Freddy’s mom comes home drunk and his friend gets a very nice surprise

F/m



	Man this sucks.  I came over to Fred’s house to spend the night and he passes out.  At nine o’clock on a Friday night.  Talk about lame.
	I flipped through the channels on his TV, which was the only thing keeping me sane.  He had all the pay channels so it wasn’t like there wasn’t anything to watch, but I’d wanted to use his computer and go look up some naked chicks.  Instead, he’d passed out and I’d wound up in the front room.
	I sometimes wondered why I even hung out with him.  At twelve, he was two years younger than me and, other than checking out naked chicks and games; we had nothing in common and didn’t even hang out with the same people.
	I clicked the next channel and found a naked chick bouncing on a guy’s lap.
	“Hell yeah!” I said, setting down the remote.
	I watched her tits bounce as she slid up and down on the guy.  I knew it was all softcore and going to just be here faking like she was fucking him but that was cool.  I’d take what I could get.
	She was just getting into it real good when the front door opened.  I grabbed the remote and changed the channel as Fred’s mom walked in.  She was forty-five and not too bad looking for her age.  She was a little thick in the middle, not fat, just a little plump.  She had pretty big tits and a big ass too.  She had her blonde hair lying on her shoulders, which looked really good.  Usually she had it pulled back in a ponytail which made her look all serious and severe.
	She slammed the door and turned around.  She saw me sitting on the sofa and blinked a couple of times like she was trying to figure out who I was.
	“Vic, is that you?” She asked, stumbling as she came towards the sofa.  I got the feeling she’d had a little bit to drink tonight.
	“Yeah, Mrs. Stevens, it’s me,” I said.  “How was your date?”
	She rolled her eyes and flopped down on the sofa next to me.  The shirt she was wearing was very low cut and I got an eyeful of her cleavage and had a hell of a time pulling my eyes away from it.
	“It sucked, Vic,” she said.  “Guy was a jerk and expected me to pay and then bring his sorry ass home with me so he could get some.  Asshole.”
	Oh yeah, she’d been drinking, but that was cool.  The way she was talking made her very hot to me.  I could feel my cock stirring in my shorts.
	“So what would have happened if he had paid?” I asked, having to know.
	“I still wouldn’t have brought him home,” she said.  “Loser didn’t talk about anything but himself and this big project he’s working on.  When it all comes together he’s gonna be a player.  Whatever.”
	“Sounds like a jerk to me too,” I said.  “I would have paid and opened the doors and stuff for you.”
	She looked at me and grinned.  “See! Now why can’t I find a man like you to treat me right?”
	We laughed and then she looked around and asked, “Where’s Freddy?”
	I barely kept myself from rolling my eyes.  “He’s in bed.  He passed out about nine or so.”
	Mrs. Stevens did roll her eyes.  “Just like his father.  He can’t handle staying up late or anything.  I’m glad he has a friend like you that’ll put up with him.  Sometimes I wonder why you do.”
	I had been thinking the same thing most of the night.  I shrugged and said, “He’s okay.  He’ll get better when he grows up a little.”
	“If that ever happens,” she mumbled.  “What are we watching?”
	I looked at the TV and some chick was sitting at her table talking on the phone.  I had no idea what I’d turned it to when she came in but it looked boring.
	“I dunno.  I was flipping channels to find something to watch,” I said.
	She picked up the remote and said, “Let’s see if there’s anything better than this on.”
	She flipped a couple of times and came across a movie where the chick was kissing a guy while she pulled off her clothes.  She stopped flipping and we watched as the chick on the TV pulled off her shirt.  She slid off her bra and showed her tits to the guy.
	My cock was getting pretty hard and I was trying to not let it pitch a tent in my pants right next to my friend’s mom.
	“Fake tits,” Mrs. Stevens said, dragging my attention from the TV to her.  “See how they don’t move when she does?  It’s all silicone.  Fake tits for a fake bitch.”
	My cock was hard as a rock in my shorts.  I’d never heard her talk like this before and it was a huge turn on.  
	She sat forward and shook her chest.  Her tits swayed back and forth making my heart hammer in my chest.
	“See how mine move?  I’m an all real girl,” she said.
