mature xxx

My senior year of high school was probably the best of my life, if not the most eventful.

This was the year that I finally came into my own as a person and started really exploring what life had to offer. I was never what one would call a jock, or a nerd, or geek or even popular. I was one of those guys who cruised in that moderate gray area, not really ambitious enough to strive for that ever-elusive and sadly-finite title of “Popular,” nor did find myself labeled with the far more common and unfortunately for most long lasting brand “Loser.” I was just myself.

I played football (not very well, mind you, but I could plow people over with the best of them), I worked as hard on my studies as I guess any average senior does and I was stupid enough to start smoking, but smart enough to avoid the pitfall of serious drug addiction.

My best friend Elle was my right-hand woman, my partner through thick and thin since we were six years old. She was a great girl and she had really blossomed starting our freshman year from the beanpole I had know and loved for years to a fully rounded young woman that I lusted after. I guess we both liked each other a lot, but we knew our friendship wouldn’t survive it. I had been through seven different girlfriends during the last four years (typical of the high school mentality) and she had been experimenting with her sexuality with a number of different guys. Our relationships never lasted longer than a roll of Mentos, and we cared too much about each other to screw up our friendship with sex.

Elle was 6 foot even with long mahogany hair that hung from her head like shiny silk, all the way to her shoulders. She was a little on the heavy side, but it wasn’t grotesque or anything. She just had the right amount of meat on her hourglass frame, with the biggest set of tits in the senior class. She was a healthy 40DD, and the other girls despised her over her natural bustiness. She had large brown eyes that really told you everything you would ever need to know about her. She tended to wear her emotions on her sleeve, which was both good and bad depending on the situation, but for the most part she was a loose cannon.

And it worked for her.

Her parents had been going through another dive in their marriage that year. Her dad, Tom, and her mother, Sheila, had known me since I was a kid and had always been friends with my family. My mom and Sheila had gone to school together and once it became clear that they would never get out of this one-stoplight town, they resigned themselves to a life of marriage and children.

I’m not saying that my mom or Sheila regretted getting married or having kids (well, maybe my mom does, at least the marriage part), I just know from talking to Sheila that they both had some pretty upper-end goals for their lives. Instead of becoming a doctor, Sheila settled on becoming a real estate agent and marrying Tom.

I guess we all knew Tom stepped out on her, which blew my mind because Sheila was everything her daughter was, only with bigger tits if you can imagine. I had always meant to sneak a peek at one of her bras throughout my adolescence, but never got an opportunity. I figured that they were at 42DD, if not bigger. I had lusted after Elle to be sure, but Sheila was my secret obsession and the golden standard that not many women could ever really meet. Why in the world Tom would cheat on her was beyond me.

Unbeknownst to Elle, her father had dealt with the guilt over his infidelity by turning all of his attention to her when he was home. She had been daddy’s girl all her life, and their relationship was strong and clearly meant to isolate Sheila from the family. I think, even now, that Tom was trying force Sheila to leave or cheat on him so he could be justified in his lifestyle. The hundreds of times I had been over there hanging out with Elle allowed me to witness his mind games, and his total hold over his daughter. It could be simple shit like what to do about dinner, and Sheila would suggest making her homemade pizza (which was fabulous and way better than even Round Table, I might add) while Tom complained that he wanted Chinese.

Elle would follow suit and finally, Sheila would give in and start to order the Chinese food. Tom would then say he didn’t want it if she was going to be a bitch about it, and that they should just have the pizza if it was going to be such a big deal. Sheila was at a breaking point after eighteen years of this, and to her credit, would be as gracious as she could be and offer to make the pizza again rather than argue. Tom would make some smart-ass comment and she would crack. An argument would ensue, and somehow Sheila came off as the villain through the process of Tom’s lawyer-esque argument tactics.

In the end he provoked his wife to such angry extremes that Sheila had finally had enough. She slapped the shit of Tom one night, in front of Elle and me, and sent the man to the floor, breaking a lamp. It was no easy feat, as Tom is well over 215 lbs and no slouch when it comes to strength. We were all dead quiet as he stood up, dusted himself off and calmly said, as though he had been rehearsing it, “You know, Sheila, I’ve fucking had it with you. You’re a self-centered bitch who never thinks about anyone but herself, and now you’ve taken our bullshit and put it out in front our daughter and her friend. It’s over.”

With that, Tom stormed out confident in his self-nurtured righteousness and made for his truck in the driveway, and Elle got up to follow.

“Sit down, Elle,” Sheila said, her eyes on the floor.

“No,” Elle said as she knocked over her chair and scooted the table into me, “He’s right, you always do this!”

Sheila looked at her, her eyes filled with tears and said, “Do you think I want this? He wants me to leave, don’t you understand? He’s turned you against me!”

“If you had been a good wife, maybe it wouldn’t be that way!” she yelled.

“Elle,” I said quietly as I stood up, putting a hand on her shoulder, “You’re not being fair.”

“You stay out of this,” she fired at me. I had never experienced her directing her rage towards me, even for a second in all the time I had known her. I stepped back, my eyes wide as I put my hands up inoffensively.

“Elle, do not go out that door,” Sheila said, her voice clearly not kidding as the truck outside started up with a roar. Elle looked at her for a moment, and then left. We stood there for a moment as we heard the truck door slam and then the whine of the tires as Tom pulled out of the driveway and drove off. Even after the squeal of the tires had faded, I could still hear the spiteful words Elle had spat at her mother hanging in the air. Sheila leaned against the kitchen counter, and then slid down the front of it, crying as she went.

“Jesus, Sheila,” I said as I sat down beside her and put my arm around her. Her shoulders were shaking violently as she wept, and I couldn’t blame her. Tom had fucked her over, and just for standing up for herself, she was being crucified by her own daughter. I said, “She didn’t meant that, any of what she said… and Tom is full shit, Sheila.”

“Don’t talk like that,” she said as she regained her composure.

“No,” I said, feeling that I had to speak my mind, that maybe if I did, it might help her, “I’ve seen this shit going on now for a long time, and it isn’t fair. He’s been turning her against you, and I see it and you see it. I know I have no right to be saying anything, but you and Elle are so close to me, I don’t want to see either of you hurt.”

“That’s sweet Doug,” she smiled and looked at me, her eyes puffy and red and yet, looking so reflectively radiant that I felt my heart start thudding in my chest and an erection begin swelling in my pants. “But this is just the way it has to be.”

“Why?” I asked, “Why does he get to do this to you? You had every right to slap his sorry ass to the floor, which by the way, was the coolest fucking thing I’ve ever seen.”

Sheila laughed. “Really?”

“Hell yes,” I smiled, squeezing her shoulder, “It was like one of those big payoff moments in a movie that everyone has been waiting for, and then it finally comes. If I could have, I would have given you a standing ovation.”

“It’s really been that apparent?” she asked quietly.

“Yeah,” I nodded my head.

“He’s been cheating on me,” she looked at the floor, more tears spilling out as she spoke, her voice trembling as she fought back her inevitable break down, “He’s been cheating and I let it go. I ignore it. He says these horrible things to me and I let it go. He sets me up and tricks me into arguments and I let it go. He turns my own daughter against me, and I let it go…no, I let it happen. I let it all fucking happen.”

