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Thanks,
	                                                               
  
Ann D.

	-HIS GIRLFRIEND'S MOTHER-
                          By Ann Douglas
		(AnnD@Pipeline.Com)

	Mrs. Riley listened to the rain as she sat in
her living room reading another of the trashy
romance novels she had been addicted to since she
was a girl.  The house was empty, unusual for a
Saturday night,  and she was looking forward to a
night of peace and quiet.  The sudden ring of the
doorbell caused her to glance up at the clock.  Ten
to eight, she wasn't expecting anyone. With a small
sigh she put the book aside and left poor Rachel
alone for the first time with her secret love - her
father's stableboy.
	A quick glance out the peephole identified
the caller and she quickly undid the deadbolts on the
door and opened it wide.  Standing before her was a
teenage boy, drenched by the rain.
	"Good Evening, Mrs. Riley,"  the boy said as
he dripped onto the foyer carpet.
	"Michael Steven Cassidy, what are you
doing out in weather like this, you'll catch your
death in this downpour."  She said as she ushered
him inside.
	"I just wanted to drop off Becky's report for
school,"  he said as he produced a small binder
wrapped in plastic from under his soaked jacket.  "I
promised her I'd proofread it and get it back to her
by tonight."
	"Proofread , is it now."  Katie Riley said with
skepticism,  "Are you sure you didn't
 just write it for her."
	The guilty look on his face told her he had.
	"Well we'll discuss this later," she said as she
tossed the report on a nearby table. "First order of
business is to get you out of those wet clothes. 
March yourself into the laundry room and toss all of
those things into the dryer.  You'll find some of
Matt's old things in the basket that you can put on."
	With a shrug, Michael headed for the laundry
room.
		
	Putting on a pot of tea while she waited for
Michael to change, Katie worked up a few good
angry thoughts for her youngest daughter,  Becky
Ann.  Becky had been dating Michael for three
months now, a fact which had surprise her from the
onset.  Michael was nothing like the boys she had
usually gown out with.  First off,  he was very
intelligent and well mannered, - a straight A student.
Secondly, although he was very cute, Becky usually
preferred a more rugged looking boy.  It had been a
futile hope that maybe she was finally growing up,
but now Katie could see that Becky was only using
the boy.
	"This was all I could find that would fit." 
Mike said as he walked into the kitchen, holding
onto the tie-string of the gym shorts that were too
big for him.  
	Katie bit down to prevent  a laugh.  Her
middle son's pants were at least 2 sizes too big, but
at least the t-shirt had shrunk enough to fit.  If he
were to let go of the pants, she was sure they would
drop to the ground.  She quickly dismissed the
image, not wanting to make fun of the boy.
	"Sit and have a cup of tea, it'll warm you
up."  She said putting a large mug in front of him as
he sat down.
	"Thank you."  he said quietly.
	Silently they drank their tea.  He was cute,
Katie thought to herself, sandy brown hair, blue eyes
and a swimmer's form.  And that was at 16, give him
another year or two and he'd really break hearts.  All
he lacked was self-confidence, without it he was just
another boy Becky had wrapped around her little
finger.
	Aware that Mrs. Riley was looking at him,
Michael felt very uncomfortable.  At 42, Katie Riley
was still an attractive woman.   Although she tended
to be on the heavy side, her weight was evenly
distributed as to give her a full bodied figure.  The
most striking feature of which was a set of 38D
breasts.  Breasts Michael was all to conscious of as
he tried not to stare at them though the thin
housedress Katie wore.
	"How long have you been doing Becky's
schoolwork?  Katie asked as she put down her mug.
	"About 3 months,"  Mike answered.
	"I though so,"  Katie said. "Doesn't it bother
you that all you are to her is someone to do her
schoolwork?"
	"No, we really go out..."  Michael said
excitedly. "She showed me that she really likes me!"
	"Oh really now?"  Mrs. Riley asked  "And
how does she do that?"
	Michael sat there speechless, he knew he'd
said too much.
	"You can tell me, Michael, I'm not going to
get mad.  I know all about the things boys and girls
do together."
	"Well...we kiss and sometimes she lets me
touch her,"  Michael said, red with  embarrassment. 
He found he couldn't escape the older woman's
inquiries.  "And sometimes she touches me..."
	"She jerks you off?"  
	"Ye......Yes....a few times."  Michael
stammered, amazed at the question.
	"Has she ever sucked you off?"
	"No......." he yelled.  "She wouldn't ever do
something like that!"
	Katie smiled in amusement, the boy was in
love with Becky.  She was the first girl he'd ever had
any sexual contact with and it had blinded him to the
fact that she was using him.
	"You'd be surprised what Becky does....." 
Katie continued, it wasn't fair that she had to burst
his illusion, but it was for his own good. "Did you
know she's not even a virgin,  she's been on the pill
for almost a year."
	"No, she told me that she was saving herself. 
That's why we couldn't do it"  Michael said in
Becky's defense.
	"Oh she told you that..." Katie replied.  "And
where did she say she was going tonight?"
	"Becky said she was going to spend the night
in Bakerville with her cousin Suzie."
Mike said, wavering in his answer.  "Helping her get
ready for her prom."
	Katie shook her head, thinking of a few more
choice things she wanted to say to her daughter.
	"Oh she went to Bakerville all right, but she
went as Timmy Clancy's prom date."
	"No....."  Mike said  "She wouldn't do
that...." 
	But deep down he knew that she would and
did.  Realization came over him and he began to cry.
	"I'm sorry Michael,"  Katie said as she took
him into her arms and held him.  "Let it all out, its
ok."
	
