It was a Saturday morning and I was pulling up to my buddy Billy’s house. Billy hadn’t just gotten a brand-new car for graduating high school — he also scored a fat Trans American credit card with a serious limit. We had big plans to upgrade the sound system in his ride and make it absolutely slam.
We’d become best friends when I transferred to his high school back in sophomore year, and that friendship only got stronger after graduation. At this point we were both freshly 18. Billy came from money — his parents were loaded — so he was always throwing cash around. Me and the rest of our crew weren’t rich, but we had everything we needed. I was the quiet, a little shy one; Billy was loud, cocky, and fearless. Total opposites, but somehow we clicked and became inseparable.
I walked up the stairs a few minutes before eight and yelled out, knowing Billy would come down any second. His parents had built him his own apartment right above the garage. Calling it a “garage” is an understatement — it’s more like a four-car hangar. Billy’s dad was cool as hell and loved cars just as much as we did, so we figured he’d definitely help us with the install.
“What do you think? Should we throw a couple of huge subwoofers in the trunk?” I asked while we sat at the kitchen table.
“I don’t know, Chad. It’s gonna be a pain to wire everything right ourselves. I’m thinking we should just take it to a shop.”
“That’s gonna cost a fortune,” I said.
Billy gave me that signature smirk. “I got a feeling I can talk Mom into paying for the whole thing.”
I knew that smirk. It had started showing up a few months back, right around the time he broke up with his girlfriend and stopped going out on weekends like we used to. I figured I was being annoying, but he swore everything was fine — I was still his best friend.
We were still talking about the new car when his mom walked in. At forty she still looked smoking hot — the kind of woman who made every guy turn his head. Blonde, straight shoulder-length hair, killer body. And man… that body.
Billy’s parents had a home gym, and Mrs. Stevens clearly spent a lot of time in there. She was toned, with long legs, a thick round ass, and huge, perfect tits that I secretly called “fuck pillows.” They looked straight out of a porno. Sometimes when we were swimming in their pool and she came out in a bikini, I’d stay in the water longer than necessary just so I could stare.
“Billy?” she called as she stepped into the kitchen. “Oh, hi Chad! I didn’t know you were here.”
“Hey Mrs. Stevens,” I managed to get out. My brain always short-circuited around her. She was wearing a thin white t-shirt that barely covered her ass, and the way her big tits bounced under the fabric made it obvious she wasn’t wearing a bra. She was carrying a laundry basket, probably heading to the washer.
“Billy, didn’t you remember your dad’s playing golf this morning?” she asked.
“Sorry Mom, I totally forgot. Give me a couple minutes and I’ll come up,” he told her.
Mrs. Stevens didn’t look mad, but I suddenly got the vibe my presence wasn’t wanted. Billy confirmed it a minute later — said I should come back after eleven because he had to help his mom with a surprise for his dad. No big deal. I headed back to my car.
I was almost at my car when I realized I’d left my keys on the kitchen table. I turned around and went back inside. I didn’t want to bother Billy, so I figured I’d just run up to his room, grab them, and leave.
As I passed the living room I heard Billy’s voice coming from his bedroom. I was about to tell him I was just grabbing my keys when I looked through the half-open door… and froze.
Mrs. Stevens was on all fours, completely naked. Billy was naked too, standing in front of her with his cock buried in her mouth.
“That’s it, you fucking slut. Suck my dick. I haven’t cum since I fucked your ass two nights ago,” Billy growled.
He was sideways to me, so I had a perfect view of his mom working her mouth up and down his shaft, eyes closed, taking him deep. Billy had both hands on her head, controlling the rhythm, straight-up face-fucking his own mother.
I knew I should turn around and get the hell out… but right then Mrs. Stevens opened her eyes. She looked up at Billy, then her gaze shifted past him — straight to me.
Even with Billy holding her head, she stopped sucking. Billy glanced down at her, then turned and saw me standing there. He took a step back, pulling his cock out of her mouth with a thick string of spit still connecting them.
“I knew you’d find out sooner or later,” he said, that smirk turning into a full grin.
Mrs. Stevens stayed on her knees, head down, clearly embarrassed that I’d caught them.