She began sobbing again, and I felt my heart break for her. I pulled her close and held her in silence for the next hour. I worried Elle and her father might come back, but they didn’t. In fact, even after I had walked Sheila up to her bed around 9 that night, they still had not returned. Sheila took off her flannel, and the undershirt she was wearing revealed that not only was I right about her tits being in the double D section, but that she was also not wearing a bra. Her nipples looked huge as they strained against the thin fabric, and I had to not stare as she sat down on the bed, flipped her legs up and under the blankets. Thank God she kept her jeans on. I might have creamed myself right there, just looking at her.

“Thank you, Doug,” she said as she propped her head up with three of the fluffy pillows, “You’re right about everything.”

“I wish I weren’t” I shook my head, “You and Elle deserve better.”

She looked at me for a moment and then said, “You love Elle?”

I smiled, feeling a little embarrassed. “Uh, yeah I guess I do,” I said, “But not like that, you know? She’s been my best friend for a long time and I just don’t want to lose that. I just see so many friends cross that line and after they realize they can’t handle it, they lose what they had.”

“That’s very observant.”

“I think so,” I said, “I mean, Elle is a knockout, don’t get me wrong and a great catch. The only catch better than her in this town is you, Sheila. Considering she gets what she has from you, that’s a pretty good place to be in, right?”

Shelia smiled, a blush coloring her beautiful, flawless skin. “You are a charmer.”

“I just call it like I see it. Here’s my cell phone number if you need anything, okay?” I said as I wrote the number down on a receipt I had in my pocket.

“Thank you Doug,” she smiled again, and put the number in her nightstand.

I got up to leave and turned off her bedroom light. As the room fell into deep blue shadows, I said, “You know Sheila, you deserve much better than this. Elle is a good girl, and it isn’t because of Tom.”

I couldn’t see her face very well, but I think I heard her beginning to cry again.

“Good night, Doug.”

I wanted to say more, but in the end I didn’t.

“Night Sheila.”

***

That next afternoon, I bumped into Elle at the mall. She looked tired, but beautiful as always. We walked together for a while, talking about inconsequential bullshit and everything but the incident last night. Her eyes were puffy and red, reminding me of Sheila just before I had left her. I was dying to know what had happened after she and her father got home, but I held off until she was ready to talk. It wasn’t until we sat down for dinner at the Taco Hut at the far corner of the food court that she addressed the issue.

“I’m sorry for the way I yelled at you last night,” she apologized as she stirred her ice tea with her straw, “That’s not how I wanted to spend the evening.”

“No, it’s alright,” I lied, still angry for her ignorance of the truth about her dad, “I just thought it was harsh the way you bailed on your mom.”

Elle rolled her eyes. “I know she looks like a victim, Doug. But she’s not. You ever wonder why dad acts that way towards her? He’s put up with too much of her bullshit over the years, and he’s had it. That’s why I don’t blame him for…”

“… for cheating on her?” I finished, knowing I was either going to get slapped or rewarded for my bold comment.

Elle looked at me, her eyes unreadable as she stirred her tea, her mouth twisted into a tight grimace. She finally said, “Yeah, for cheating on her. Would you put up with that?”

“Elle,” I said, feeling more and more uncomfortable, “I’ve been hanging with you since we were little, and I have never seen your mom do anything to him to justify what he does or says. It’s common knowledge what he does behind her back, and I gotta be honest, most people don’t see it the way he does.”

“Really? What people?”

“Jesus Elle,” I sighed as I poked at my taco salad, “It doesn’t matter. What does matter is that right now your parents are in a bad way, and they both need you. To be fair, they BOTH need you.”

“I’m there for my dad,” she eyed me, “but mom can just go to hell.”

“Elle…” I began, but she cut me off with her finger over my lips.

“Doug, you’re a nice guy, a smart guy,” she said softly, “But you are blind to a lot of things. This is one of them. Just let it go.”

I considered that hard for a minute as my mind raced. I wanted to defend Sheila, I wanted to make Elle see what that fuck Tom was doing to her family and expose him for the sleazing shit-head he really was. But, I also loved my friend. And I could see that I was going to make it worse if I butted in and made it my problem. She was warning me to stay out of it, and despite what I knew and the injustice of it all, I did just that.

“Okay,” I said against her index finger, “Okay.”

“Good,” Elle smiled and picked at her nachos, “You going to the party tonight?”

“Yeah, I think so.”

“Good, you can be my date.”

“No,” I corrected her, “I’ll be your designated driver when you finally slip into an alcohol induced coma.”

“That’s love, isn’t it?”

I laughed, “Sure.”

***

It was a little after one in the morning when I pulled up to Elle’s house. Tom’s truck was gone, and I thanked God for small favors. I didn’t need him breathing down my neck and asking questions. I got out, opened the passenger side door and lifted Elle out of the car. She was passed out from her merrymaking and on her way to having the worst hangover in the history of bottle tipping. She also had fucked three guys at the party from what I understood, and if she didn’t wind up pregnant she would be lucky. As I carried her, her shirt opened up and I could see she had lost her bra.

The door was unlocked and I managed to open it. I quietly went upstairs as the staircase creaked louder that I had ever heard in all the time I had known this family. I had just made it to the top when the light came on suddenly, and I almost dropped Elle. Sheila was in the hall, in her nightgown and robe and looking at me.

“What happened?” she asked, her eyes wide.

“She had a little too much fun with Jacky D. and the Captain,” I grunted as I moved towards her bedroom. Shelia came to help me as we got her into the room and plopped her on her bed. Elle only mumbled and then began snoring loudly. I sighed, my arms screaming as they recovered from carrying her weight. In the transfer, her shirt opened all the way, revealing her huge tits. There were hickies all over them and her stomach, up her neck and on her shoulders.

Sheila looked at me. “Did you?”

“No,” I said, realizing how bad this must have looked, “No, I was her driver tonight.”

“Why didn’t you stop her?” Sheila asked incredulously and covered her daughter up, “You’re supposed to protect her, and she’s your best friend!”

“Hey,” I snapped, angry for a moment and then calming down, “She does what she wants and there isn’t jack shit I can do to stop her. You don’t think I’ve warned her, Sheila?”

Sheila stood back and glanced down at her unconscious daughter. She shook her head and then smiled apologetically. “I’m sorry, Doug,” she said genuinely as she hugged me. Her body felt so good against mine. The sensation of her huge tits against my chest while sliding in the fabric of her silky nightgown made me feel dizzy. God, she even smelled good, like lavender, as she held me tightly against her. I returned the embrace. She added, “I know that you did what you could. Thank you for bringing her home.”

Sheila covered her up and we went down stairs to the kitchen. As we got into the good light, Sheila noticed my eye.

“Jesus Doug, what happened?” she asked as she tilted my face towards her.

“Elle punched me right before she dropped,” I said and winced as she touched the bruised skin at the corner of my eyelid, “She really didn’t want to come home yet.”

“Let me get some ice for that,” she said as went to the freezer. I sat down in the chair that Elle had knocked over the night before, watching Sheila’s ass flex and un-flex as she walked, the silky fabric at the mercy of her perfectly round ass.

