My Best friends Mom K Ch. 03

As I was plotting my next move for Kelly I started to clean up and that's when I noticed I couldn't find the bra and panties that I just bought and I started to get annoyed because they weren't cheap.

I finished the cleaning and got bored doing nothing, so I decided to sneak over to Kelly's house knowing she was alone and seeing as I had a spare key I was able to go in the back door quietly.

Once I got upstairs I could hear what sounded like moaning and as I got closer and peaked into Kelly's room, she was on her back ramming a dildo into her pussy and with each thrust you could hear the wetness of her pussy, the dildo wasn't to big because it was going in and out quite easy.

As she was doing that I noticed she was wearing the panties and bra I had bought, I was thinking when the hell did she grab them, she was telling me it was inappropriate.

Then she started talking but the weird thing was, was that she seemed sober and fully aware of what she was doing, that's when I heard her say.

"Mmmmm just like that, yes I will come over when you tell me to, I will do as I'm told like a good girl,"

When she said that she started slamming the dildo it to her pussy whilst rubbing her clit before she orgasmed and started to calm down slowly pushing the dildo in and out. In what seemed like an eternity at the time I let out a slight moan and Kelly freaked out yelling, so I ran right out the front door.

As I got home my phone rang and it was Kelly she sounded distraught and said.

"Frank I need to come over for the night, someone just broke in and ran out the door and I don't feel safe here."

"No problems I'll be up waiting."

As I only lived a few houses down Kelly was over in about a minute but at this point she seemed fully sober and to my surprise she was only wearing her silk dressing gown.

I then said to her.

"Wait here a second you can sleep in my bed and I'll take the couch.

"No frank we can share your bed plus I really don't want to be alone right now."

"Ok sure whatever works, but I do have to ask, when you walked in, I didn't mean to look but your gown was a little open and I seen what looked like the panties and bra I bought, is that true?"

"Yes frank it is, I felt bad not accepting them so I wanted to try them on at home and they're perfect."

"Ok well let's head to our bed, oops sorry I mean bed."

When we got in the room Kelly asked me.

"Frank could you please turn around so I can take my gown off and get in bed?"

"Yea sure."

"Ok I'm in."

Once I got in bed I started to think I was the luckiest man on earth having Kelly in my bed in only her bra and panties, Just then she said.

"Frank it's a little cold, could you please hold me?"

"I can do that for you, lift your head up so I can hold you in my arms."

When I was partially spooning Kelly I grabbed her by the hip and pulled her ass up against my cock and started holding her like we were an actual couple with my hand on her stomach.

Bit by bit I started moving my hand closer and closer to one of her boobs and I got closer enough I could feel the very tip of the fabric of the bra and rested my hand there for a little. I then started gently rubbing her thigh and then went for it and placed my hand on her left boob over the bra to which she then placed her hand over mine in somewhat of an embracing grip. Next thing I know me and Kelly were waking up in the morning still in each other's arms.

When we woke up properly I was still holding her and said.

"Goodmorning Beautiful, how did you sleep?"

"Mmmmm morning handsome, I slept well thank you."

Just then I got up and made myself and Kelly some breakfast and she got up and followed me.

When we were having breakfast I told her I'd drop her off in my truck so nobody would see her walking down the street in her robe.

As we got back to Kelly's I went inside with her to make sure everything seemed safe before saying to her.

"Hey Kelly?"

"Yea frank what's up?"

"Go in the room and take the panties and bra off then give them to me so I can go home and wash them."

"Ok frank, just hold on a second."

"No, go and do it now."

"Now that I have them, make sure you're over at my place by 5:30 because I'm going to be giving you a massage in just the panties and bra, so actually I'm going to be leaving them here.

"But frank, I said I didn't want to give you any ideas and now things are starting to become a little inappropriate, I shouldn't even have slept in the same bed as you."

"I totally get what you're saying, but I'm a little confused because firstly you said you didn't want them for inappropriate reasons, secondly you said you took them to try them on and that you loved them, and lastly you came over last night because someone broke in to your house and to make it worse you got me to hold you in nothing but the panties and bra."

"I get that frank but like I said, none of that should've happened."