	I stared at her my jaw hanging open.  She looked at me and laughed. “What?  You’ve never seen a pair of tits before?”
	I shook my head and managed to say, “No, I’ve seen a lot.  I was just blown away by you shaking yours.”
	She laughed again and asked, “Why?  Because I’m an old lady I’m not supposed to have tits or something?”
	I felt my face burning.  “No, it’s just I never thought I’d be sitting next to my friend’s mom when she was shaking her tits.  It was cool is all.”
	“So I’m cool?” She asked.
	“Yeah,” I said.  “I mean, we’ve never hung out like this and talked but you’re the first adult who’s talked to me like that.”
	She tilted her head and looked at me.  “Do you like it because I’m an adult or because I’m a woman?”
	I thought about it for a minute.  “Both.  Adults don’t really see kids my age as people and the girls my age don’t have tits like yours.”
	She smiled at me.  “So I have nice tits?”
	I gulped and said, “Yeah.  You should totally wear shirts like that more often.”
	She laughed.  “I think you just want to see my tits.”
	I tried to think of something funny to say but all the blood in my body had run from my brain to my cock.  This had to be the hottest conversation I’d ever had.  It was even hotter than when Melanie and I had been going out last year and I talked her into letting me touch her through her shirt.  
	“Have you ever seen a pair of tits?” She asked.  “A real pair, not on TV or the computer.”
	I nodded.  “Yeah.”
	“Whose?” She asked.
	“My sister’s,” I said.
	“Oh really?  When was this?” She asked
	“She had her boyfriend over one time and they were doing it in her room.  I’d ditched for the day and she didn’t know I was there,” I said.  “She left her door open and I watched from there.”
	“Did she have a nice pair like mine?”
	I shrugged.  “They were smaller than yours.  I couldn’t really see much cause he was on top of her most of the time.”
	“Did it turn you on seeing her get fucked?”
	The way she said the word fucked made my cock twitch in my shorts.  I could sit hear and listen to her say that all night long.
	“Yeah, kinda,” I admitted.
	“Would it turn you on to see my tits?” She asked.
	I sat staring at her.  There was no way we were having this conversation. There was no way my friend’s mom was asking me if I wanted to see her tits.
	“Well, do you?” She asked.
	I managed to force my head to nod.
	She unbuttoned her blouse and dropped it on the floor.  I checked out her huge tits, only hidden by the lace black bra she wore.  She let me get an eyeful for a second before reaching behind her and undoing the bra.
	She shrugged off the bra and I got an up close look at her tits.  They sagged a little but they still were amazing.  Her skin was a creamy white and it didn’t look like she tanned at all.  Her dark nipples were soft, not like the chick’s I’d seen in magazines and on the net.  I badly wanted to see them hard.
	“You like?” She asked, wiggling them at me.
	“Oh yeah,” I breathed.
	“Do you want to touch them?”
	I almost fell off of the sofa.  How had I gotten so lucky?  She was actually going to let me touch her tits!
	I reached out and put my hands on the soft skin of her breasts.  I squeezed touched her.  I felt her nipples harden against my palms.  I took my hands away to see her nipples.  I stared at her hard nipples, realizing that my touch had made them hard.
	She reached up and pinched her nipples.  She leaned her head back and let out a moan.  I stared in amazement not knowing what to do next.
	“Suck them, baby,” she whispered.
	I leaned forward and sucked her nipple into my mouth.  I wasn’t sure what to do next so I started licking my tongue around her hard nipple.  She let out a serious of moans and I was sure I was doing it right.  
	I kissed my way over to her other breast and went to work on her other nipple.  She laced her hands thought my hard and pressed my face hard against her breast. I nibbled at her nipple making her gasp.
	She pulled my head away from her breast and pulled my face to hers.  She pressed her soft lips to mine and pushed her tongue into my mouth.  I tasted the alcohol on her breath and it only turned me on more.  I rubbed my tongue against hers while my fingers ran all over her nipples.
	She broke the kiss and lay back, looking at me.  I sat there, my heart beating a million miles an hour.  Melanie and I had kissed a bunch but it was nothing like that.  That was so hot and needy, I wanted more of it.
	“Is your cock hard, baby?” She asked me.