“I am so sorry for her behavior,” Sheila said with a frown as she opened the freezer door and grabbed a handful of crushed ice. She opened one of the nearby counter drawers and pulled out a zip lock sandwich baggie and began filling it with the ice.

“Where’s Tom at?” I asked bluntly and looked around.

“He’s gone for a few days,” she said as she zipped up the plastic bag and massaged the ice around inside. She came over to me and applied the ice pack to my eye as she added, “Hunting.”

“Hunting,” I repeated, the ice wickedly cold against my skin.

“Yeah,” she said with a doubtfully sarcastic look, “A man who won’t even go camping without a hotel and room service.”

“So that’s why you guys never went camping,” I smiled. I noticed that she was still holding the ice pack to my head, and her breasts were blatantly eye level in a tantalizing jiggle.

“When you’re paying off your deadbeat husband’s gambling debts and supporting a growing daughter, with rent and bills on the side, well, camping is a luxury.”

“I love camping,” I said as the sting of the ice faded and then began to soothe, “Maybe I’ll take you some time.”

There was a moment of silence between us as I realized my words had taken our thinking beyond the mere relationship of mother and daughter’s friend. My lust for her, and my concern for her, and I guess my true feelings about her had surfaced and leaked as the words came out, suggesting that I thought we could be more than just our longtime status quo. Sheila looked at me, her eyebrow cocked.

“I’m old enough to be your mother,” she smiled maternally, “In fact, I’m best friends with your mother and you know it could never happen.”

“I know, ” I conceded, but was amazed that we actually knew what we were both talking about, that she had actually had the same thoughts I had. Her words “… and you know it could never happen…” said volumes to me. As much as I had slipped up in letting on that I’d gladly take this married woman camping, she had slipped and let it out that she had already come to the conclusion that we could never happen. And that meant she had thought about being with me at least once before now…

But if she was truly convinced that she wouldn’t ever see me that way, it didn’t show as she moved, her braless tits swinging for a moment inches from my face.

“Tom and I are divorcing,” she said plainly as she sat down in the other chair across for me. “It’s been coming for a while now, and I finally gave him a reason.”
“That’s horse shit,” I said, not caring anymore about anything other than her, “He wanted out from day one but was too chicken shit afraid to be a man and just leave with honor. He doesn’t deserve you.”

She was quiet for a moment.

“Why are you saying these things to me?” she asked suddenly, her voice filled with a real confusion. “I am forty-five years old, and yet you always treat me like some girl you’ve got a crush on. I catch you looking at me when you should be looking at Elle; you spend time with me when my own husband and daughter wont. My daughter is drunk off her ass, showing off her tits and pussy to the world and I know you’ve had chances to sleep with her, but you haven’t. Why?”

I thought for a minute, searching for the right words to be as equally caring and forward as she was being. With a deep breath, I finally said, “Because, Sheila, Elle doesn’t interest me the way you do. As great as a girl as she is, and as attractive as she is, she just doesn’t make me feel the way you do. I’ve never said anything because you’re her mom, you’re married and your daughter is my best friend in the whole world.”

“Wow,” Sheila said, “I’m speechless.”

“That’s why it pisses me off so much that Tom does this to you, that he has gold in his hand, a real treasure and he just fucks it away because he can’t find it within himself to pull his head out of his ass. You’re gorgeous, everything a guy fantasizes about having whether it is just for sheer sexual fantasy or wondering about what kind of woman is worth marrying. In the end, all that goes together hand in hand, doesn’t it?”

“Yes,” she agreed and then asked, “You sure you’re only eighteen?”

“Last time I checked,” I laughed, “I know I’ve probably bitched up our friendship by telling you all this, and I’m sorry.”

“Don’t be,” Sheila put her hand on mine, “It actually means a lot to me.”

“Really?” I asked, not bothering to hide my surprise.

“Doug,” she said, “Last night, when you held me and then helped me to bed was the most a man has touched me in ten years that had any meaning.”

“No shit?”

“I can’t believe we’re talking about this,” she laughed and looked at the ceiling, her mouth pursed into a smiled, “Tom and I have sex maybe thirty times in a year, all of it just for him and none of it for me. He doesn’t care about me, or make me feel good about myself at all. I’ve started believing him when he puts me down.”

“Sheila, are you insane? You have gorgeous eyes, a beautiful smile and perfect skin, hardly a wrinkle on you anywhere from what I can see.”

She blushed again, and I could see her nipples getting hard under the sheer fabric of her nightgown. Her breasts were displayed to perfection, a generous line of cleavage showing as she leaned over the table and held my hand, her tits pushed up and resting on her forearm. I wondered if she let her cleavage show because she had forgotten all about it, or because she wanted me to see. I felt myself starting to become aroused as my eyes darted to her tits quickly, memorizing them, fixating on the fine points that each protruding nipple created in the white cups of the gown.

“I have a confession as well,” she said as her finger stroked my thumb, “I’ve been noticing you more and more this last year. You’ve become a man, and you’re very attractive Doug. You have a handsome face and your body is perfect. I can’t tell you how many times I’ve looked at your ass.”

“Shit,” I laughed, feeling my stomach erupt with butterflies.

“I’m not kidding,” she said seriously, “Does that make you uncomfortable, an older woman like me finding you attractive?”

“Not at all.”

“Can I ask you a personal question?”

“Always,” I said, squeezing her hand.

“Have you ever,” she began, shyly looking away and then back at me again, “Ever masturbated thinking about me?”

It was my turn to blush. “Yes, I have. A lot actually.”

She nodded, a big grin stretched across her face. It was so good to see her smile again like that. She only said, “Really?”

“Yeah, really,” I said, and feeling more bold and I added, “A few times in your bathroom.”

“Oh stop it,” she slapped my hand playfully.

“No kidding,” I said, putting the ice pack down, “Four times during this last summer, mostly while I helped Tom put together that shed out in the back. You were doing a lot of swimming then, and that blue bathing suit you wore was unbelievable.”

“The one piece?”

“That’s the one,” I confirmed, feeling my cock ready to rip through my pants. I wanted her so bad my head was swimming.

“I had no idea,” she said amazed, “But I will tell you I watched you work a lot, especially when you had your shirt off. Why do you think I sunbathed so much? I wanted to watch you. It was pathetic when Tom took his off, because he has tits as big as mine, only with a covering of third generation Italian air.”

“Fuckin’ Sasquatch,” I laughed, and she joined me. We laughed for a while like that, thoroughly entranced with each other and enjoying the moment. When we stopped, there was an awkward moment between us, and I knew she was debating with herself about me, whether or not to act out on the urges that I hoped, that I knew were overcoming her as my own did me.

“Doug,” she began.

“Wait,” I put my hand up, all of sudden possessed of a confidence I had never known before in my life, and I said, “You’re about to say that we can’t do this, that we have to stop because it’s wrong. Maybe it is, but I have to tell you this Sheila; I want you. I’ve wanted you since I first knew what sex was, since I first could appreciate the curves of your hips and breasts, the smell of your hair, the smooth feel of your skin. Maybe I do lust after Elle, but I can control that. I can’t with you.”

Sheila took it all in for a moment, and then said, “Doug, I was actually going to say I wanted to fuck you.”

“Oh.”