	
	Katie held the boy as he cried, rocking him
gently and brushing his hair.  It was a hard thing to
loose young illusions. After a few minutes of holding
his head against her ample breasts, Katie realized 
the boy had a hard-on.
	As soon as Katie looked at the bulge in his
shorts, Michael jumped back and began to quickly
apologize.
	"I'm sorry.....I didn't mean to do
anything....."	
	"That's ok, I know it was just a natural
reaction...."  Katie said in a soothing voice.  "In fact
if anything I should be complimented."
	Looking again at the bulge, Katie wondered
just how big it was if she could notice it though the
too large shorts.  
	"I guess I'd better get going..."  Michael said.
	"Nonsense, "  Katie said.  "Its still pouring
out and your clothes are still in the dryer."
	Michael looked around the kitchen, trying to
look at anything but Mrs. Riley's huge breasts.
	"Just out of curiosity......what did Becky
promise you for doing the report?"
	Michael shifted in his seat, the question
didn't do anything to make him loose his hard-on. 
He still couldn't stop answering Katie's questions.
	"She said she would rub my cock for me..." 
he answered, his face growing redder and his cock
growing harder.
	Katie glanced down again at the boy's
growing cock and smiled.  "It's a shame you did all
that work and then miss out on your reward."

	Michael then almost passed out as Mrs. Riley
reached out and slid her hand down the gym shorts
and pulled out his hard cock.
	"Impressive..."  Katie said with a smile as she
rubbed the length of the 7" boycock.  "Becky doesn't
know a good thing when she has it."
	All Mike could do was sigh as Mrs. Riley
continued to stroke his dick.  Standing him up, she
reached down and cupped his balls, playing with
them as well.
	"Do you want me to stop?"  She asked,
knowing full well the boy would never say yes.
	"No, it feels so good."  
	Michael quickly lost himself in the pleasure
Katie's finger's brought him.  Her experienced touch
was quickly evident as she brought him to the verge
of orgasm.  
	"I think I'm going to come..."  He said as he
closed his eyes.
	A sudden warm wetness engulfed his cock,
causing Michael's eyes to spring open.  To his
astonishment, Mrs. Riley had taken his cock into her
mouth and was now sucking it with vigor.  Michael
felt the sensation of her sucking down to his toes. 
He was so close it hurt.  Katie clamped her fingers
around the base of his cock, preventing him from
ejaculating.  Every lick of her tongue, every time she
mouth him whole, caused Michael to feel like he was
going to explode.  But it was such a wonderful
feeling.
	Finally, Katie released her hold on his ball
sac and felt the rush of hot cum erupt from them - a
second before it began to shoot into her mouth and
throat.  She deep throated his cock, catching every
spurt of salty boycum. Savoring both the taste and
the knowledge that this was the first blow job he'd
ever had.
	After what seemed like an endless supply of 
boyjuice, his cock began to soften and Katie let it
slip  from her mouth.  She wiped her lips with her
tongue, catching the few drops with had escaped
her.
	"Did you enjoy that?"  She asked.
	"I don't think enjoy is the word......"  Michael
panted.  "I feel like I've had a religious
experience."		
	"Well now you see what Becky was holding
out on you."  She said with a grin, certain that he
would be getting over her cockteasing daughter real
fast.
	With that the buzzer of the dryer went off -
signaling that his clothes were now dry.  "I guess
that's my cue to head home."  he said disappointedly.
	"Well it is still raining...."  Katie said.  "I
really couldn't send you back out there to get soaked
again.  Let me call your mother and tell her you'll be
here for a while."
	
