Photographs and Memories

She didn't say anything, just leaned in and kissed me softly, gently, and with plenty of tongue. The kiss lasted a long time, but who's complaining?

Eventually we parted and I said "I'll let you know when I'll be over again."

"Okay!" she said happily. She squeezed my hand and said, "I'll be ready for you!"

Before things got any mushier I stepped out the door and walked to my truck scratching my head in wonder. Are all married women this sexually unfulfilled? Have I somehow tapped an unknown to me vat of male sexuality? I was two blocks down the street when I saw her husband drive past me. With a laugh I wondered if he would notice the intense odor of incredible sex in the air.

Ch 03.

It's Monday the 29th and I'm watching the high school kids walking home as they pass our house. Mom surprised me by leaving the house about 15 minutes ago for the spa where she was getting the 'full treatment'. So far my scheme had rewarded me with two sessions of incredibly hot steamy sex with two of the women from my church. In spite of that my balls have been killing me with their fullness. Or maybe it's BECAUSE of it! All I know is Tuesday is TOO far away.

Finally I spied the one I was watching for. Penny Wood was alone and about three houses away as I stepped out our front door to cut her off. We had been in no classes together the previous year but that hadn't prevented me from asking her out three times. Rejection times three is hard to take. This will make up for it was my thought on the matter.

I intercepted her and engaged her in small talk for a bit before, "Hey Penny, I need your help with a problem that came up. Could you come inside for a minute and help me?"

"I need to get home," she said.

"Please, I REALLY need your help."

"Where's your mom?"

"She ran out to the store and should be back any minute now." Lies ... such lies I'm telling. "Come on Penny, it probably won't take very long."

"Oh alright Russ. Just try to make it quick."

I guided her into our house without acknowledging that last request. Hell, I was hoping for an hour or two. I showed her where to put her books and then led her upstairs towards my bedroom.

She stopped outside my bedroom door and said, "Look Russ, I don't know what you want, but I am NOT going into your bedroom! I am not that kind of girl!"

"Oh pullease, I know where I stand with you, miss 'I won't date you times 3'." Holy shit did she blush when I said that. "I promise you MY pants will stay on unless YOU take them off."

She gave a half laugh as she said, "Good luck with that," even while she stepped into the lion's den ... um, my bedroom. She looked around my room and said, "Hm, not too bad. I was expecting much messier."

We chatted for a few minutes before I grabbed a manila envelope from my desk. "Penny, I'd like you to look at some photos that I took a not too long ago and tell me what you think."

"Okay, sure. You really are a good photographer." I waited as she pulled one out and then watched her eyes bug out in shock followed by surprise. "Jesus Russ, I'm not into porn you perverted bastard. Oh my god.......that's my MOM!"

"Yup," I said with a slightly smug look. "There are more, many more. Go ahead; look at the rest of them."

Penny managed to pull out a second photo and gasped as her eyes bugged out. When she pulled out a third and then a fourth she groaned and sat slowly onto the edge of my bed. "How ... how did you get these?" she asked before she went on while giving me no time to answer, "Why are you sh ... showing me these ... these disgusting pictures?"

"Well you see ... it's like this ... I'm having a hard time deciding what to do with them. I mean, I could just send them to your dad ..."

"OH MY GOD NO! THAT WOULD KILL HIM!"

"... or I suppose I could make copies for all the teenaged boys at church ..."

"OH GOD NO!"

"... and then again maybe I should just post them on the web with your mom's name and address."

"Oh god, you wouldn't!"

"Actually I might do ALL of them! It's so hard to just pick one."

She finally looked up from where she had all of the photos spread out before her and asked, "But why do you have to do anything with these? Can't you just get your jollies from looking at them while you ... you do whatever you boys do?!"

"Oh Penny, these are like a goldmine to me! I mean, they say that a picture is worth a thousand words right? Well then I have a lot of words right there ... and a whole lot more that I haven't printed out ...... yet." She had a very distressed look on her face as I smiled at her and added, "Besides Penny, I'm not a boy ... I'm a man!"

"No, you're a pervert! Getting your pleasure from taking naughty pictures of naked women: you ought to be ashamed of yourself!"

"Not really."