"Ok then so what's happening or going on coz that's all just confused me?"

"You want the truth? Fine, you make me feel wanted, you're so nice to me and the way you held me last night gave me a feeling of security and I haven't felt that in a long time, Matt doesn't touch me anymore but yet he's still jealous."

"Thank you for the truth, but the reason why I'm truly making you come over is so that you're not alone and I'm glad I make you feel wanted, we both know that nothing is going to happen Kelly, so like I said I'll see you tonight alright?"

"Ok frank I'll be over 5:30pm."

When she came over I couldn't believe it, she was wearing the bra and panties like I told her because I could see it through her tights.

She then asked me.

"Where's the massage table?"

"I didn't end up getting it out, due to our chat earlier I'd rather have you feel comfortable, so we'll just relax in my room watching a movie alright?"

"Sounds good."

As we got in the room it was quite warm so I was just chilling in my boxers and no shirt on.

Kelly ended up laying down on her stomach to watch the movie whilst I sat up with my back against the headboard.

It started to get a little bit more warm whilst the movie was on but as she was focused on the movie I couldn't stop look at her ass and how the panties were lodged between her cheeks.

At the moment I just went for it and started rubbing her calves up and down but was also expecting her to say something.

Just then she started moving back to where her shins were against the headboard so I started rubbing her thighs and at that point she gave up watching the movie and closed her eyes resting her head on her arms.

With only using one hand I had to work with what I had so with each movement to her knee pits I started to part her legs, then as bold as I got I said to her.

"Hey Kelly are you getting hot?"

"Yea I am actually why's that?"

"Take your tights off, you were going to be taking them off anyway for the massage so it wouldn't be that bad if you were to just lay here in them would it?"

"No I guess not."

And with that being said she got up took her tights off and got back into the same position she was in with her legs parted.

I started rubbing her inner thigh getting closer to her pussy only for her to turn around and say.

"Oh my god frank that feels so good, I'm loving the way you're touching me, you honestly don't know how much I have to beg Matt just to touch me like this."

With her eyes closed I pulled my cock out and started stroking it whilst rubbing her inner thighs, and she kept letting out smalls moans each time I got closer to her pussy.

After a little I parted her legs more and slid my index finger along her pussy and she let out a moan followed by her poking her ass towards me so I did it again and she didn't stop me.

From that point I just kept rubbing her pussy outside of the panties with my index finger and I could feel her getting wet, so I turned my hand and started rubbing her pussy hole with my thumb.

She still didn't move so I slid her panties to the side and in one swift motion put my middle finger right into her pussy and started finger banging her.

The amount of pussy juice that was on my finger was amazing that's when she said as weird as it sounded.

"Frank are you hungry?"

"I definitely am babe but not for food."

"What do you mean?"

"Turn over on to your back."

When she did that, I without hesitation forced her legs open and pulled her panties off and threw them to the side and started sucking on her clit.

Kelly started to freak out and was screaming out for help, she started slapping me as hard as she could, even pulling my hair to rip my face from her pussy but nothing was working.

I then dug my tongue deep into her pussy and sucking on her pussy lips and thought fuck it if I'm going to have my way with her, I'm going to do what I wanted.

She started crying demanding me to stop but the way she was rubbing her pussy up and down my tongue showed otherwise so I kept going.

Then as much as she tried to struggle and plea for me to stop, I flipped her onto her stomach and held both of her hand in place on her lower back whilst forcing her legs back open and dropping my weight in between them so she wasn't able to close them.

I then spread her ass cheeks with my free hand and started giving her and rim job and she said.

"Please frank, please stop, I don't even let my husband do that so I can't let you please."

Once again her body told a different story as she was pushing her ass up each time my tongue slid across her button. I then proceeded to keep finger banging her as I was giving her a rim job and within a minute she orgasmed so bad her juices went all over my fingers so I took that opportunity to hold her ass up from underneath and lick and suck every last bit of pussy juice I could take.

After that I just let her go and she stayed laying on the bed with her body still in convulsions from the orgasm.

When she snapped out of it she looked at me with a sense of fear, tears running down her face and said.

"Frank why did you do that? You took advantage of me, why?"