	As Katie talked on the phone with his
mother, Mike took a good  hard look at Mrs. Riley. 
He was no longer shy about admiring her tits or that
big beautiful ass.  He could already feel his dick
getting hard again.
	"Well, your mother said that it was ok for
you to stay, your brother Billy will pick you up in
about an hour on his way home from work."
	"That's great."
	"Well, what can we do for an hour?  Katie
asked as she struck a pose, highlighting her huge
breasts.
	For a second, Michael though they were
going to pop out of her dress.
	"Would you like to see my breasts,
Michael?"  Katie asked.
	"Oh yes......please."
	"Well.....as long as you asked so politely."  
	Katie reached her neck and unzipped her
dress.  Then with a flourish she let it drop to the
floor, leaving her standing there in bra and panties. 
She reached up between her twin mounds and undid
the clasp.  Like a slingshot the bra burst open and
her tits popped free.  Almost twice the size of
Becky's, Katie had nipples that stuck up like eraser
heads and aureole bigger than silver dollars. 
Michael hadn't even seen breasts that big in the
books he hid under his bed.  
	"Well are you just going to look or do you
want to touch them?"  Katie said as she massaged
them and played with the nipples.
	Without further encouragement, Michael
shot forward and took a breasts in each hand.  He
squeezed the softness of each, contrasted by the
hardness of each nipple.  Raising one to his mouth,
he began to suck on it, another thing that Becky had
always denied him.  He was rough at first, but Katie
guided him in a soft understanding voice, teaching
him how to use his tongue.  Then how to suck the
aureole into his mouth and use his teeth to give just
the right tough of pleasure/pain.
	Moving to the other breast,  Michael showed
that he was indeed a quick learner.  Katie arched
back and closed her eyes in enjoyment as the boy
continued to suckle at her tits.   What she was doing
was so very wrong, but at the moment she didn't
care.  She knew that before he left for home,
Michael's boycock would be buried in her already
wet pussy.