Penny went silent for several moments as she looked at most of the photos again. I had picked them special because of the way they so crisply showed her mother's face AND her good looking MILF body. Nervously she was twirling her hair with her fingers as her eyes moved from one photo to the next. Very softly she said, "Jesus mom, what did you do?" Finally she looked up at me with tear painted eyes and asked, "Why are you showing these to me? What can I do to help you and your perverted plans?"

"Well, I had thought about blackmailing your mother into having sex with me ..."

"OH MY GOD! She'd never do that! Never in a million years! God you are such an asshole!"

"Yeah, that's what I thought she'd say. And then I thought that she is pretty old and I'm not," and I watched as Penny turned white as she understood where I was going. She sat there waiting for the shoe to drop. "So then I thought ... well ... you are my age and a lot hotter ..."

"You mother fucking bastard!"

"Such language ... and I thought you were a nice girl. As I was saying, you are much hotter than your mother and so you could be her surrogate and then after that I could just destroy all of my photos of your mom."

Penny got up and glared at me as she bellowed, "You are such an asshole! I'm leaving and I'm taking these with me!"

Her hands were grabbing the photos as I told her, "Go ahead, I'll just print more. But remember, you are senior class president and the best bet for home-coming queen. How will you feel when all the kids are talking and laughing about you behind your back just before your family hurriedly moves out of town?"

"Why are you doing this to me?"

"Like I said, you are a lot hotter than your mother!"

"I'm ......... I'm still a virgin Russ and I am NOT going to fuck you! If you think I am you are sorely mistaken!"

"You may be a virgin but that doesn't mean you can't blow me and swallow my load."

"Oh yuk, that is SO gross! I hate doing that! You guys taste terrible!"

"The way you say that makes me think you also know how girls taste," I said as she turned a deep crimson color. "In any event, if you don't like the taste then just deep throat me and take it straight to your stomach. See ... one problem solved already! And you WILL fuck me ..."

"NO!"

"... one way or the other. I really don't care, pussy or ass, either is fine with me!"

"Oh my god mom, what have you done to me?"

"Hey don't worry, a year isn't that long."

"WHAT?!?!?! What year?"

"Unless you want your family ruined and torn apart I own you, your throat and your lovely ass for one year!"

"You said once..."

"Nope, I never mentioned a time limit. Should I make it two?"

"God NO!" She stared at the photos in her hands and sat on the bed for several moments while her brain processed her predicament. Very softly she breathed out, "Damn it mom," as she placed all the photos back on my bed. With her head looking down she slightly louder asked, "What next?"

"Take off your clothes."

"Damn it mom," she said as her fingers slowly undid her blouse and dropped it to the floor.

"Nice bra Penny, now loose it," I said as I lecherously ogled her tits still encased in a lacy red low cut bra. Very sexy stuff there. She bit her lower lip as she reached back and unsnapped her bra, then inhaled and let it fall to the floor.

"Happy now you asshole?"

"Not yet but I will be. And watch your mouth or I might accidentally miss your ass when I fuck it! Damn you have nice tits!" They really were, probably around a 30C but riding high on her slim chest, filled with youthful firmness and begging for attention.

Her eyes flicked to the photos spread out showing her mother's full and mature tits before she said softly, "Th ... thanks ... I guess."

"Come on, keep going. Take everything off."

"Shit. Damn it all mom," she said softly even as she unsnapped her jeans and pushed them down and then off of her legs.

"Really nice panties," I said when I saw her slit peaking through her red lacy undies.

"Pervert."

"Are you going for two years all ready?"

"Sorry Russ." In no more than 2 seconds her panties were off and she stood there naked as the day she was born but looking a whole lot better. "Is this the way you want me? How about like this?" and she turned giving me a full 360 degrees view of her unblemished body. Without a doubt she had the best 18 year old body I had ever seen!

"Oh yeah, this is much better! Like I said, you are MUCH hotter than your mother!" She flinched when I reached out and grabbed her left breast and massaged it before giving her a firm squeeze. Then I slid my hand down and stroked her ass as a shiver passed through her. My fingers trailed around her once more and soon found themselves lightly stroking her pussy where she groaned and tried once to get away before she managed to move back into her former place and stare right into my eyes. They never wavered as I inspected her clean shaven virginal sex, even when I slid a finger into her and discovered she indeed was still chaste.

