Birthday Surprise Pt. 02

I was twenty at the second birthday party surprise, a full two years since the last one. It was a party for Jacob again. He was having his twentieth birthday party at his house and had several of his friends over, including me. Monday was a holiday and we slept over after staying up late Sunday night playing video games. We didn't get to hang out as much any more, all of us spending a lot of time at college. Jacob's dad was away on a business trip so, besides us, it was just his younger sister and his mom.

Over the course of the night, Emmanuelle had come down several times, checking up on us, making sure we had plenty of food and drinks. And then later, she came down in her robe and made sure we had plenty of blankets and pillows. I couldn't take my eyes off her... eyes that tried to go through her clothes and see more... much more. Our eyes always seemed to meet and it always felt like there was something between us.

I had dreams of her in that robe looking at me like that. Very pleasant dreams.

For some reason, on Monday morning, I woke up really early. The rest of the guys were still sleeping pretty hard and I heard a noise that sounded like water running. I had a feeling it was the shower running upstairs and, on that hunch, decided to investigate.

I snuck up to the stairs, trying to be as quiet as I could, following the sound of the water. And I saw that Emmanuelle's bedroom door was slightly open. I pushed it slowly, quietly, hearing the sound of water and a beautiful voice humming. She was in the shower. Her clothes were laid out on the bed.

I knew that there was a mirror across from the door and that you could look in the mirror and see into the bedroom. So I quickly ducked by the bathroom door, praying to God that she wouldn't see me. Then I silently and slowly opened the closet door and slipped inside, closing the door behind me so that it was just open a crack as I lay on the floor. Just open enough so I could see out. And I waited.

It was only five minutes or so before the water turned off and the humming grew louder. She walked into the bedroom drying herself off as I watched, completely amazed. Her body was far better than I'd ever imagined. Her breasts were so big... her nipples hard in the cool air. And she had a really little bush over her pussy. She put her foot up on the bed, sliding the towel up her long legs and briefly exposing her ass and pussy to me. But I was really enjoying the sight of her bobbing breasts.

She picked up her panties from the bed, arranged them in her hands, and then slid them through one foot and then the next. The pale green color looked so beautiful against her skin. She adjusted them when they were on, making sure they slid just right through her crack and that the material was correctly placed over her pussy.

Then she grabbed her bra and slid it around her waist to fasten it, then rotated it around and slid it up her torso, putting her arms through the straps and adjusting over and around her massive breasts.

I was sad to see her body covered up like this, but... this was the first time I'd ever seen a naked woman. I'd take it!

She grabbed a navy blue skirt from the bed, stepped into it and slid it up her legs, fastening it closed and zipping it up in back. Then she reached down to grab her blouse. My cock was so hard and growing even harder at what I'd just seen. I had to move a little to relieve the pressure and somehow kicked something in the closet... something that then bumped into the wall!

The noise made her stop for a moment and look towards the closet. She put down her blouse and started walking towards my hiding spot.

"Shit," I cursed myself under my breath! I was so dead!

"Ok, who's hiding in the closet?" she asked, sounding more frustrated than scared. "Sweetheart, I'm trying to get ready for work."

She opened the closet door and saw me sitting right there. Busted!

"Vince! Come on. Get out of there. Seriously... what has gotten into you?"

I crawled out and stood, but the bulge in my pajama bottoms was so very obvious. I tried to cover it up, but that only highlighted the problem.

"Oh... I see," she said, giggling a little. "I see that bulge going on. Is that a hardon?"

I turned beet red I was so embarrassed.

"Mmmm, it's actually quite impressive," she said looking at it admiringly, pulling my hands away one at a time, to expose it fully. "You know... I can't help but kind of notice that, lately, every time I come around you, that... uh... you've been kind of looking at me in a little different way. It feels like you're hitting on me."

"Well... um... I'm sorry Mrs. Montgomery," I stammered, trying to recover from this whole mess. "I didn't mean to come off that way. I mean, I do think you're very beautiful and all..."

She turned and walked toward the bed. "Beautiful... hmmm... well, thank you." She turned around to face me and my eyes couldn't help but lock into her magnificent, bra-covered breasts and the wonderful cavern between them. I quickly looked up and she smiled... knowingly. "I adore you, too, Vince. You are such a sweetheart. You really are. But I kind of feel you're looking at me like that now, too."