	“Yeah,” I breathed.  “It’s been hard for a while now.”
	“Do you want mama to take care of it?”
	Yes. Yes! YES!  I was going to get laid.  The fact that it was by my friend’s mom made it even hotter.
	I just sat there nodding my head, words now failing me.
	She slid onto the floor and pushed my legs apart.  She slid her hands up my thighs.  She slid her hands up the bulge in my shorts, making me jump.  Her touch was like electricity.
	She unbuttoned my shorts and slid down the zipper.  She grabbed my shorts and my underwear and slid them off of me.  My cock stood hard and ready for her.
	She licked her lips while she looked at my cock.  She slid her hands back up my thighs making ever inch of skin she touched tingle.
	She took my balls in her hand and gave a gentle squeeze.  Finally, she wrapped her hand around my cock and stroked it.  I grabbed the sofa cushions and gritted my teeth.  The pleasure of her touch was almost too much.
	She stroked my cock up and down.  She rubbed her finger on the tip of my cock, getting it wet with my precum.  She let go of my cock and placed her finger in her mouth.  She slid it out, licking off the drop of my precum.
	“MMMM, baby.  You taste so good,” she said.  “Do you want mama to taste you some more.”
	I nodded my head so fast I was sure it was going to fall off.
	She leaned between my legs and ran her tongue over the head of my cock, sending shivers all through my body.  She took the head of my cock in her mouth and slid down.  It thought I was going to explode.  It was too much.
	She went up and down on my cock, taking me deep into her mouth.  She came back up and slid my cock out of her mouth.  She looked up at me while stroking me.
	“Honey, mama doesn’t like for guys to cum in her mouth,” she said.  “Let me know when you get close okay?”
	I nodded some more.  At this point she could tell me to do anything and I’d do it.  Anything to keep feeling what I was feeling right now.
	She bent down and took me back into her mouth.  She slid up and down my cock while stroking the base.  Her hand slid down and cupped my balls.  She squeezed in time with her sucking and that was it.  I couldn’t take it any more.
	“I’m going to cum,” I managed to say.
	She pulled my cock out of her mouth and stroked me hard and fast.  My cock throbbed and cum shot out of me and onto her tits.  Each convulsion of my cock shot cum onto her and pleasure through me.  I'd jacked off before but it was nothing like this.  Nothing could ever be better than how I felt right now.
	As the last of my cum dribbled out of my cock, Mrs. Stevens rubbed the head of my cock against her nipple.  I shivered at the sensation and lay back, completely spent.
	She sat watching me with a sly little grin on her face.  I lay there looking at my cum all over her tits.  I am so glad Freddy went to bed early.
	“Baby, mama needs to clean up now,” she said.  “Put your clothes back on in case Freddy wakes up.”
	She picked up her clothes and went down the hall to her room while I dressed.  I sat there, waiting for her to come back.  I waited for a half hour before I had to go see what was taking her.
	I went down the hall to her room and opened the door.  She was lying across the bed, still topless.  I could hear her snoring softly.  She’d passed out.
	I was a little disappointed that I wasn’t going t get any more but, then again, I’d never expected to get anything tonight!
	I left her room and closed the door behind me.  I went into Freddy’s room and lay down on my sleeping bag.  I didn’t think I’d be able to sleep but within a minute I was out.






	Freddy woke me up the next morning and told me his mom was making breakfast.  I took a quick shower, got dressed and headed out to the kitchen.
	The lust filled woman that had been all over me last night looked haggard and old this morning.  I frowned at her as I sat down.  She must have caught the look.
	“I look like hell, huh?” She asked.
	I nodded, seeing wrinkles around her eyes and gray hairs that I hadn’t seen last night.  I’d swear this was a completely different woman that the one I was with last night.
	“I had a little too much to drink last night,” she said.  “I don’t even remember going to bed.”
	Damn.  I could tell right then that any chance of a repeat from last night as out.  She didn’t even remember sucking my cock.  I was a little irritated because I had been hoping for some more but I shrugged off the irritation.  I had gotten to cum on her tits and that’s what counted to me.
	Besides, things might have been weird if she remembered. Maybe it was better this way.  My little secret.  
	