“But I love what you said anyway,” she said as she got up and stood in front of me. She pulled the straps of her gown down around her biceps and let it fall a little, her breasts almost revealed, their exposure hinging only on her letting go.

“Are you sure?”

“I don’t know if this is right,” she whispered and then let the gown fall away, “But I do know that you make me feel young again, and that tonight, right now, I want you more than anything.”

My eyes grazed over her body, taking in the impossible dimensions of her breasts, how full and defiant they were of her age. Her nipples were pink and erect, the areolas large and proportional to her breasts. In the kitchen light, they cast twin shadows that hid her stomach, a little pooched out as result of her pregnancy with Elle, a reminder that would never go away. Her vagina was shaved clean; her thighs free of cellulite and as evenly tanned as the rest of her. The gown dropped to the floor and bunched up around her bare feet. Her hair hung down in a vibrant bronzed sepia waterfall, the ends coming to rest just below her collarbone.

“You’re gorgeous,” I said.

I stood up, my erection painfully restrained and as I looked at her, I pulled my shirt off. She hungrily looked my body over, taking in every thing from my fine, dark chest hair, pecs and shoulders to my abs and navel.

“Take your pants off too,” she whispered.

I undid the fly and pulled them down, slipping my shoes off and pushing it all aside. My cock was rock hard in my boxers, making a sizable bulge. I was only seven inches, but I was thick, and my head was larger than normal if any of what the seven women I had been with prior to this night had told me was true.

“Your underwear,” she licked her lips, “Lose them.”

I smiled and took them off, letting my erection free for her to see. Sheila looked at me for a long time, as if though my dick had entranced her somehow. I could feel a little pre-cum oozing from my tip as she looked at me.

“You’re so much bigger than Tom,” she said, “How big are you?”

“I’m seven, maybe seven and half,” I answered, feeling my ego rocket sky-high, “How big was Tom?”

“Five inches,” she muttered.

“Sad.”

“Start stroking your cock for me,” she said as she leaned against the wall, “I want you to stroke your self and cum for me.”

I began stroking my shaft, alternately rubbing my head as I leaned against the sink and closed my eyes. I couldn’t believe this was even happening.

“Keep your eyes on me,” she said as she began rubbing her nipples, rolling them back and forth between her thumbs and forefingers. “I want your first orgasm out of the way, so we can last longer.”

“Okay,” I whispered, already feeling the throes of an orgasm latch into me.

“Do you want me, Doug?” she whispered huskily as she kneaded her tits, pressing them together and teasing me as I stroked myself faster.

“Yes,” I managed.

“Do you want to fuck my pussy?”

“Yes.”

“Do you want fuck my tits?”

“Yes,” I moaned as I watched her lick her nipples, her tongue slowly circling each nub and then disappearing into her mouth as she sucked on one, and then the other.

“Would you like to fuck my tits, Doug?” she asked again, driving her point home.

“God yes,” the words staggered out of my mouth as I felt the heat rising from within. Just the thought of my cock between her huge tits was like an concentrated aphrodisiac. Sheila saw my impending orgasm building to a roar as she slipped her fingers into her cunt and began masturbating. She brought a wet finger to her mouth as she played with her nipple, and sucked on it.

“I want you Doug…”

And I came. I moaned as every muscle in my body tightened and I released my load, grunting against my teeth as hot cum jetted from the tip of cock in a powerful, long stream. I blasted spurt after spurt of semen in thick ropes that landed by her feet and then began receding back in sticky puddles as the orgasm ebbed. I could hear a gob of it splatter mutedly on the floor.

“Yes,” she whispered and walked over to me, pulling me to her. Our bodies met, her skin so smooth against my own as she kissed me, her pent up sexual frustration escaping into my mouth and spreading throughout my body. Her breasts were firm against me, the nipples poking me delightfully. To my surprise, my cock was starting to recover, something that rarely happened for me so soon after an orgasm. She grinded against me, her pussy sopping and musky leaving my cock, balls and thighs wet as we kissed, naked in the kitchen and puppets to our own desires.

I prayed Tom didn’t come home, and I hoped that Elle’s indisposition lasted for at least another hour.

“I’ve wanted this for so long,” she huffed against my neck, giving me a hicky as she stroked my growing cock.

“Tell me about it,” I breathed as I massaged her tits, finally able to touch what I had coveted for years. She felt amazing, like heaven as my fingers caressed her nipples and glided across her soft flesh. I cupped her breasts in my hands, letting my obsession with them take hold. She was pumping my cock, priming it for what was to come as she kissed me again, her tongue furiously establishing dominance over me.

“Alright Sheila,” I smiled at her as I guided her away from me and led her to the table, “Sit on the table.”

She smiled devilishly, “Okay…”

“Lay back.”

She did, and the solid oak table held. Her massive breasts fell away and off to the sides as she settle on her back. I parted her thighs wide open, and got my first good view of her pussy. It was so bare, pink and wet as I looked at her. There wasn’t a hint of any odor except a sweet musky smell that lighted to my nose like an instinctual perfume. It was raw and powerful, a testament to her sexual arousal and need for me. I lowered my face to her swollen mound and breathed her in.

I licked her lips slowly, teasing her as I varied the pressure and twist of my tongue against her. I began to gently let my tongue slip into her pussy, tasting the sweet nectar of her sex. Sheila moaned a little and shifted as I teased, and I could see her playing with her nipples again. I began exploring every fold, every inch of her vagina with my tongue until my reach could go no further. My chin was dripping with her fluids as her wetness slowly dribbled down my neck. She was so wet it was crazy, and I wondered if this was what happened when a woman couldn’t be satisfied by her lover for a long period of time? Did all of it just build up, waiting to be released like a volcano?

I noticed her clit was already out of hiding and brought my lips down to it. I teased her hard button, flicking it and rubbing it with my tongue, gently attacking it and making her moan loudly now.

“Oh shit, yes,” she moaned as she pulled at her nipples and bit her lower lip, “Fuck yes, just like that.”

I don’t know how long I was down there, and truth be told I was being turned on as much by this as she was. Her moans and whimpering, her desperate “yes’s” were causing my cock to become like a piece of steel as I ate her out. Finally, with a scream that echoed throughout the kitchen, she orgasmed hard and scooted her self across the table a little bit in conjuncture with each spasm. A flood of her cum splashed me as she screamed, her hands grasping the table top so hard that her veins popped out, her muscles flexed in shock.

“Yes baby, yes,” she whispered, pulling me to her on top of the table. My cock slid against her wetness as I kissed her breasts, licking them and suckling them.

“Fuck me,” she said as she pulled my face to hers, “Fuck me.”

“Yes,” I said, lost in the pleasure as she grasped my cock and slid it into her. I moaned unabashedly loud as she took me in, her hot wet tunnel a perfect fit my throbbing cock. My head created an ungodly tension against her inner walls as I finally slid in to the hilt, my cock completely hidden inside her. She moaned, her mouth an open “O” of pleasure as she devoured me with her eyes. We began fucking, the table creaking as we humped. Her tits swayed and bounced with our rhythm as we made love, right in the middle of a table that I had ate dinner at so many times before. We kissed frantically as we lost track of time, only knowing each other and nothing else.

