Camping with Mother's Friend

"Ooooh...oooh...oooff, this is so good. Oh, God am I turned on. Forgive...me."

Still with panties on, Brenda was now rubbing her pubic mound and clit against my shaft faster and faster. I slipped my hands into the legband of her panties and her soft ass firmly, pressing her body against me and giving her soft words of encouragement. In truth her rubbing was a bit uncomfortable but endure it a thousand times I would.

"Uhh...uh,uh..ooooooooooo, yes."

There was a frantic wiggling in her moves now and moments later she gasped between breaths as she had a long orgasm, pushing herself against me for long seconds, relaxing for a second then pushing herself hard against my shaft again to prolong the contact. I felt moistness from her wet panties seem through my own underwear, and thrilled in the feeling and the moment, but said nothing. Either I didn't want to risk saying something dumb or couldn't think of anything to say. I was simply overwhelmed. Overwhelmed with the sexiness of the moment, my good fortune, the intimacy. I simply kissed Brenda around her neck and face, stroking her hair. My hands caressed her soft back, then down to the top of her backside and back.

A minute passed, then Brenda spoke.

"That was so wonderful, so amazing. I just want to lay here and soak up the moment."

She kissed me and put her arms around me snuggling close.

"I have so many feelings: happy-ecstatic, actually... I'm so at peace, grateful...did I say happy" she laughed.

"And there's you", she said, reaching down to caress my hardness. "I guess we broke the rules. My fault", she laughed.

Her hands gently probed the outside of my underwear, then she snuggled in closer and slipped her hand inside the elastic band. She grasped my penis delicately with her fingertips and stroked me gently. I strained in pleasure and unconsciously pushed myself into her hands.

"I have some lotion in my bag-if I can find it. We can't have sex now, though. Okay?"

"Sure."

I was not a man hard to please.

It took a minute to find her flashlight in the total darkness, then she turned it on and rummaged through her stuff. I could see her naked back and a sexy, round ass in panties. I leaned forward and kissed the small of Brenda's back. She reached around and held my head for a second, then I retreated. Her hands found me in the darkness, then her plastic bottle made a rude sound, kind of a fart/blurp as lotion came out. We giggled in embarrassment.

"That was YOUR bottle, not mine", I said laughingly, and we laughed once again.

I felt so grown up as Brenda's moist hand found my stiffened penis and she began caressing me in different ways. This amazing woman-not a girl-was giving me near total intimacy. I sighed or moaned as she felt me in different ways. It was incredibly sexy, and I knew I wouldn't last long. I thought about asking her to back off and make it last, but didn't have the nerve. Instead I just said "Yes" when her hands encircled my penis at the tip and slid back and forth. I lasted only another ten or fifteen seconds, then pumped sperm out in copious amounts as I came in spurt after spurt. When I'd finished , Brenda gave me a delicate squeeze, signifying the end.

"That was very sexy" she breathed. "How do we clean you up?"

I cleaned myself a bit with my underwear, then we instinctively hugged. And kissed. And hugged some more, then Brenda whispered "I feel such love right now...not IN love, necessarily, but I feel so close to you...and special."

"I know" was all I could respond. "YOU are special. I want this to go on and on and on."

Brenda made approving noises and snuggled in to me. My free hands went around her waist and I found myself rubbing the side of her rear. I pulled her to me and continued caressing more of her soft ass through the legband of her panties. Brenda made no objection. I leaned back to separate our bodies and ducked my head downward to kiss her breasts once again. I couldn't resist, and a little voice told me to get as much as I could this moment because it probably wouldn't happen again. Brenda didn't seem to mind, and moaned in pleasure a time or two, though once asking me to be a little gentler with her nipples. I obeyed instantly and sucked one nipple gently with my lips and twisted the other lightly between my fingers. Brenda squirmed in pleasure and was very vocal with her appreciation. It never failed to amaze me how something I enjoyed doing so much was even nicer for the other person.

My free hand, the hand that had been caressing Brenda's ass a few minutes earlier now dropped down to caress Brenda's thigh absently. Her inner thighs were soft and womanly, and I delighted in their satin smoothness. Brenda seemed to like it too, for I heard murmurs of pleasure. We had had an "above the waist" rule, but was that still in effect? I went slowly, but dragged my hand lightly at one point over her damp pantie crotch and felt her jerk ever so slightly. She said nothing to stop me, so I continued my light stroking and teasing. I grew bolder and slid my fingers down the edge of her panties, but didn't try to go underneath. Instead I teased back and forth lightly over her wet pubic mound, down her thighs, then back again across her panties, slowing down and increasing the pressure slightly on the twin bulge of her labia and the little bead of her clit hidden somewhere in those sweet folds. I became more bold by the minute, gradually increasing the pressure with my full palm one minute, then teasing her clit with gentle fingertips the next. Brenda's loud breaths filled the tent, punctuated by quiet moans and sighs. She was not stopping me! After another few minutes of gentle teasing her through her damp panties, I held my breath and boldly slipped slipped my hand into her panties.