Probably because she wanted to get my mind off of her pussy she said, "Well, are you going to get your little dick out or what?"

"Like I said earlier, my pants won't come down until YOU take them down."

"Oh god ..."

"Come on, get started."

"But your mom will ..."

"She won't be home for at least 2 ½ hours. Probably more like three."

Very softly she moaned, "Damn it mom," before her fingers began shyly undoing my pants and pushing them down to my ankles. She helped me step out of them and then reached for my boxers. I motioned to my shirt and she stood up and pulled it up and over my head and off of my arms.

This put her face right by mine and I said, "Thanks gorgeous." Thinking I was going for a kiss she moved quickly away and then dropped to her knees before me and grasped my boxers' waist band.

Her eyes moved up to mine and then she looked right at my crotch as she jerked my shorts down and let them fall to the floor. She gasped as my still soft cock came into view. "Gosh Russ, is this it or does it get lots bigger?"

"Start sucking and you'll find out real soon. And watch your teeth or I'll still send out those photos."

"But if I do this then you keep them private forever, right?"

"You heard the deal. One year and then you AND your mother have nothing to fear."

"I still think you're a bastard," she said just as her lips encased the first inch of my shaft and her tongue flicked about my tip.

"Don't piss me off Penny."

She didn't answer; instead she sucked harder onto me and worked her tongue with greater purpose as well. My cock began to swell and I grabbed her head trying to hold her tight to me. She looked at me in surprise before a quick twist of her head allowed her to pull off of me and look at me in astonishment.

"Holy fuck ... how big ARE you?" she asked rapidly. "Honest Russ, I've never even heard of a cock that big! I'll never be able to handle all of that!"

"Never say never is my motto."

"I wonder why," she snidely interrupted.

"Yup, and I was right! Now get back to sucking my cock! I can't wait to fill your mouth with my hot cum!"

"Please no!" she said as she took me back into her mouth. A few seconds later she pulled off of me and said, "I'll suck you right up to when you cum and then I'll jerk you onto my tits. Wouldn't you like to do that ... to paint my chest with your cream?"

She quickly took me back into her mouth where her tongue worked pretty good at slurping all around my first three inches or so. It felt pretty good but I didn't want her to know that I liked it yet so I stifled my moans as I began thrusting my hips into her face. My shaft was pressing hard against the opening to her throat as she looked up at me with terror in her eyes. A particularly hard thrust pushed my cock into her throat about an inch or two and she pulled off of me coughing and sputtering, her face once again red.

"I told you I can't do that! Never have been able to and you are way bigger than any other guy I've blown. Please don't do that again and I will really make you feel good!"

"Maybe you didn't understand the situation; you are to 'really make me feel good' anyway. And if I want to pump your throat I will!"

"Fine! But if I throw up all over you it isn't my fault!"

"Call it my fault if you want to but YOU will be the one who pays the consequences! Your pussy looks real inviting to me!"

"Oh please god, no! I'll try not to have an accident. Just take it easy on me ... please Russ."

"I tell you what; stop farting around down there and use more tongue while you suck on me as if you mean it! Work your hands on my shaft where you can't get it into you mouth and make love to my cock! You do that and I probably won't force my cock down your throat."

"Oh shit," she said softly as my cock returned to her mouth and her tongue became much more active against me. She ramped up her suction while her right hand began jerking my length hard.

"That is much better Penny," I said as she worked my shaft. "Keep doing it like that; just take me a little bit deeper. Much better. Oh hell yeah!"

Damn she looked beautiful kneeling before me with my cock in her mouth! About four minutes later I nearly shit when she pulled off of me -- finally -- and smiled before asking, "Am I making you feel real good Russ? Make sure you let me know what you really like."

"You're doing fine gorgeous," I said making her smile even broader. She sucked me back into her warm mouth and resumed sucking me hard. She was definitely getting into it and was going at me as if she really wanted to make me cum hard.

About a minute later I said, "Stop for a minute." She sucked onto me hard as she pulled off of me and looked up at me wondering what was wrong. "Get up here with me; it will be a lot more comfortable," I told her as I moved onto my bed and scooted into the center. She gave me a worried look that showed she knew it was easier to end up getting fucked while lying on a bed.