My mouth was so dry. There was nothing I could say at this point. I only wished that she'd just punish me or something so I could go and die somewhere else.

"Vince, you find me attractive, don't you?" She waited for a moment, but I couldn't answer. I was completely stunned. "Do you have a thing for me? I know you're my son's friend and all and maybe that's why you're being a little shy and everything. But I have a little hunch that just maybe you kinda think of me more than I'm just... beautiful. As I recall, the last time we were together like this, you were masturbating to me."

"I... but..." I stammered. There was nothing that I could say in this moment.

"So... I can tell when someone's hitting on me. I can tell when someone's stripping me naked with their eyes. You can't take your eyes off my tits even now. So now I'm trying to get ready for work..." she giggled, looking down at my erection again, "and I see that you're getting ready for something, too."

"Come here." She walked over to me, took my hand, and led me to a nearby chair, turning it to face the bed, and pushing me to sit in it. "I have to say that I'm extremely flattered that you find me so hot that you... uh... that it... makes your dick hard. I know you've been watching me a lot lately. Do you still fantasize about me... you know... when you're home... in bed... touching your... cock? Are you still masturbating a lot thinking of me?"

Without even waiting for answers that weren't coming, she walked back towards the bed, only 3 steps from where I sat, and turned towards me again.

"I bet you've never seen big tits like this before, have you?" she asked, bending over slightly and moving side to side so that her tits bounced in her bra. "Well, you know what I think? I'm kind of flattered. I like the idea of you stroking that nice, big cock when you think about me. I remember a time not so long ago where I watched you do just that."

Her hands moved over and around her breasts, squeezing them, pinching her nipples through her bra and my eyes were glued on them.

"So... Vince... why don't you... let me... help you out with that. How about you just... enjoy... watching me for a little bit. We'll just go ahead and take care of that bulge for you. I mean, I would hate for you to go out in public like that and be all stressed out. I think I should help you release some of your... tensions."

She raised up and walked back and forth a little bit, turning around to show me her entire body.

"It's kind of exciting that you find me so attractive. I'm kind of turned on by it myself, actually. How about you just... enjoy... watching me take these clothes off."

She reached behind her back and unfastened her skirt, pushing it down and stepping out of it. She tossed it aside, leaving herself dressed in only her matching bra and panties. My cock was pulsing and I had to adjust it once again.

"It's ok, Vince... take your cock out. I can see you really want to. And I want to see it again."

I hesitated. Was this a joke? I mean... really? This was my friend's mom... a woman I'd known for years. And she's not only not mad at me... she wants to strip for me and see my cock?

"Yes, you have my permission to touch your dick. Absolutely. In fact, I really want you to."

I opened the fly of my pajama pants and pulled my cock through. It felt so good to relieve the pressure.

"Wow! That's such a nice hardon, honey," she said, genuinely appreciative, looking at it, licking her lips, and slightly sucking on the tip of her finger. God, she was so hot!

She turned towards the bed. "Let me crawl up here," she said, crawling up, turned away from me. She looked back. "Do you enjoy looking at my ass?" she asked. "Do you like that Vince? So big and firm... just waiting for you to grab it and bite it. Are you an ass man?"

"It's... it's really nice," I said. I really loved how her panties fit, showing off her ass. The material slid into her crack, highlighting her cheeks just right.

She turned and knelt on the bed facing me, her body undulating as if she were dancing to unheard music.

"Or is it my big titties that you enjoy so much?" she asked, grabbing them and squeezing them through her bra. "You like these, don't you? Would you like to see them?"

"Yes," I whispered, barely able to speak.

"Of course you do," she giggled as she reached behind herself, unfastened her bra, and slid it off. Her hands then moved to her bare breasts, squeezing and lifting them. "Mmmm... how's this? Does this help? You like that? I know you do... all young guys like big tits, don't they?"

She squeezed and twisted her hard, little nipples making them get even harder as her hips continued moving hypnotically. It was the sexiest thing I'd ever seen. My cock was throbbing as I slowly stroked it.

"Yeah?" she asked, smiling. "Take a nice, long look at these. They're so soft and sensitive." She giggled. "I can tell you like them. You're cock is getting so hard."