"Calm down Kelly, we didn't have sex, so what's the problem?, you got to orgasm, plus you yourself said Matt doesn't touch you anymore and I make you feel wanted so you can take me eating your pussy as a win."

"The problem is, is that I'm married frank and you're my sons bestfriend and I'm older enough to be your mother."

"Well to be honest Kelly, I don't really care. So you can either go home or stay, either way if you want your pussy eaten again, you know where to find me."

After I said that, Kelly as quick as she could took the bra off, put her tights back on and left.

Sunday night rolled around and I received a call from Matt.

"Hey Frank how's it going man?"

"Yea good just relaxing at home dreading that I have work tomorrow, how about yourself?, How was the trip?"

"The trip was amazing, you would've loved it, the reason why I m calling is just to say thanks for taking Kelly to the doctors, she said you helped a lot."

"No problems Matt, like I said you guys have done a lot for me so it was the least I could do."

"So listen frank, next weekend I was going to do up a BBQ for dinner on the Saturday, you should come over for dinner and a drink or 2."

"Count me in man I wouldn't miss it, well I better get some sleep I'll see you on Saturday."

As the week wore on I didn't hear from Kelly once so I thought I'd call her, when she answered I said.

"Hey babe how are you going?"

"Frank please don't call me that, and don't call me at all, what happened is never going to happen again and on Saturday stay away from me."

And instantly she hung up but I thought, you wait until Saturday you'll learn to want more of me.

When Saturday came I got to Kelly and Matt's and made myself at home on the couch chatting away with Matt, so I asked him.

"Where's Kelly?"

Just then Kelly came in the lounge in some workout leggings and as she turned around I could see her ass jiggle as if she wasn't wearing any panties and she also had on a crop top with a really thin bra. Then Matt said.

"Be careful frank she's in a shitty mood hahaha."

"Oh shut up Matt no I'm not."

Then Matt said

"Well I'm off to get some meat for the BBQ I'll be about half an hour do you guys want anything?"

"Na I'm ok Matt, did you need me to get the BBQ out whilst you're gone?"

"Everything's all good to go, so just relax until I get back."

"Alright I'll see you soon."

When he walked out the door, I looked around for Kelly but couldn't find her until I got in to the kitchen where she had her back facing me lent over the counter top.

I went up behind her and quickly grabbed her by the hips with a firm grip and she started screaming so I pressed her head down and started grinding my cock between her ass cheek and said.

"Kelly stop trying to fight the obvious babe, you know you want it just as much as me."

"Fuck you, you fucking pig get out of my house now or I'll call the police."

"Be quiet babe, we both know you won't do that."

As I held my hand on her head holding it down she kept trying to fight me to get up but it wasn't working, so I pressed harder and put my free hand down her tights and started finger banging her from behind and I whispered in her ear.

"It's ok baby, I'm going to do what I want and then when Matt gets home we'll have dinner and then I'll head home and when I'm gone you're not going to say a fucking word alright? And lose the attitude."

"Frank why are you doing this? Just please leave me alone."

"I gave an order and I expect you to follow it."

"Ok ok frank just please stop and let me go."

"Now I'm going to take my hand off your head and do as I please and you're not going to move am I clear?"

"Yes frank."

"From now on when it's just me and you, you're going to address me as baby to show you respect me and my authority alright?"

"No frank I can't, I'm a married lady and you shouldn't even be doing this, it's rape."

"You're also going to learn to love me over time don't you worry."

"I could never love a pervert pig like you, I only love my husband."

"If you loved your husband so much why do you hide things from him about me? Now shut the fuck up and don't speak."

Once I removed my hand I got down on my knees and pulled her tights and panties down to her knees. Using both hands I pulled her ass cheeks apart and started having a field day eating her pussy.

The feeling of sucking her pussy lips and tasting the sweet nectar of Kelly was unimaginable to say the least and if she was fighting me before, she wasn't now because I could hear the moans coming from her.

I then figured it was time for a rim job and as wide as I could get her cheeks apart I started darting my tongue in and out of her button before going back to eating her pussy.