	"Come on, " Katie said as she took the boy
by the hand.  "Lets go into the bedroom."
	Once there, she stripped him of what little
clothes he had and stepped back to take a good look
at his young body.
	"I was right, Becky definitely doesn't know a
good thing when she has it in her hand"  She
exclaimed as she reached out and ran her fingers
across Michael's hairless chest.  "So smooth...so
sexy.."  Katie mused as she played with his nipples.
	Michael was surprised that felt so good, he'd
never thought of men having sensitive nipples. 
"That feels nice..."
	"That's only the start."  Katie said as she bent
forward and licked the nipple with her tongue.
	Then she moved to the other nipple, sucking
it just as she had taught him to do a little while
before.  She played with his nipples for a while,
reaching down while she did and gave his young
cock a playful tug. 
	"I'll bet you're already to go again,"  she
smiled.  "good, I like that."
	Katie moved up from his chest and reached
behind his head, caressing it with her fingernails. 
Pulling him toward her, she kissed him for the first
time.  Gently at first, then harder.  A second kiss
followed, then a third.  Finally she opened her mouth
and slid her tongue into his.
	Michael quickly reacted to the warm,
slippery tongue in his mouth.  It was the first time he
had been kissed that way, but he instinctively began
to reach out with his own tongue.  Both tongue
mixed as they licked each other, exploring the new
tastes.
	"Are you ready for more?"  Katie asked after
a final kiss.
	"Oh yes, Mrs. Riley."  
	"Then follow me."  she said as she laid back
across the bed and spread her legs.  "What I'm going
to teach you now is the most important thing a
young man can learn about pleasing a woman."
	Michael knew what she meant, and knelt in
front of her with slight hesitation.  He had never
even seen a woman's pussy outside of  a skin mag,
much had his mouth this close to one.  Still he'd
never had his cocked sucked before and look how
wonderful that had felt.
	Katie reached down and parted her cunt lips
with her fingers, allowing Michael easy access.  The
boy reached out with his tongue and touched her
wetness.  Surprisingly he found he liked the taste. 
So much for all those stories that it smelled like a
dead fish.
	Encouraged, he reached out again and drove
his tongue in as deep as it would go, savoring the
new found delicacy.  Katie let out a soft moan, this
boy was an absolute treasure.  What would he be
like with a little experience.
	Michael then ran his tongue up and down the
length of her cunt, stoking the fire building the fire
within Katie.  At times it was only a touch, only a
caress, but it was enough to cause the older woman
to shake with abandon.
There was no doubt about it, the boy was a natural
born cunteater.
	Each thrust of his tongue made him want
more. All he wanted to do was make love to his new
teacher with his tongue.  Guided by the now louder
moans and sighs, Michael drove deeper and deeper,
filling his mouth with the wet juices.   What ever
doubts he might have had were now gone, here he
was, 16 yrs old, giving head to a 42 yr old woman --
- and she was loving it.
	"Oh yes..Mikey....eat me...."  Katie yelled as
she grabbed hold of his head and pushed his mouth
deeper between he legs.  "Eat my
pussy...God....yes!"
	A steady flow of cuntjuice now coated his
tongue and mouth as he attacked Katie's
womanhood once more.  He wanted it to never end,
so he was momentarily disappointed when Katie
pulled him up from between her thighs.	
	"I want you inside me.."  she said before he
could say a word.  "I want to fuck me!"
	Katie quickly took hold of his now rock hard
cock and guided it to her dripping hole.  Coated
with pussyjuice it slid deep within her, as her cunt
wrapped around it.  For this he needed no
instruction, he'd done in his dreams a thousand
times.   Yet never in his most erotic dream could he
ever had fantasized that the first woman he would
fuck would be his girlfriend's mother.
	With boyish energy he repeatedly slammed
his pelvis against hers, slapping his balls against the
outer walls of her pussy.  Cuntjuice ran down her
thighs, coming to a rest in the crack of her ass.  A
little while ago, Michael thought having his cock
sucked was the most wonderful feeling he could
ever have.....but this went far beyond that feeling.
	Katie grabbed his asscheeks and added her
own energy to his thrusts.  They moved like a well
lubricated machine, each responding to the other's
body.  With each movement, both could feel the
eruption building inside.	
	Michael's body tensed up, telling Katie that
he was about to cum.  She took firm hold of his ass
and rammed his body into her, just as the first hot
spurts of boycum filled her pussy.  Her arms held
him so tight he couldn't breath as her own body
exploded, sending a fresh new wave of  girlcum to
mix with his.  They continued to trash wildly for
several more seconds, until Katie was sure she had
pumped every last drop from his cock.  Then they
both laid silent and still.
	After a minute or two, Katie eased the boy
off her and onto his back.  His cock was once again
semi-soft, coated with a thick mix of both their
juices.  Bringing her mouth down to it, she began to
lick it clean.  
	As soon as she was done, Michael
confidently pulled her up and kissed her.  As his
tongue side inside her mouth, he was greeted by the
taste of his own cum, another new taste to enjoy. 
He didn't stop until he had licked her mouth as clean
as his cock.
	Katie held him tightly against her breasts. 
He had came her a scared little boy, he would leave
a confident young man.
	"You'd better hop in the shower,"  she said
as she released him.  "You're brother will be here
soon."
	Michael leaned over and kissed her one last
time and moved into the master bathroom.  As she
laid there and listened to the water run, Katie had to
fight the impulse to join him.  All that soap and
water provide a great opportunity to introduce him
to the pleasures of anal sex, but if she started that
they would still be at it when the sun rose.  Or more
importantly when her family came home.
	Ten minutes later, a honking horn told them
his brother was outside.  After calling out that he
would be right there, she pulled him aside away from
the open door and gave him one last warm kiss -
along with a playful tug of his cock.
	As he ran out and jumped into the car, Katie
spotted 
  the  school report that had brought him here
tonight.  Carrying it to the trashcan, she ripped it to
pieces.  Becky would have a lot of writing to do
when she got home tomorrow.  And if she wanted
Michael's help, Katie was sure it was going to cost
her a lot more than the promise of a hand job.
	Smiling with satisfaction, she sat back down
in her easy chair and picked up the book she had laid
down a few hours before.  She read a paragraph,
then closed the book and placed it back on the table.
	"Eat your heart out, Rachel..."  she said to
herself.


END



Ann Douglas