"What took you so long?" she laughed. "I thought you were going to tease me forever."

"I am" I replied, and slipped my hand through a generous amount of damp pubic hair (this was the 70's, after all) until my fingers found a wet and warm set of labia. I couldn't believe the heat those lips radiated. My middle finger fell naturally into the damp void that was Brenda's pussy. Instinctively I probed deeper. Brenda spread her legs wide to allow my probing, and I caressed her pussy every way I could think of for the next few minutes: In and out, reaching deep, touching her clitoris gently, massaging deeply with my fingertips, feeling body parts I couldn't accurately name. Brenda jerked slightly and made a sexy moan every time I brushed her firm little clit.

"Take my panties off " Brenda murmured, lifting her ass and starting the process. I finished it, stripping her panties off her ankles, pausing for a fraction of a second to inhale the air, searching for the scent of this very sexy woman.

For some reason, mostly Brenda's earlier pronouncement, I figured we wouldn't have sex. I was happy just to play with the amazing pussy before me with my fingers, but as I removed Brenda's panties and felt her body beneath me, I wanted to lick her. I was beside myself with lust and couldn't wait to taste her, to mash my mouth against the soft, wet and warm lips of her vagina. Instead of a direct assault that might be rejected if she turned reluctant, I began my attack by kissing a foot, a calf and parts of a leg. At one point I pushed a leg back and kissed behind a knee, then tickling the spot with my tongue. Gradually I worked my way higher, kissing thighs and crouching down just inches away from my target. Slowly, slowly, I progressed, kissing, sucking, tickling skin with my tongue, kissing again and grazing my lips a little higher. I heard quiet cries of joy; sounds hard to translate into words, but whose meanings were clear: Brenda was loving it. She caressed my head and hair as I progressed higher, sometimes with one hand, sometimes with both.

As I got closer to Brenda's womanhood, I breathed deeply again and again in pleasure. I kissed every inch of soft flesh and shook with excitement at the prospect of even greater pleasure. My nose accidentally touched her wet folds as I got closer, and I was surprised at how warm her vagina was. I licked and nuzzled feminine smelling skin inches from her wet lips, then kissed either side of her long and wrinkled labia. It was my intention to lick some more, to tease her more, but I couldn't wait. I licked up Brenda's soft and warm crease, then down. I tried to suck every wet fold of skin into my mouth, to taste the essence of this glorious woman. Ten Miss USA contestants could have stripped ten feet away and I wouldn't have even looked. I just wanted more of Brenda. I wanted to give her the best time of her life. I was filled with gratitude and love and could only think of pleasing her.

I did. Instinctively I focused on the warm folds around her clit and found the rubbery little pearl. Brenda gasped and squirmed slightly as I sucked lightly and chased the lively bud with my tongue and lips. Her body rhythm soon got in sync with my tongue and I could feel little pulses run through her faster and faster. I squeezed that sensitive bud gently with my lips. Her voice trembled and then it came: one big jerk, then another and spasm after gentle spasm rocked her body. One second her body froze as the intense pleasure ran through her, then a tremble as more as waves of orgasm subsided. She made sounds unlike anything I'd heard; a short, high-pitched and feminine grunt; a soft cry of pleasure and other sounds I can't remember accurately, but I sure loved hearing them. It only took a minute, but like that small step for man, big step for mankind, that minute changed everything. Brenda pulled me down to her and we hugged tightly. One of my legs slipped between hers and I felt Brenda pushing her sex against my leg with all her strength. I wasn't sure why at first, then realized that it was an attempt to make our bodies one, to bond us together and be as close to another as physically and emotionally possible. I held her close, my heart full, my breathing changing from quick and shallow to long and deep. We each took several long breaths.

Brenda broke the silence. "Holy cow and wow. That was sooo nice...A part of me is totally drained but my heart is full. Just hold me for a bit. I won't forget about you, I promise."

"I know. I feel lucky...special...thankful."

Brenda made a "mmm" noise, then started caressing my chest and stomach, gradually moving lower.

"We're not done yet", she whispered. Her hands crossed my stomach, brushed across my stiff penis, then squeezed it gently. She stroked me, teased the head with her fingers and ran her hands up and down my shaft.

"I'm not very good at this" she said. "If there's anything you want me to do or a certain way you like to be touched, just tell me."

I said something like "It feels really nice", but it felt even better when she put some saliva on her palm and stroked the tip of my penis with her moist palm. That did it. a few seconds later I felt a gush of sperm come out, then another and my whole body contracted in the most exquisite pleasure I'd ever experienced. More fluid oozed from the tip as the waves of bliss subsided. I felt embarrassed by the mess and mentioned something about getting something to clean it up.

"Nooo. Don't...it's okay" Brenda said quietly. She spread my ejaculation around my stomach. "It's precious. It's special. I'm gonna leak some, too, you just can't see it."