Soon, I was close again as I relished everything about her. I can remember odd moments of clarity when in the haze of my lust, I could clearly see every bump of her areolas and the barely visible thin blue veins on the undersides of her breasts. I remembered her eyes, and the gold flecks of color that peppered her bronze irises. She whispered something to me as her pussy tightened around my shaft like a strong hand and I felt a rush of fluid again, soaking my balls.

She yanked me to her and I felt her bite into my shoulder, her fingernails piercing my back as she orgasmed again. Her spasming was the catalyst for my second orgasm, and I blew my load inside her. As I throbbed and my vision clouded, we were locked together, unable to move. Her legs were wrapped around me in a vice-like grip as she rode the last of her orgasm, her face buried against me as I tried not to crush her with my weight. We rolled to our side and held each other as I slowly felt my cock lose its hardness inside her, gradually returning to its normal resting position.

I was about to say how fantastic that was when the table legs gave out and we went crashing to the floor. We lay there in the rubble shocked for a moment, listening for any movement upstairs. After five minutes, we began giggling and then laughing. We kissed on the broken table for a little while longer and then realized I had to get home. I remembered my mother and father would be worried, and I probably was going to be hung for being out so late. We quickly cleaned up and got dressed.

“That was fucking fantastic,” I marveled as I tied my boots up.

“You are amazing,” she glowed as she looked at me, her nightgown back on and hiding her incredible body again, “You sure you’re only eighteen?”

“Yeah,” I laughed, “A fact my parents will remind me of when I get home.”

“Damn,” she said, “I am so sorry about that. There’s nothing I can do help with that.”

“I know,” I said as I kissed her, “But you are worth any punishment I might get over this.”

“We’re crazy, you know.”

“I know.”

She looked at the table, and then looked thoughtfully at me. “I guess I can tell Elle she came home drunk and broke the table. She won’t remember.”

I laughed. “Evil.”

“Necessary,” she replied as she looked at her ring finger and pulled the two rings off with one deft move. She looked at the gold bands for a moment and then put them on the counter, “Just like this is necessary.”

I smiled. “I’ll see you later?”

“You better,” she pulled me to her and kissed me, “I didn’t cross this forbidden line only to have you for one night.”

“And,” I said as I licked her lips and massaged her tits, “You owe me a tit-fucking…”

Sheila smiled.
Following the return home that Sunday morning, I found my mother and father beyond irate with me. They screamed and screamed about responsibility, about the rules and how even though it was last few months of high school, by God I was still under their roof. Thus, I would follow their rules to the letter or suffer the consequences. To prove their point, I found myself on the receiving end of a week’s grounding.

“Man, I am so fucked,” I groaned over the phone to my friend Brett, “I go to one fucking party and play caretaker for Elle, and I get screwed.”

Of course, I had been screwed in more ways than one…

“Well, what time did you get home?” Brett asked, clearly chewing something crunchy as we talked.

“It was around three in the morning,” I said.

“My parents would have put my hot dog in a bun and chowed down,” Brett laughed.

“I can’t be stuck here, man,” I said, “I have things I need to do.”

“Like what? All you do is sit around and read comic books and smoke,” Brett crunched as I held the phone away from my ear, “You’re like a fucking Kevin Smith movie rolled into a tightly packed little toke.”

“Hey, you’re the one getting his meds from Dr. Wacky T. Backy,” I said, praying to God no one was listening. If mom and dad found out Brett was smoking pot, even a little bit, they’d go ape shit and I’d be grounded even longer, just for being there.

“Speaking of which, I think the doctor over-medicated me,” he laughed, his voice trailing off a little.

“Brett, stick with me here man,” I shook the phone.

“You and Elle got something going on, man?” he asked bluntly, “I mean, all I can figure is you want to see her again for more than just friendship. Did something happen between you two?”

I paused for a minute. Something did happen that night, but not with Elle. “No,” I replied.

“It did too,” Brett accused me excitedly, “Holy shit, you boinked her. You fuckin boinked Elle.”

“I did not,” I protested, feeling I had just made my life unintentionally more complicated. As if it weren’t already complicated enough. I had not only kissed Elle’s mother, Sheila, but had proceeded to have sex with her in the kitchen until the table broke. But we had done something more than just fuck though, and I couldn’t lie to myself about it. The passion we had shared was beyond anything I had ever known, and now I couldn’t think of anything else but her.

But if Brett put the word out that I had slept with Elle, even though I hadn’t, it would piss off Elle and even worse, it might hurt Sheila.

“Brett,” I said over the stoner’s maniacal laughing and whooping, “How the fuck do you keep top grades while you fog your mind out?”

“Wake and bake, baby,” he laughed, “Was she good?”

“It wasn’t Elle.”

“Then who was it?”

“This girl I met at the party,” I lied, pulling a story out from off the top of my head, “Uhm, she was a cousin of somebody there, I forget.”

“Wow, way to go man. Was she hot?”

“Fuck yeah,” I smiled, remembering how Sheila had looked when she dropped her nightgown straps down and revealed her breasts to me. The way they swayed and moved with her walking, the size of her areolas and the indescribable feeling of sucking on her nipples. “She had huge titties.”

“That’s my man,” Brett laughed and there was a pause. When I first met Brett, I used to wonder why he always paused like that. But within three days of hanging out with him, I realized that when you inhale, you have to take a pause to get the full effect. For Brett, it was a quasi-religious experience, a reverence to each hit. There was a release of air on the other end of the line as Brett flew even higher. He said, “God I love titties.”

“Me too man,” I said, and looked at the clock. “I gotta go, okay?”

“Cool,” Brett mumbled as he dropped the phone and then hung up.

“Shit,” I sighed as I lay back on my bed, thinking of Sheila and how much it was going to suck not seeing her. I wanted her to think of me as an older man, a man without any childish rules hanging over his head.

‘Groundings for a week at a time don’t help convey that image,’ I thought dismally. But she had been worth ever minute I was sentenced to be grounded in this room for the next week. I turned the lights off, locked the door and stripped down naked. I laid back down on the bed and thought of her, the way she kissed me, the way her pussy felt around my cock and began masturbating.

***

That following Friday Elle, Brett and I all had lunch together outside in the parking lot of the school. We sat on the tailgate of my 4X4, a large pepperoni pizza opened and nearly completely devoured as we talked and laughed.

“Sorry again about your eye,” Elle squinted at me, her face a perfect picture of guilt, “I didn’t mean to club you.”

“It’s all right,” I said casually through a mouthful of pizza, my black eye faded to a barely visible green stain. “Your kitchen table avenged me.”

Elle rolled her eyes. “I have no memory of breaking the damn table. I mean, the thing was splintered, it was like someone would have had been fucking on it.”

“Did someone meet you after I dropped you off?”

“Or did you and Doug do the nasty?” Brett chimed in.

“No,” we both said in unison.

“You were really smashed, Elle,” I said, “You could’ve crashed through the front door and never known about it.”

“Mom said I was really angry,” she said, looking away. “Like that bitch ever notices anything about me.”

I sighed. “Don’t call her a bitch, okay?”

“Why not,” Elle laughed and shrugged, “She is a bitch. She’s fucked me and dad over for years now, and we’ve finally had enough.”

Brett looked at her, his eyes red-tinged and relaxed. “Whoa, you never told me your folks weren’t on the level with each other. Well, I mean we all know your old man steps out…”

“Watch it, you fuck rag,” Elle warned him.