I groaned and closed my eyes for a second. I wanted to make sure this image of her would forever be burned into my memory.

"Mmmm," she moaned, making me open my eyes again. "I like watching you stroke your cock for me. Maybe... if you're a good boy for me... maybe... maybe you can put your cock between my titties. Would you like that?"

"Oh my God, yes!" I said... rather too excitedly.

She smiled, obviously enjoying my answer. "Mmmm... would you like to see more of me?"

"Yes," I said softly. "I do."

"Yeah? I figured you would," she giggled. "Go ahead... keep jerking that cock. I want to watch you so I have something to masturbate to later. So I can think about that hard cock while I'm playing with myself." She slid her panties down to her knees and spread her knees as wide as they would allow. "Let me take these down."

I watched, completely captivated as she slid her hand between her legs and played with her pussy. "Did you watch me in the shower? When I was scrubbing and rubbing my pussy, making it all nice and clean. Maybe you saw me touching myself... playing with my pussy."

"No... I didn't see that," I said. Unfortunately...

"No? Oh... we may have to remedy that some time," she said, smiling as if that would really excite her. She turned and bent over again, showing me her bare pussy and ass from behind. "How's that view again?" she asked, still watching me. She reached back with one hand and pulled her ass cheek to bare her ass and pussy even more. Then she slid her hand over her pussy, pushing one finger inside for a moment.

"Oh, God..." I moaned. I had to squeeze my cock and stop stroking for a moment or I was going to blow my load right then and there. And I never wanted this moment to end.

"Oooh... you really like that, don't you?" she smiled. She loved teasing me like this. She knew she had so much control over me. "Good... keep jerking." I started stroking again, on her command, and felt the pleasure just coursing through my body. She giggled. "Oooh... Vince," she moaned as she turned over, lay on her back, and removed her panties completely. Then she got back up on her knees, facing me. "Look how big you are! Oh, God... that looks so good. I think I am definitely going to have to take care of that rock hard cock of yours."

I moaned. I wished she would... I really, really did. I could imagine how it would feel to be touched by her... sucked by her... fucked by her.

""Yeah?" she smiled as if the came up with an idea. "How about if I put your cock in my mouth a little bit?"

My eyes went wide. Could she really be asking... could she really want to... to... suck my cock?

I didn't say a word, but she could tell from my expression that I definitely wanted that!

"Yeah? Well... not directly this time," she giggled. "Let me see what I have here." She reached under her pillow and pulled out a realistic, flesh-colored dildo, complete with balls, and a suction cup base. I never even wondered why it was so accessible. I never even considered that she used it on herself very regularly.

"This looks like a pretty good substitute for you," she said, looking up and down it's length. "You think? It might even be a little smaller than you." She set the suction cup end on the bed and stroked it a little, then laid down on her stomach and licked it from the base to the top. When she reached the top, she swirled her tongue over the head and sucked just the head between her lips.

"But it'll do for now." She looked directly at me as she seductively stroked and licked the dildo, sending shivers all over me. "Oh my God... your cock is so rock hard and big," she said, treating the dildo just like my cock, "I can barely wrap my lips around it."

Her lips wrapped around the head and she pushed down, sliding it deep into her mouth. "Mmmm... ah... look at that," she said. "That was really deep." She slid up to her knees and moved to the end of the bed, much closer to where I was sitting. "Keep jerking that dick... faster. Oh I love that! Fuck... it's so big. Don't tell anyone but your cock is much bigger than my husband's."

She knelt there, licking and sucking on the dildo while she watched me masturbate. "I bet your cock would feel really good in my pussy," she said softly. "Can you just put it in a little bit to tease me?"

She giggled when I groaned a low, excited "Yes!"

"What's your favorite position Vince? Huh?" She pulled out a bottle of lube and slid it over the entire length of the dildo as she gave it a handjob. "Do you want to bend me over and fuck me from behind? Do you want to try that way first? Don't tell anyone, but I'm tight... You'll love having your cock deep inside my tight, wet pussy."

She continued stroking the fake cock. Her hand teased my cock as much as the fake one. I easily imagined how it would feel on my shaft.

"Oh, it feels so good in my hands I can't wait to have it in my pussy." She turned around and moved to all fours, exposing her ass and pussy to me as she looked back at me. She slid the dildo up and down her slit and ass, teasing herself, applying the lube to her ass and pussy as well.

