Mom No More

Marlee Ramsey was still a looker: even in her mid-forties, with her round, extra-soft body, people often mistook her for ten years younger. More than that, people often were surprised at how she didn't see this in herself. None were more surprised than Seth Donovan.

Seth was the best friend of Marlee's son, Zach. The two boys had grown up together, and now in their early twenties, were still a tight pair. They often spent weekends and holidays and summers at each others' houses. Seth was there when Zach's dad packed up and left him and Marlee more than ten years ago. Seth held Zach's head when he would get drunk to try to make the pain go away. And while he was there, he watched Marlee.

Marlee did her best to keep her chin up. She did her best to forge on, to make a new and better life for herself and for Zach. She had always thought that there would be another man, another one just around the corner, that would love her unconditionally; another man that would be there for her in all the ways that her ex-husband wasn't. With each passing year, her hopes began to fade. With each date, her self-esteem began to wither away. She became upset that men looked first at her body without regards of her mind or her sharp wit. She began to withdraw from social gatherings. She began to shut down.

On the outside, though, Marlee didn't let her disappointments show. She was the picture of strength. She tackled her job with gusto, even taking on extra ones when the budget got tight. She helped Zach maneuver through high school, supported his every effort in sports and beyond, hosted countless sleepovers. And at each of those things, Seth was there as well.

It was the nights that got to her the most. When the house was quiet and her room was dark, it was there that she found loneliness waiting. It was at those times when Seth would often pass by her bedroom door and hear soft crying. He never understood how such a great, beautiful, smart, funny, caring woman could be left so alone for so long.

When it was time for Seth and Zach to go off to college, it was Marlee that drove them to the campus. She was proud to see them spreading their wings, but she was also sad to know that her weekends wouldn't be filled with the sounds of boys eating her out of house and home, or fighting over the PlayStation controllers or the remote control for the TV. She knew her life wouldn't be the same without them.

The boys unloaded the van, and when the last of the boxes was removed, Zach gave his mom a hug.

"Thanks, Mom, for bringing us. We'll be home soon."

Holding back the tears, she said, "I know you will, baby. I look forward to hearing about how school is! Please be smart, and call me, okay?"

Zach nodded and backed off so Seth could give his second Mom a hug. He wrapped her in his arms, and noticed how good she felt. He noticed how good she smelled: like perfume and cookies. Like home. He felt her relax in his arms and then felt the tell-tale signs of sniffling. He took her by the chin, and turned her face up to him, watching her tears roll down her cheeks.

"Wow. I'm actually getting to SEE you cry, not just hear it ..."

Marlee eyed him. "What do you mean, Seth?"

"For years, I've heard you cry at night through your bedroom door. But you never do it in the light of day ..."

"Yes I do. Just not in front of you boys."

"Why not? Maybe it would've given me a chance to make it better ..."

Seth wiped the tear away with his thumb then kissed her cheek lightly. His lips made her cheeks burn, and her brain come alive with forbidden thoughts. On her way home, she wondered if ... no. It couldn't be. She wouldn't allow herself to think of this young man as anything more than her almost-son.

As college years came and went, so, too, did Seth. He didn't come around as much, even though he kept in close touch with Zach via email and text messaging. The last she had heard from Seth's parents was that he had taken a job in a neighboring state and was making good money. Every so often, Seth would phone the house, and he and Marlee would have a quick chat before Zach took the phone and the boys caught up with their lives. Each time, Marlee would think back to that chaste kiss on the college campus lawn. Each time she heard Seth's voice, she would wonder.

In the summertime, Zach decided to take a job at a local camp for disabled kids. He thought that his training as a physical therapist as well as his psychology minor would serve the camp well, and evidently the director agreed, because he hired Zach on the spot. The only drawback was that he would be gone from May to September.

"Mom, this is great opportunity. Will you be okay here by yourself?"

"Zachary, do I really strike you as the kind of woman that cannot handle herself? Surely you don't see me as that helpless and weak!"

Zach cowed at her tone. "No, Mom. I just mean ... well ... Seth told me about you crying and I've noticed that you still do that sometimes. I've tried to get you to talk to me about it, but I guess it's weird for you. The house will be empty with out me and ..."

"Honey, I was alone while all of you boys were in school. I can handle it. Go. Do. Please grow up and have your own life! I will be fine, I promise!"