“A couple months ago I caught her texting random guys online,” Billy explained. “Dirty role-play shit — her pretending to be their mom, all that nasty stuff. I started chatting with her anonymously too. Built up a ton of screenshots. Then I blackmailed her: either she does everything I want, or I show Dad. And she agreed… even without the blackmail. Didn’t you, slut?”
“Yes, sir,” Mrs. Stevens answered, looking up at him.
Billy smirked at me. “So… how about you take care of my best friend too?”
“If that’s what you want,” she replied.
“Exactly. Crawl over to Chad and meet your new toy.”
Mrs. Stevens crawled across the floor on her hands and knees until she was right in front of me. She stayed on her knees, eyes level with my crotch where my dick was already rock-hard and bulging. I was nervous as hell, but there was no way I was stopping this.
She rubbed me through my jeans, then slowly unbuttoned them and pulled them down. My cock sprang free, the head already leaking. She slid my boxers down too.
“Mmmm…” she moaned.
“Something wrong?” I asked.
She wrapped her hand around my shaft and started stroking slowly. “God, Chad… you’re so big,” she whispered.
“Really?” I was surprised — I always thought I was average.
“How long is it?” she asked.
“I don’t know.”
“Billy, baby, go get me a ruler. I want to measure it.”
Billy came back with a ruler. Mrs. Stevens stroked me a few more times, then pressed the ruler against my cock.
“Oh wow… just over eight inches,” she said, looking up at me with hungry eyes. “If I’d known you were packing this, I would’ve begged Billy to let me seduce you sooner.”
Those were the last words she spoke before her warm, wet lips wrapped around my dick.
She sucked me slow and deep, licking every inch, one hand stroking my balls while occasionally taking them in her mouth. Billy stood beside us watching.
“She loves sucking cock, dude,” he told me. “Grab her head and fuck her throat. Let’s see how deep she can take it.”
I did exactly that. Mrs. Stevens moaned loudly as I pushed deeper. Billy moved behind her, lifted her hips, and slid into her from behind. I could feel every thrust through her mouth.
“You like taking two cocks at once, you dirty whore?” Billy asked, slapping her ass hard.
All she could do was moan around my dick. I felt my balls tightening.
“Billy… can I cum in her mouth?” I asked.
“Hell yeah, bro. This slut loves swallowing.”
Billy started pounding her harder. Every time he slammed into her, my cock went deeper down her throat. We were fucking her in perfect rhythm.
Then something in me snapped. All those years of jerking off to fantasies of Mrs. Stevens disappeared. I turned filthy.
“Come on, you fucking slut. Suck my cock. Play with my balls and drain every drop. I’m gonna flood your whore throat and paint your face. Suck it, bitch!”
Billy got even more turned on by my words. He reached under and twisted her nipples while I did the same to the other one. Her tits felt incredible — heavy, firm, perfect.
Billy slapped her ass again and growled, “Suck my best friend’s dick like the cum-guzzling whore you are. Do it right and maybe I’ll let him fuck your tight asshole next. I know you want his cum in your mouth and all over those huge tits, don’t you?”
I couldn’t hold back anymore. I exploded — one of the strongest orgasms of my life. Mrs. Stevens swallowed the first few shots, then I pulled out and painted the rest across her face.
Billy kept fucking her hard. “Turn your head, Mom. I want to see.”
She looked up, smiling with my cum dripping from her lips and covering her cheeks. Billy groaned and unloaded deep inside her, and I watched her body shake as she came with him — her pussy full of her son’s load while my cum ran down her face.
She really was a complete whore.
I sat on the edge of the bed. A minute later Billy joined me. Mrs. Stevens stayed on the floor, breathing hard, cum still on her face.
“Damn, dude… I didn’t know you had that in you,” Billy laughed. “Mom clearly loved it too. How about we do this again next weekend? Dad’s going out of town.”
I looked down at Mrs. Stevens. She looked back at me, smiled, and slowly nodded.
She wasn’t “Mrs. Stevens” anymore. She was just a piece of fuck-meat for me to use whenever I wanted.
“Sounds good,” I said with a new, nasty grin. “What time does your dad get home today?”