"I bet you've always fantasized about fucking me, haven't you Vince?" she asked, putting the head of the dildo at the entrance to her pussy. Keep jerking, Vince. I'm just going to fuck myself while you jerk. I'll pretend it's you... that it's your cock inside me." She slowly pushed it inside, moaning softly as it invaded her depths inch by inch. It seemed to take forever to get all the way inside, but once it was, she slowly fucked herself with it.

"Oh, fuck! Vince! Oh my God! You're so fucking big." I changed the tempo of the strokes on my cock to match the speed she fucked herself with and squeezed a little tighter to simulate the feel of her pussy.

I groaned and exhaled sharply as I watched her, feeling my orgasm building.

"Ohhh! Fuck yes!" she said loudly. "You fill me so good, Vince... Yes! You feel so good inside of me." She was pushing the entire length of the large dildo into her pussy, completely burying it inside before sliding it back out again and again. From my angle, it looked like it was too large to fit in the first place. God, I so wished it was my cock inside her.

She removed the dildo, turned around on the bed and set the base on the bedspread. It looked so long sticking up in the air like that as she stroked it with one hand. "You want me to face you so you can see my titties bounce all over you while I ride your dick?"

She lowered her pussy so that it pressed against the head and she slid up and back, teasing herself once again. "Yeah?"

"Yes," I hissed, barely able to speak again.

"Uh huh... Come on jerk that dick faster," she urged me, sliding the dildo up and back and then stopping to sit down on it, pushing it deep once again. "God you're so fucking big," she moaned, her eyes half closed.

She slid forward and back and moved up and down, forcing the dildo in and out of her wetness. Her entire body was glistening with sweat, her tits bouncing beautifully.

"Oh yes! You feel so good... your hard cock feels so fucking good," she moaned loudly. "Oh you're making me so happy Vince! Yes... oh fuck! I had no idea you were so rock hard and big. Look at that."

She watched me stroking my cock, licking her lips, pretending she was fucking me. I dropped my other hand to stroke and squeeze my balls.

"Yeah... think about my pussy fucking you, Oh fuck, you love that don't you? My tight pussy squeezing your shaft..."

"Oh my God," I panted.

She dropped one hand to her pussy to stroke her clit as she continued fucking the dildo. "Oh, fuck! Yes! I love riding you... oh yes! Fuck yes! Keep fucking me Vince! Oh God! I want to cum all over your big dick. Ohhhh.... ohhhh... ohhhh," she moaned as she came.

God! I was getting so close now. My hand was moving rapidly up and down my shaft and I was panting. I had no idea how I held it in this long.

She was smiling broadly after she came and watched me stroking my cock. "Yes! Oh, you're stroking so fast now. You gonna cum for me Vince? Are you gonna cum for me?" She got off the bed quickly and knelt on the floor in front of me, bending forward so that her breasts were so very close to my shaft.

"Yes," I whispered, barely able to talk. My eyes were fully of her tits behind my stroking hand. "I'm gonna... I'm gonna cum."

"Do it... make yourself cum," she said, excitedly. "That's it. Cum on my tits. I want to see you make that dick cum just for me. Right on my tits. There you go... cum for me. Yes, yes, cum!"

And that was all it took. My cock started spraying my cum into the air and while most of it it landed on the chest and abdomen of my t-shirt, some had landed on her chest. Then it slowed and just flowed over my hand, coating it with warm, white fluid.

When I opened my eyes, Emmanuelle was looking at my cock, licking her lips, and sliding her fingers through the cum on her chest. "Mmmm... you just came for me, baby," she smiled. "It's so exciting knowing that you came for me. While I'm at work, I'm going to be thinking about it, wishing it were dripping out of my pussy down my legs. It's so warm. That felt so good."

She stood and picked her panties off the floor. "I need to get ready for work. I need you to put on your clothes. Maybe if you're a good boy, we can do this again sometime. But you get outta here... I gotta get cleaned up and get moving. She slid her panties up her legs and adjusted them again.

I tucked my now-deflating cock back inside my pajamas and adjusted my clothes. I was going to have to clean off my t-shirt somehow, or change it. My hand was still very coated with cum, so it was of no use to help me or I'd get cum everywhere.