“Hey hey,” Brett held his hands up inoffensively, stifling back a nervous laugh, “I’m just saying maybe your mom has a reason to be angry at your dad.”

“And how is it any of your business?” she glared at him. I knew this was going to get bad as Elle postured herself, her hands flat on her knees as she sat on the edge of the truck bed. Her head was cocked like a predator, waiting for the moment of the kill.

“It’s not, Hotrod,” Brett offered apologetically, “I didn’t mean to get into your shit. Sorry.”

A smile crossed Elle’s face, though it didn’t touch her eyes. “It’s cool. I’m sorry too. I’m just really wound up lately.”

Brett pointed at me, desperate to change the conversation. “D-man here scored after the party.”

Elle looked at him. “I’m your best friend, and you didn’t tell me?”

I shrugged, my eyes wide as I lit my cigarette. “I just…”

“You asshole, you had sex and didn’t tell me? Who?” she slapped my shoulder hard, her face looking genuinely hurt.

“Hey, gentlemen don’t discuss that stuff in public,” I countered.

“This coming from the guy who ran around the locker room his freshman year after he lost his virginity to Carol Kinsky shouting ‘YIPPEE’,” Brett laughed as he took one of my Camel Lights.

“I didn’t yell ‘YIPPEE’,” I frowned as I dragged on my smoke, “I shouted ‘HOORAY’. There’s a difference”

“Because ‘HOORAY’ is so much more dignified,” Elle rolled her eyes and nodded to my cigarette, “You know that shit drug is going to kill you someday.”

“Cigarettes are not in the same category as drugs,” I said plainly.

“Nope, they’re not,” Brett agreed and then scowled at her, “You smoke too, by the way.”

“Not as much as you, peace pipe,” she said, “Nicotine is highly addictive, worse than heroine, so I hear.”

“Where do you get your news?” Brett said under his breath.

“Addictive, yes,” I nodded, “But, nicotine is not illegal, people do not get shot by cigarette dealers, there are no Colombian nicotine cartels with an iron grip on the third world and, most importantly, I won’t go to jail for smoking my cigarettes in public.”

“And, you can’t shoot nicotine, or snort it,” Brett added academically. “Or drink it… I guess alcohol counts as a drug though. Wow, I am such a druggie.”

“But it is addictive,” Elle stated to me, unwilling to change her opinion.

“As addictive as sex,” I conceded, and then looked at her as I ate my last piece of pizza, “But cigarettes never alter your mind, or make you do crazy shit, or make you pass out at parties and have to be driven home at one in the morning and endure a hang over for good measure the next day.”

“Fuck you,” she laughed as she took a drag on my smoke. “How about we call it a vice?”

“Born in vice, say it twice,” Brett smiled.

“Born in lust, turn to dust” Elle continued, looking to me to finish the quote.

I smiled to at the reference, “Born in sin, come on in.”

We chuckled for a moment at the shared reference before Brett said, “We have got to get a fucking life.”

Brett said his goodbyes and skipped out, his day over at noon already. Elle and I marveled at how he could burn as much weed as he did in a day and still pass all his classes with perfect A’s. Some guys have all the luck, Elle remarked as we cleaned up our mess, tossed it into a trashcan and went back into the school.

“So,” she said quietly, “Who did you hook up with?”

I felt a stab of guilt and wanted to say ‘Your mom…’ but stopped myself. I was used to telling her everything, but this was so big, so different from anything else that had ever happened before. Elle could never understand what happened between her mom and me, what it meant. I looked ahead, my eyes focused on the buildings that composed the high school.

“Some girl, I’m not sure who to be honest,” I said.

“That’s not like you,” she said, her voice betraying the fact that she didn’t believe me. I knew she was hurt that I wouldn’t tell her who it was. She felt left out of my life and that was something she had never been before. “But, I guess we can all have a fling every now and then, right?”

“We both did that night,” I remarked and tossed the cigarette, stepping on it, “You remember who you hooked up with?”

Elle was quiet as she recovered from my cheap shot. “No, I don’t.”

I put my arm around her and held her tight. “It happens.”

“Yeah, it does,” she said unconvincingly,

“Do me a favor okay?” I smiled at her reassuringly.

“Anything.”

“I’ll go easier on the smokes if you go easier on your mom.”

“Doug…”

“Ah,” I stopped her, eyebrows raised and my finger up, “I have one life to live, you have one mom to love and shit doesn’t last forever. Deal?”

Elle hugged me, and I felt both incredibly good and guilty at the same time. Her breasts pressed against me not unlike Sheila’s had the night we fucked all over her kitchen. She smiled and kissed me on the cheek. “Deal.”

As I went to my locker, it occurred to me, with a degree of nausea, that the stakes had just been upped a notch as I thought about the kiss my best friend had just laid on my cheek, and the mother of that best friend I had laid a few nights back.

“Fuck me running,” I muttered and slammed my locker shut.

***

“Doug,” my mother called as I walked in the door. I looked into the kitchen and found Mom, Dad and Sheila sitting together at the table. My heart bottomed out as I wondered if our secret had been discovered, or worse, if Sheila had confessed. In my mind, I saw myself chained to a wall for life, bread and water the only luxuries as my parents broke me for fucking a friend of the family. The sign above my head would read, “ADULTERER.”

I knew I was a moment away from a heart attack, and I did the only thing a man could do at a time like this.

I smiled broadly and played dumb. “What’s up?”

Mom looked at me apologetically. “Sheila told us what you did.”

“And that would be?” I asked, my brain ready to explode as my bladder considered a flush and run maneuver.

“You were telling the truth,” Dad said, “You probably saved Elle from being hurt at that party. Sheila said you brought her home around one, but stayed to help get her into bed.”

“He didn’t have to stay, but he did,” Sheila covered for me, her eyes saying so much to me as I felt a wave of relief wash over me. “Elle became very angry, she’s not a very good drunk I’m afraid. And she’s been angry about the situation between Tom and me. She actually hit poor Doug.”

“I’m sorry we overreacted,” Dad said and hugged me, “You did a brave thing.”

I stood there, dumbfounded. “Well, what can I say Dad? It’s cool.”

“Your grounding is over, Doug. You’re a free man.”

I smiled and put my backpack down on the floor, leaning against the counter and sending mental messages of my undying gratitude to Sheila for bailing me out, even though it came a little late. I knew that she couldn’t have heard me, but she nodded to me and smiled a secret smile. I felt myself relax as I forgot about the day and just basked in the happiness I felt. It was such an alien feeling, to be this happy. And I realized that it wasn’t because I had been exonerated from my punishment, or that Sheila had been on the level enough to rescue me and tell a whopper of a lie, but rather that her very presence in the room was enough in and of itself.

“Will Sheila be staying for dinner?” I asked as I pulled a box of Ritz crackers down from the cupboard, “I mean, she just saved me from a week in the hole.”

“I can’t,” Sheila frowned and looked at Mom, “I have to be in the city tonight. A prior engagement.”

“Some other time then?” Mom asked hopefully.

