay."

Jimmy slept through the whole event.  At least, I think he did.  Truth be told, I was too drunk to even care.  I got out of the pool, dried off, and put on my shorts and shirt.  Carol put her bathing suit on in the pool and came out.  We woke Jimmy up, and headed home.  I had to walk her to her house, as she was too drunk to find her way.  I went in with her, put the bottle of Crown back into the cabinet.  I headed back to my house, went into the bedroom and masturbated.  It didn't help.  

I still think about her and how much I would have loved to eat her out.  Of course, it could happen again.  If it does, I hope she'll let me finish what I started that night.