With that, Zach hugged his mother hard, then set about the task of packing to leave the next weekend. Marlee swallowed hard when she saw the boxes marked "sheets" and "towels". Inside, she knew she wasn't ready for 'alone', but couldn't bear the thought that Zach felt so responsible for her.

It took about two weeks after Zach left for the loneliness to really settle in. Marlee found herself wandering from room to room, searching for something she couldn't put her finger on. Her tears flowed freely, and her frustration at her lack of control grew. Then it happened. The doorbell rang.

Marlee jerked open the door absentmindedly. Normally, she would have looked outside to see who was there, but she had been crying and just didn't think. A figure filled up the doorway before she could push the door closed again, he had it open. Her eyes focused on his face. It was Seth.

"Hi, pretty lady," he said, sweeping her into one of his famous bear hugs. "Where's Zach?"

Catching her breath, Marlee pushed at Seth. "He's at a camp for disabled kids. I thought he would've gotten in touch to tell you. He'll be gone all summer."

Seth looked at Marlee's face. "You've been crying again, haven't you ..."

"Yes." She looked at the floor like a scolded little girl.

Seth hugged her again. This time, he ran his fingers into her hair and pulled her close. Marlee was so hungry for some affection that she allowed him to hold her for a long time.

When they finally broke the embrace, Marlee looked at Seth for a very long time. He just smiled at her, winked, and said,

"You know, I already knew that Zach wasn't here. I also figured you would need some company. I hope you don't mind that I came by. You wanna make some popcorn and watch a movie or something?"

She eyed him suspiciously. "Now, why would you want to watch a movie with some old, fat woman, when you could go out and have the time of your life with some gorgeous young thing that would think you're some sort of God?"

Not even feeling that her last comment warranted any kind of acknowledgement, Seth got up and took Marlee by the hand, leading her into the den. He popped popcorn for the both of them and they picked a movie to watch. Seth barely saw what was on TV, as he was watching Marlee get sleepier and sleepier.

"Hey, do you want to lean on me? It's okay ..." He raised his arm in welcome as she snuggled closer.

"Seth, are you sure this is okay with you? I mean ... I'm practically your mom ..."

"Shhhhh. It's okay, Marl ... just relax ..." he began stroking her hair as she snuggled under his protective arm. He looked down at this woman who had practically raised him. He had always known she was pretty, but right then, she took his breath away.

He let her sleep in his arms for about an hour before he made a decision. He stroked her gently while saying, "Hey ... hey, pretty girl ... wake up. C'mon and let me take you upstairs. You need to get some serious sleep!"

Marlee stirred, her blue eyes looked up at him. 'He is so handsome!' she thought as she watched his mouth while he talked to her. She became aware of her nipples hardening and a tingle between her legs. She allowed Seth to help her to her feet.

"I have to feed the cats ..."

"No, it's okay. I did it while I was popping the popcorn. They're taken care of."

He led her to her bedroom, and flipped on the light.

"Seth, you don't have to help me, you know. I'm sleepy, not drunk!"

"I know that. But I also know you're the most beautiful woman I've ever seen, and if I don't kiss you right now, right here, then I never will."

He took Marlee into his strong arms. He could see the doubt and confusion clouding her face, so he continued: "I know you think this is wrong. But I'm a grown man, and you're a grown woman. I have loved you all my life, but until this minute, I didn't really know how much. I have admired you for all you did for Zach after his dad left, and how much you were there for me when I was going through some rough patches. So whether it's just tonight, or for a long time to come, please let me make the nights not so lonely so you don't have to cry ... and if you do cry, I promise to be here to wipe your tears!"

Seth looked into Marlee's eyes then took her face into his hands and brought her lips to his. At first, he felt resistance when his tongue brushed her lips, but then they parted and he slipped inside. The kiss deepened briefly, and just as quickly, Marlee pushed at Seth.

"Wait ..." she said breathlessly as she backed away from him. "You're Zach's best friend. How would he feel about this? I feel as if I'm betraying him..."

Seth smiled. "How do you think I knew that you were here? Alone? Zach told me. He knows how much you've been hurt. He knows how I feel about you. I would never have taken it this far unless he was okay with it. He's like my brother!"

