When it finally happened for the first time it happened suddenly. For years I had masturbated at the thought of my best friends mom. Not just thoughts of shagging her, but oral between us, her stripping for me, her showing me what an older lady is capable of, all that experience and willingness to please. Over the years I had caught her out only a few times and a few times I'd seen more than I should of but less than I had hoped for. For example: she was once in the kitchen squatting down with a long skirt on as I walked into their kitchen. As she turned, till squatting, I could see her knickers under the skirt she thought was hiding her modesty, plain white knickers but a little hole in the gusset allowed a few stray hairs to poke through. Once I walked up the window of the house looking for my friend. He ws out but his mom lay on the sofa with a cushion between her legs just thrusting up and down. I watched for about 10 minutes before knocking the door. She took a while to answer, let me in and I sat sniffing the pussy perfumed air whilst she made a cup of tea. Then I licked the dampened cushion that smelled so much of her. Once I walked into the toilet when work was being done on their house. She hadn't heard us come in and the locks had been removed during work on the house. She was sat, knickers and jeans to her knees with a tampon in her hand. These and other occurences over many years had casued so much of my sperm to be shot into tissues. Finally we were alone in her bedroom and both of ages where we knew it was now or never. She pulled me to the bed and I started to passionately kiss her. Licking her tits was nice but french kissing the lady you've wanked over for years was the best feeling. Pulling her skirt to her waist she was wearing nig white panties with big black spots. Sounds awful but strangely they were very erotic. I had to undo my jeans and let my throbbing cock spring out. She wrapped a hand around it but I asked her to wait whilst we kissed more. I puched my cock between her thighs, the tip resting on her knickers by her ass. We spent ages like that. Kissing her mouth, licking her breasts, the nipples erect on a flattened aged chest but it was wonderful. It was her that said she wanted to get out of her clothes. She got on all fours to start to undress and in the mirror I could see the damp patch of my pre-cum on the gusset and ass area of her knickers. My cock was so engorged the foreskin alomst never made it over my helmet. Both naked she proceeeded to BJ my cock expertly.I can last forvere during BJ's without cumming and after about 15 minutes I made sure I moved round to 69 with her damp pussy lips. She moaned out loud with pleasure and her pussy lips gave way easily for my tongue to push into the first damp inch of her pussy. She was freshly showered and very clean so for the briefest of momenst I licked her anus but made it appear that I had made a breif mistake. She just leaked cum from her pussy when i ddi that. We spent much of our lovemaking time on that first night giving endless time to oral fun. She would have been happy at that but there came a time when I just need to fuck her with my cock to her pussy. She was on her back and I had her thighs agaisnt my body with cock poised for entry covered in pre-cum and her saliva. She asked if I had a condom. 'No' I replied. 'Well neither do I! Do you want kids just yet?' I froze for a minute. She sensed me feeling down about this and then she suggested 'well I suppose we can try another avenue and you've already had my mouth. She had to position herself in doggy position to take my cock up her ass. I thought I'd cum straight away but it was a good 30 minutes before I exploded. It was a real turn on to see how enthusuastic she was for anal. We finally fell apart next to each other in her bed but my cock just refused to go down. After a shower we continued to explore each others bodies, my cock cleaned she just sucked me for half the night. We regularly still fuck to this day. She is on the pill as I prefer barebacking her pussy and see it full of my cum. My friend still doesn't know. He is soon to be married and spends so much time with his soon to be wife that he is unaware just how his mom remains so trim for her age. For my part, I get hard just thinking about our times together.