"Now," was all it took and she hopped onto the bed and settled down between my legs and resumed sucking me for all she was worth. My hands lightly stroked her head and shoulders before I twisted at the waist and managed to reach her right tit and gently massage it making her moan at my touch.

About two minutes later she moved over my leg without stopping what she was doing to my cock and moved to my side where I could reach her better. It became hard to tell who was moaning harder, me from her oral efforts or her from the intense breast massage I was giving to her.

Ten minutes or so later she lifted off of me and worked her jaws a bit to loosen them up. Then she asked, "What am I doing wrong? Why haven't you cum yet? I've never had this hard of a time at getting a guy to give it up."

"As good as what you've been doing feels, I think you are trying way too hard to make me cum, instead of just trying to make me feel good." She looked at me with a confused expression so I said, "Swing your sexy pussy up over my face and I can make you feel good while you do the same to me. Besides, I think you will like this angle better."

"Oooookaaaayyyy, I'll try it," she said slowly. "Just don't get carried away and ruin me down there, please Russ." Shit, even as she said it her legs clamped tighter together.

"Hey, I'm trusting you with my dick in your mouth! The least you can do is trust me with you pussy in my face! After all, if I screw up you will live with no ill effects. But if you don't earn my trust I could be ruined for life!"

"Oh no! I'd hate to ruin a cock like this one!" That seemed to be all it took as she moved around until her knees straddled my shoulders with her pussy settling down right over my face. Then she slipped my cock back into her mouth and resumed her blow job. I let her get back into a rhythm before I slipped my tongue into her gash and slurped it from one end to the other. The instant I touched her she pulled off of my cock as she gasped "OH!" I found her little clit and gently sucked it into my mouth where my tongue flicked at it rapidly and she again cried out, "OH MY GOD! OH GOD YES RUSS, EAT MY PUSSY! OH MY GOD!"

Both of us were making the other moan and groan in pleasure when I quickly spit on my index finger and gently rubbed it on her ass hole. Again she pulled off of me groaning, "Oh holy fuck." After again wetting my finger I again rubbed on her puckered hole and then eased it into her to my first knuckle just as I sucked HARD onto her clit.

"OH GOD! HOLY FUCK! DAMN THAT'S GOOD!" she cried out before diving back onto my shaft. Her body was jerking in response to my oral and tactile efforts when I groaned out quite loudly as she suddenly had her nose buried against my balls. Her body froze for about three seconds before she pulled all the way off of me. "Holy fuck, how the hell did that happen?" she asked in wonder.

I was too busy working on my sumptuous meal before me to think about answering her so she took me back into her mouth and slowly worked the first four or five inches. I paused as a much needed groan flowed out of my body as she slowly pushed forwards again as she once more took me to my base. This time she pulled nearly off of me before her head moved onto me and I slithered deep inside her throat.

"Oh god Penny, that feels awesome! Keep that up and I'm going to cum for sure," I groaned into her dripping pussy. Man oh man were her juices flowing hard and strong. Tasty too! Even after I said that she couldn't do it as by then I had three fingers pumping into her ass while my lips and tongue strummed her clit like a flamenco guitar. Those two things combined sent her reeling over the edge and her head pulled back as she cried out in joy.

"OH MY GOD! WHAT ... OH GOD I'M CUMMING! CUMMING! OH MY GOD YESSSSSSSSSSS!" she screamed into my crotch as I struggled to hold her to me with my left hand. Her body was jerking and convulsing above me as she came hard for me. Penny silenced herself by slamming her mouth around my cock and sucking hard onto me.

Her climax had subsided nearly all the way even as mine was building towards a monumental orgasm. When I knew I was right on the edge I sucked onto her little nubbin super hard as my tongue mimicked the wings of a humming bird. I felt her body shake as she came just as I heard her muffled groan of pleasure that I drowned with my first huge blast of cum. She swallowed it down just before my second huge rope shot into her mouth. Penny was working hard to keep up with my blasts and my balls were working hard at making it more and more difficult for her.

My sixth rope was much smaller that the others. Then my seventh was barely a blast at all. Number nine was more of a dribble and then all I could muster was stray drops. That was when I noticed Penny was frantically searching for and trying to coax more of my seed from my balls. Suddenly her head began flying on and off of me, taking me to my balls every time while her tongue slithered everywhere on me. In addition her suction had never been as intense as during this time.