Seth took a step toward her, but Marlee put up her hand. "But ... I'm old enough to be your mom! Hell, I have practically BEEN your mom! I'm not young and pretty and slender ... not like the girls you all used to bring to the house on occasion. Is this all just a big ... a big game?"

She immediately saw the hurt that her words had caused. Seth stepped back, his strong shoulders slumped a bit. "I thought you knew me better than that. Those girls were just that: girls. I want a woman. A woman full of life and fire; a strong, smart woman who knows how to love. You know how to love, Mom ... uh ... Marlee."

Marlee's cheeks flushed when Seth called her 'Mom'. "Seth, what if we ... what if you fall in love with me. I can't give you children. I won't ever be young and beautiful. We will often be confronted with people who don't understand ..." Her voice trailed off as she looked at the floor.

"You're trying to talk me out of loving you, Marlee. That's not going to happen. I've seen you pissed, I've seen you sick. I've seen you laugh. I've seen you go through the best and worst of times. There are no surprises. You are beautiful to me. Let me show you ..."

He reached for her and this time, she let him take her by the arms and draw her closer. He opened her blouse and pushed it from her shoulders and down her arms, letting it drop to the floor. Marlee stood trembling as Seth fumbled at her pants fasteners. He pushed them off her ample hips, and they also pooled at her feet.

"Step out of them, Marlee." The tone in his voice was both commanding and comforting, and she did as she was told.

Although the room was warm, goosebumps covered Marlee's body. She watched Seth's face for any sign of disgust or disappointment. She found none.

"Marlee, you are gorgeous."

She blushed at his words. She stood in front of him, in her utilitarian bra and what the kids called "grannie panties", feeling extremely vulnerable and fat and all the things that a woman of her age and level of self-esteem would feel. Seth sensed her unease and stepped behind her, brushing her short hair to the side, and kissing her neck, ear, and shoulder. With his other hand, he stroked her skin, feeling her tremble like a frightened deer ready to bound away. Yet she didn't move.

He suckled her neck and ear, whispering low, "Give me your hand. I want you to feel what you do to me ..."

She reached back, and he took her hand, guiding it to the front of his jeans. There she felt his hard cock straining to be let free.

"Feel that, baby? It means I want you. It means I find you beautiful and I want to make love with you until you cry from joy ..."

Seth turned Marlee to her and kissed her again, this time with even more passion. She returned his kiss and wrapped her arms around him, exploring his back and his ass through his clothing. Seth reached behind Marlee and deftly unhooked her bra. While those young, twittery girls did nothing for him in the long run, they were certainly good for the practice. Her bra hung loosely, and he pushed it from her, releasing her large breasts to his eager hands and mouth.

'OOOHhhhhhh' Marlee breathed when Seth's tongue played a symphony on her nipple. Flicking, suckling, nibbling until the nipples stood out straight and engorged.

"Gorgeous," he said, as he took in the sight of her now naked breasts. He had imagined this moment for most of his life.

Marlee gained enough of her senses to ask, "So, am I the only one that gets naked here, Seth, or are you going to grace me with YOUR presence?"

Seth laughed that great, soft, manly laugh that had filled her home for years.

"C'mere, little girl, and help me ..."

Marlee blushed again. No one had called her "girl" since she was 12, and certainly hadn't called her "little" in twice that long. She stepped to Seth and took hold of his shirt, hefting it over his head in one move.

Seth stood in front of her, naked from the waist up. She had seen his torso many times when the boys would do work around the yard and such, but never had she been so turned on by it. He was muscular, but not overly so. A light patch of dark hair peppered his pectorals, and a fine trail led down past the top of his pants to promised treasures below. He had prominent nipples, and she couldn't resist latching her mouth on one and giving it a bit of a gentle nip. Seth's eyes rolled back as the sensations hit him, and Marlee noticed a dark spot beginning to form on the front of his jeans.

"May I?" She batted her blue eyes at him as she reached for the top of his jeans.

"Please!" he croaked, feeling the warmth of her hands as she worked on the zipper and button of his jeans.

She pushed the garment over his hips, and down his legs, kneeling to push them all the way down. She remained kneeling as she grabbed the now-fully-tented boxers and began working them over his cock and down his muscular, tanned legs. When she looked up, his cock was pointing right at her.