“Absolutely,” she smiled and stood up to leave. She wore a very flattering sundress, his hair pulled back and glowing in the afternoon light that flooded the kitchen. The yellow fabric was ablaze from the light as it hugged her body, the curves of her breasts casting shadows across the flat of her stomach. She hugged Mom and waved to Dad as she picked up her purse.

“Your mom has a box of dishes for me,” she said to me, her eyes alive and brimming with a special yearning. “Carry them for me, and we’ll say your debt to me is paid.”

I hoisted the heavy box up and carried it out the door, down the driveway to her car. She popped the trunk open and I put the dishes inside. She smiled and closed the trunk, giving me a hug. I could have died right there as she embraced me, her perfume filling my nose like a faint, hypnotic mist.

“Thank you,” I whispered to her.

Sheila broke our hug and said, “No, thank you Doug. For everything.”

She opened her door and got in, and I could not stop staring at her. Her dark, beautiful eyes looked at me as she started the car. For one terrible moment, I thought she might actually drive away without another word.

“Be at the Freeling Hotel tonight, Doug. Nine o’clock.”

I was speechless.

“I’ll take that as a yes,” she smiled and put the car in gear.

“Definitely.”

As she pulled away, I walked back up to the house and thought of an old song I had heard when I was a kid, a favorite of Dad’s that seemed to sum up how I felt about Sheila Crane in a single word; unforgettable.

***

I spent the rest of my afternoon making plans and setting up an intricate network of lies and falsehoods so complex only a politician could have appreciated it. At least, that’s what I thought as I worked my plan out for being away tonight. But as I schemed, I realized I was over-thinking it and took a deep breath. In the end, simplicity made for the best course of action, and I opted for what Brett often referred to as “The Three’s Company Maneuver” rather than the “Bond Villain, Doomed-to-Failure-Overly-Elaborate-Scheme.” I grabbed my phone and called Brett, who was on his fifth joint of the evening.

“Okay, I need to stay at your place tonight.”

“Dude, we have not had a pajama party since we were ten,” Brett said.

“Sleep over,” I shook my head, “It’s called a ’sleep over’ Brett! And I’m not actually staying over. I just need my parents to think I am.”

“You’re gonna go see your mystery woman?”

“Yeah, you got it.”

“But you said you didn’t remember her name,” Brett observed, his voice so laid back it might have fallen over.

“She called me today after school,” I lied, “She wants to meet me again.”

“Sweet, you lucky fuck.”

“So can I count on you?”

“For sure. I just have one delivery to make tonight, but otherwise, I’m here.”

“Thanks, man.”

“No sweat, brother.”

“Hey Doug,” Brett called, just as I was about to hang up.

“Yes?”

“What’s her name?”

I was brain locked for a moment, and then blurted, “Judy.”

“Judy?”

“Yeah, got a problem with that?”

“No man,” he said, sounding disappointed, “I kinda thought maybe she had a name like Bambi or Alexis… I hear ‘Judy’ and I think… ‘judge’… or ‘Jetson’.”

“Goodbye, Brett,” I hung up the phone.

Next, I informed my parents that I would be with Brett tonight, and that maybe we would head into the city the next morning for a ball game. I gave them the number of Brett’s cell phone and packed my bags for the night. My mind flooded with anticipatory images of Sheila, and I felt like I couldn’t move fast enough. I glanced at the clock on my nightstand as I fumbled through my bottom drawer, pulled out the box of condoms and shoved them in the duffel bag. The red LED numbers indicated that I had exactly two hours to get to the Freeling Hotel.

***

I had stopped at a gas station on the way in to the city and changed into my nice evening clothes, a dark blue shirt and blazer to match with my best slacks. I had showered thoroughly before leaving home, and now felt I looked as good as I was going to get as I combed my short hair as best I could. I felt like I was in control of my life, for the first time ever as I pulled into the Freeling Hotel Parking Garage and found a space almost a full mile from the actual hotel. At least, that’s how far away it felt as I walked the distance, the space number written on the back of my hand.

Once inside, I was greeted by the pretty hostess and directed to the dining room. It was luxurious, the lighting set purely for mood and thick with a cinematic atmosphere as waiters took orders and patrons laughed. The smell of cigarette smoke curled around my nose invitingly, and I felt a real rush as I walked into the crowd of people. In the center of the circular room was a large dance floor where a live band was pumping out the best of Frank Sinatra and every other crooner this side of Dean Martin for the guests. People danced briefly and then went to their tables while others just kept going, blissfully unaware of changes in songs or time.

It was surreal, a place I could have only imagined in a movie.

I looked for Sheila, scanning the tables and not having any luck at all. A gorgeous redhead bumped into me, her hand accidentally brushing my crotch as she passed. She never gave me a sideways glance as she moved gracefully through the crowd and disappeared into the sea of faces. A tall waiter with a pinched face came up to me and asked, “Do you need help? You look lost.”

I smiled, speaking up over the music. “Yeah,” I said, “I’m supposed to meet a friend here, but I can’t find her.”

“Name, sir?”

“Sheila Crane.”

The waiter looked at the ceiling thoughtfully for a moment, and then as if a light bulb had gone on over his head, he snapped his fingers. “Oh yes, this way.”
I was surprised the waiter even remembered names in a place this big as I followed him though the crowd and then the dining tables. The smell of expensive foods and wines permeated the air, so thick you could almost touch it. The underlying aroma of smoke complimented the mix as we moved forward. Finally, the waiter motioned to a booth, secluded from the main floor, warmly lit with muted orange and yellow lights. Sitting in the booth was the woman who had pretty much stolen my affections.

“Hello,” Sheila smiled.

She was in the most beautiful black dress I had ever seen. It was simple and yet so powerful as it framed her body to perfection. The dress dipped from its spaghetti straps to show her cleavage in a modest yet undeniably provocative way, while the skirt ended just above her knees. A slit ran up the side and revealed a glimpse of her thigh. Her legs were smooth and shiny in the glow as she walked over to me and took my hand. Her sepia-toned hair fell at her shoulders in waves I had only seen in those shampoo and conditioner commercials on the television. Her lips were a dark, neutral red and seemed to be more full that I had ever thought possible. Her eyes were the only mysterious part of her, keeping their tantalizing secrets for later.

“Hello,” I smiled and kissed her deeply, not caring who saw us. Sheila returned the favor, our tongues sliding together as we greeted each other.

“You made it,” she grinned, a hint of disbelief in her voice.

“You’re surprised?” I asked as we sat down in the booth.

Sheila looked away for a moment. “Well, there was a part of me that thought you might change your mind.”

I looked at her. “Why would I ever do that?”

“Because I’m so much older than you.”

“Hey,” I took her hand again and squeezed gently, stroking her index finger with my thumb, “That doesn’t matter to me at all. You understand?”

She smiled such a beautiful smile that it made my heart flutter a little. “Yes, I think I do. You look so sexy.”

“You’re just saying that cause you wanna get laid.”

“I mean it,” Sheila laughed and then added, “And I want to get laid.”

We talked about everything over dinner, from my plans for the future to Tom’s refusal to come home much anymore after the incident. Sheila revealed Elle was slipping further and further away from her, and I told her about the hostility her daughter had displayed towards her recently.

“I stick up for you,” I said, taking another drink of water, “But you know Elle.”

“Yes I do,” Sheila shook her head, “I just can’t believe all this is happening. I’m losing her.”