Brenda continued caressing my stomach, dissipating the sticky fluid.

Neither one of us said anything for a spell, but Brenda reached out and hugged me tightly. We rocked in silence, in happiness, in contentment. There was a lot to say and nothing to say. I inhaled her sweet smelling hair, kissed her ear and any skin near my lips. Then kissed the area some more. That's all I could think of to do, and I didn't know what to say. I feared breaking the magic bubble we were in, for this moment really seemed magical, and I was as humbled as if I'd had a religious experience.

I actually fell asleep for a few minutes, woke and found I had to take a piss. Reluctantly, I left our warm cocoon and went outside the tent to empty my bladder against a tree far enough away from the tent to not be heard, but not 2 steps farther than I wanted to walk. Every few seconds some variation of "Holy Cow" echoed through my head, followed by "This is real. Is this real? This is real." I shook my head as if to cast out the echoing words and returned to the tent. How sweet it is when the woman you were just intimate with reaches out to hug you. It was a little too hot to sleep entwined all night, but we sure wanted to. I held Brenda tightly, nuzzling, snuggling into her, then with a few more kisses and murmurs of thanks we drifted off to sleep.

There was more hugging in the night as one of us woke and stirred, invariably waking the other. If you're used to sleeping together and suddenly there are arms and legs and a body where previously there was none, it happens. But it was just another opportunity to hold each other and contemplate our good fortune, so we returned to sleep happily.

We woke gradually as the sky lightened and birds began chirping. The light of day had some interesting effects. Night seems like the time for fantasy and loving and romance. Day is reality, time to reflect on what just happened, a heightened awareness of each other and a curious shyness. Daylight brings a new level in a relationship: it's either grab your clothes and get out of Dodge or Yes, we did make love last night; yes, I spread my legs and let you lick me intimately...yes, I wanted you last night in the dark and yes, I still want you now in the light of day. With us, it was the latter. We kissed and hugged some more, though a bit tentatively, as each of us probably wondered about morning breath. I slipped my hands down Brenda's back and held her ass cheeks in my hand.

"Last night was amazing, wasn't it?" Brenda whispered.

"It sure was" I replied. "It was so great I think we need to make up a new word for it. We should combine amazing, wonderful, sexy, surprised, loving and...fun and oh, another 6 or 8 words."

"You work on that and let me know what you come up with", Brenda suggested with a laugh.

I smiled and kissed Brenda's forehead. Sex is great, but just talking as equals, comfortable in each other's presence was pretty great, too. Especially because I was so much younger. That amazed me. I felt so adult, so grown up.

A few minutes later we got up, dressed and started what passed as breakfast. The day was warming up and the sun felt great. We hiked a little, looked at plants and I took a few closeup photos. Brenda squealed in delight each time she discovered some new tiny plant blooming. I did my best to capture the beauty of the flower, shooting it from different sides and changing exposures. Brenda also had an interest in birds, and held up her hand for silence several times while she listened intently. You wouldn't have known we were lovers except occasionally we met each others eyes and smiled touch sheepishly.

Sometime midday we headed back to the tent for lunch. We ate a basic meat and cheese sandwich, sipping on lemonade. Brenda said she was tired, I said "me, too" and we ended up in the tent for a rest. We cuddled a bit, and I tried not to let her hair tickle my nostrils. Soon I fell asleep, but woke predictably a bit later when my arm fell asleep, then dozed off again.

That night was a repeat of the previous night, except we started sooner, ended sooner and blew off dinner to munch on trail mix and water. Because we hadn't had showers, we did things a little differently, but just as passionately. The next day we returned to civilization. The day was mostly ordinary except for one brief and meaningful conversation. Brenda said "I better watch out or I'm going to fall in love with you".

I said "I kind of already am." Brenda shook her head and took a deep breath.

"What are we getting into?"

What we got into was a loving, fun and amazing relationship that lasted over a year. We didn't cavort in public, and in fact didn't even tell my mom right away, but she figured it out eventually. Brenda said the two of them had an "intense" conversation, and worked things out. In time my mom accepted everything and was even a bit proud of me. At least that's what Brenda said. Brenda taught me so much. Amazingly, she said I taught her, too. And despite my being so much younger, with so much to learn, Brenda never treated me as anything but equal. She treated me as special and I treated her as special and more. Whatever I wanted to do in the bedroom, she was up for. Yes, we even tried a brief experiment with anal sex, but stopped. Brenda liked being teased and squeezed in that area, but anything other than shallow penetration by a lubricated fingertip was out. I didn't mind in the least, and was more than happy just to worship the pale, round globes of her ass or any other body part.

We fell in love, yes, but you can love someone who isn't right for you forever. We made the most of that love, then parted company lovingly, if reluctantly, still knowing that our parting was inevitable and right for each of us. Brenda is gone, but still with me in a thousand ways, from the way I fold napkins to the way I make love.

I'm forever grateful.