I knew we didn't have long before Matt would be home so I started eating her pussy faster at speeds I didn't know I could go and within a minute she let out a loud moan with an orgasm as her body started to shudder and squirt, I then stopped and said to her.

"That's all I wanted to do baby, so go and clean yourself and as a reminder if you ever want your pussy eaten just let me know because you know where to find me."

"I didn't enjoy that one bit and I will never come to you to have my pussy eaten ever, I've also told you to stop calling me baby."

"Kelly you can deny it all you want but your body told a different story."

Not long after Matt got home and started looking at Kelly saying.

"You look a lot more happy babe, what happened?"

"I think I just needed a bit of wine and relaxed."

Matt came into the lounge and said.

"well we better start cooking frank."

As me and Matt were cooking the BBQ we started having drinks and for some reason we got drunk quicker than we both expected and that's when Matt started telling me about his so called problems.

"How's things been for you at home, now that your living alone?"

"It's been alright Matt just the usuals with a bachelor pad."

"Oh really have you had any chicks over lately?"

"I have had one."

"Come on man you got to give me some saucy details."

"Alright well she's older than me for starters, and man is she fucking beautiful."

"I'm sorry if I'm crossing a line but have you fucked her yet."

"As much as I want to, nope I haven't. I have gone down on her though but it's difficult to go any further because shes apparently hung up on another man but she wasn't complaining when I went down on her today."

"Damn I miss that life."

Just as Matt said that Kelly walked out and asked.

"So what are you 2 talking about?"

"Not much my love, Frank was just telling me about an older woman he's been seeing."

"Well, I'll leave you guys to it."

And just as Kelly left I thought I could ask Matt some questions.

"So Matt seeing as Kelly's gone, how is everything between you 2?"

"What do you mean?"

"Well firstly I hope I'm not over stepping any boundaries but when I first walked in, something seemed a little off is all."

"You noticed it huh?"

"Yup I definitely man."

"Well Since Joel has left for some reason things have been going downhill and we're just falling out of love I guess."

"Is there anything you can do to save it, because even though I'm not your real son, I dont think I can bare to see anything bad happen."

"I wish there was man but my love is fading for her."

"Well enough of this talk I'm starting to feel down myself, let's have a wonderful meal have more drinks and relax."

We finished dinner and were all laughing about and talking and it seemed like things between Matt and Kelly were fine. It got darker and darker outside and then Matt said.

"Hey babe come with me to the room real quick."

And as Kelly made her way to the room, Matt turned to me and gave me a wink, I knew instantly what they were going in there for.

Once they got in the room they forgot to completely shut the door so I creeped up and heard Kelly say.

"Matt why did you want me to come up here?"

"Get on your knees and suck my cock."

"Uhm excuse me?"

"Get on your knees and suck my cock now bitch."

"If you're going to speak to me like that, you can get fucked you pig."

Just then I watched as Matt literally ripped Kelly's clothes off of her and started finger banging her as she stood, then within seconds of him doing so, she orgasmed and fell to her knees.

Before she was about to speak Matt quickly shoved his cock in her mouth and started pumping in and out profusely causing her to dribble and gag, but within minutes he cum down her throat fell back on to the bed and Kelly said so him.

"Matt, I cant believe you just did that, you've just made me feel degraded than I've ever felt was possible."

"Shut up whore, you know that you enjoyed it."

"That is not the fucking point Matt, you forced me to do something I didn't want to do, I'm sorry but I'm done with this shit because you're never going to change."

"Are you serious Kelly, it was all just a little harmless fun."

"Yes I am serious Matt, it may have been fun for you but it wasn't for me, now I'm going to go down stairs and ask frank to leave as I'm going to be sleeping down there for the time being."

Within a minute of Kelly getting changed Matt was asleep snoring his head off, but what baffled me was the fact all Kelly put on was a short sundress and nothing else.

I quickly went down to the man cave and could hear Kelly calling out to me.

"Frank where are you?"

"I'm down here in the man cave."

"Ok so here's the deal, you're going to have to leave."

"With such a blatant disregard of respect do you really think I'm going to leave?"

"Yes I do."

"Is matt asleep?"

"Yes he is, but I don't know why you're asking because you're going home."