Seth looked down and saw his best friend's mother kneeling below his painfully hard cock. He groaned as she took it in her hand, stroking tentatively, as if it were the first time she was doing this for a lover. His cock was about 7", and thick enough to fill a woman properly without being painful.

Marlee licked the shaft of Seth's cock, and felt him lurch with pleasure.

"Does my baby like that?" she cooed, knowing full well he liked it. "Do you want Mommy to keep going?"

Seth eyed her. Mommy? The thought turned him on even more and he merely groaned and shoved his hips at her, begging without words for her to take him in her mouth.

Marlee opened her mouth and engulfed him in one motion, making Seth gasp for air. It was as if he was being electrocuted, the pleasurable sensations were so strong as she sucked his cock hard. Her manicured hands cupped his balls, feeling their fullness.

Seth reached down and ran his fingers through her soft hair, groaning and thrusting in cadence with her sucking. She looked up at him and smiled inwardly, seeing the sheer pleasure on his face was something she desperately missed.

"Mom ... you better stop now."

Marlee kept sucking and stroking.

"Mom ..... MARLEE! I don't want it to be like this! Please stop!"

Reluctantly, Marlee let his cock go, and Seth stepped out of his jeans. He then took her by the arms and guided her backwards to the bed, pushing her back onto it. Her legs dangled over the side. Seth grabbed her panties and pulled them over her soft hips, down her legs and tossed them across the room. He then put his hands on the insides of her knees and pushed them open, revealing to him her dripping wet pussy.

"Dear God, that's what I want!" And with little more ceremony, Seth dove into her like a starving man into a plate of prime rib. He parted her ruby flesh, now dripping with juices and pushed his tongue slowly up her slit, gathering as much of her nectar as he could.

"JESUS, SETH!!!!" Marlee screamed as she felt his mouth come into contact with her pussy. Never in her 44 years of life had she felt such intensity of sensations and emotions all wrapped up in one small swoop of a tongue.

Seth hadn't had many lovers, but the ones that he'd had taught him a lot about pleasing a woman. He had never had anyone so responsive to his touches before, and it was all he could do to hang on to Marlee's hips so that he could continue his oral assault on her clit and pussy. Her juices tasted different than the younger girls: more musky, more full-bodied. It made him hungrier to have her.

"OOOOOHHHGGOOODDDDDDDD!! DON'T STOP!! OH, FUCK, I'M CCCUUUUMMMIIINGGGGGG!!!" Marlee screamed out her orgasm and ground her pussy against Seth's willing mouth.

Seth plunged two fingers into Marlee and quickly found her G-spot, rubbing it gently as he coaxed cum after cum out of her. Finally, she pushed at his head.

"Seth, baby, stop. I can't take anymore! I need ... to ... breathe!! Let me breathe!"

Seth raised his head and looked up at her. A fine sheen of perspiration covered her Rubenesque body. She was truly a sight to behold. He eased up on the bed, helping her to the middle and covering her with a light blanket. He cuddled her close while her breathing came back to normal.

"I have never had anyone ... ever ... make me feel that way! Seth, are you sure ..."

He silenced her with a long, slow kiss. Over and over their mouths battled for domination over each other, their tongues danced lazily between. He began to caress her body, exploring every delightful curve and roll. He loved that she was so "real"; not the "plastic perfect" girls that he had always thought would be what he would want. They rarely had a brain in their head, although they looked good on his arm. But he was a man of substance, and he wanted the same in his woman.

Seth slid over Marlee, and her legs fell open in invitation. He broke the kiss and looked down at her as his cock nudged its way to her entrance.

"Marlee ..." he whispered as he pushed into her to the hilt slowly, so he could feel every convolution of her channel.

"oooohhhhhhhhhhhhhhhhhhhhhhhhh" Marlee breathed against his skin, sending shivers down his spine.

As Seth pumped slowly into her, he looked into her eyes and said, "Now we are one. I love you."

His sincerity took her breath away. She had never felt more possessed yet so free. Her fingers gripped his back muscles, her legs pulled him closer, in an effort to completely melt into him. She wanted to be a part of this man forever. Little did she know, she always had been.

Seth began to pump harder, grabbing Marlee's ass in his hands and pulling her up so that his cock rubbed directly against her clit and his cockhead massaged her G-spot deep inside her.