“She loves you Sheila, she really does,” I offered, pushing my plate away, full and content for the moment, “She just has her own issues right now. She’ll come around”

The music began again as a more modern band replaced the crooners and set the beat for more lively dancing. Sheila looked into the circle of the dance floor where everyone was gathering and, for better or worse, dancing. She stared at me and asked, “You feel adventurous?”

I looked at the crowd of people. “You feel like being embarrassed? I dance like Jerry Lewis in ‘The Nutty Professor’.”

“That’s fine,” she winked as she pulled me up out of my seat and led me to the dance floor, “I’ll be your Stella Stevens.”

Soft blue lights illuminated us as Sheila held my hand, leading the way. I watched her ass under her dress, engrossed and disbelieving this was actually happening. After a few minutes we found a decent spot and Sheila began dancing with me. The beat of the music was undeniably Latin and fast, relentless as the crowd let the alcohol go to their heads and cut loose. I felt a little self-conscious as we danced. Sheila was so fluid, so natural in every movement as she gyrated her hips, letting her legs gracefully complete each movement as though it were second nature. Her breasts heaved and bounced as she taught me how to dance.

“You need to loosen up,” she laughed at me as she grabbed my hips and moved mine to her own, the repetitive undulations sexy and needful. She looked me dead in the eyes and held my gaze. A light film of perspiration had covered our skin, making us shine in the cool blue lights.

“Like this?” I asked, my eyes locked on hers. My hands rested on top of hers as she held my hips, our bodies moving closer and closer together. Each beat of the music was a catalyst for some new and exciting emotion as we neared each other. It was so far away from the past, from the reality we lived in each day. It was no longer about age or distance, school or motherhood but about two souls, a common purpose between them.

“Just like that,” she whispered, and time seemed to slow down, the music becoming a muted thumping of a beat we could no longer hear but felt as our noses touched. I heard her draw a breath that echoed though my world, shaking it and soothing it like a steady wind. I felt her heart beating in turn with mine as our bodies touched, electrified with a feeling I hadn’t known since I first lost my virginity. She couldn’t move her hands, and I didn’t want her to ever move them again as our lips met.

There was something in that kiss, that one singular kiss that set it apart from every other one we had shared since that Sunday morning. I knew what was happening to us, as impossible as it might have seemed two weeks ago as she kissed me, tasting me for what felt like the first time. And maybe it was the first time. We had none of the baggage here at The Freeling that we had carried around at home. We were free here. She moaned against my lips and I felt my cock growing against her thigh.

“Upstairs?” I asked quietly, breaking our kiss.

“Upstairs,” she kissed me again, took my hand, and led me away.

***

“This shit had better be good, Brett,” Rob Caleb warned as they exchanged the heroine for money, “If it’s as good as you say, I’m in for another grand.”

“Dude, this shit is the fucking Mad Max Road Warrior Shit Storm,” Brett smiled and slapped customer’s shoulder as he stepped into the hallway of the second floor of The Freeling. “Why would I drive all the way out here to deliver if I wasn’t making good on my promises?”

“Just get the fuck out of here,” Rob growled and closed the door. Brett flipped through his money, making sure the three thousand was crisp, green and accounted for. He smiled to himself and walked to the elevator. As he approached the corner, he heard Doug’s voice coming down the hall. In the windows, he could see around the corner slightly and the reflection showed him with a woman. Brett ducked behind one of the huge potted palm plants.

“This must be Judy,” Brett chuckled as he waited for them to round the corner. Sure enough, it was Doug looking very nice as he escorted his mystery date. Brett nodded his head in approval as he checked her out. She was stacked and definitely dressed to kill as they stopped at the door across from his hiding place. Brett was imagining the woman’s ass naked when she turned, and kissed Doug full on the lips. Brett dropped his money on the floor as his eyes went wide.

“That’s Elle’s mom,” he whispered to himself, watching them unlock the door, and then hang a do not disturb sign on the knob. It slammed shut, and he could only sit there, shocked.

“Either I got some bad shit, or that was Mrs. Crane and Doug,” he shook his head, but knew full well what he had seen. He thought of the broken table Elle had mentioned, and how she said it was like two people had fucked on it and broken it.

“Fuck me Freddy,” he whispered, grabbed his money and hurried out.

***

Our kisses had become frantic and breathless as Sheila tugged at my belt, slid it off and tossed it. It landed on the floor with a metallic jingle as the buckle hit. She tore at my shirt, actually ripping the buttons off. They flew like tiny bullets as she felt my body with her hands, memorizing my muscles and the smooth texture of my skin. I pulled her straps down and she wiggled out of her dress, letting it bunch up at her feet. She kicked it away and it lighted on the television set, draping there. Her high heels came off next with two swift kicks as she kissed me.

“I have missed you so much,” I managed as I undid my pants.

“God I want you,” she growled and pulled me to the bed, wrapping her legs around my waist as I finally came free of my pants and underwear. We embraced each other, my cock grinding against her wet pussy. I vaguely realized that she hadn’t been wearing panties, and if she had been, they came off with the dress. She felt so hot against me as we rolled all over the king size bed, our tongues locked together.

I managed to unhook her bra and she slipped it off, letting her breasts free for my needing tongue. She straddled me and leaned forward as I licked her nipples, suckled on them, my tongue darting at them like a crazed snake. She ran her hands through my hair, closing her eyes and relishing every movement of my hands. I cupped her large, milky breasts as though they were a national treasure. Each lick was a testament to my attraction to her, to my need and lust for her. Every suckle and kiss on her skin was a promise of my commitment to please her, to make her feel as though there were no other woman that could ever compare.

With a gentle roll, I guided her onto her back and laid her out straight. I moved with smooth, intentional purpose, my frantic passion giving way to a more professional experienced want. My tongue flicked her neck, followed by hot, wet kisses down her chest, across her collarbone and shoulders and then directly between her tits. I held her hands aside gently, and licked her nipples again, my tongue applying a pressure and friction to her tips hoping that she might scream. They were so hard and sensitive as I kissed them, suckled on them and teased them.

I kissed under the swells off her breasts, over her ribs in a back and forth sweeping motion, my tongue leaving a wet trail marking her as mine. She bit her lip as I applied hot, long wet French kisses to her belly, around her navel and below causing her to heat up internally. I imagined an oven, the fire being stoked to burn hotter and faster. I kissed down her legs, dragging my tongue down the insides of her thighs, down to the knees and calves. I kissed down to her foot and gently kissed each toe, and then worked my way back up, spreading her legs apart as I went.

When I reached her pussy, I immediately went to kissing her clit, my tongue working it’s way to position as she squirmed under me, moaning my name. I swirled my tongue around her hard button, desperate to please her. I flicked it and nibbled on it, playing with and teasing it as much as I could. Sheila was now moaning so loudly I was sure anyone next door was getting a hell of an audio show. I felt her hands on my head, through my hair and back up to her breasts as I worked her. I watched her pinch and pull her nipples hard as she neared her climax.

I slid my hands up and massaged her tits as she started cumming. I tweaked her nipples hard as she squirted her vaginal fluids. Her cry was loud and heartfelt, even soulful as she was carried away by her climax. I stopped and lay next to Sheila as her eyes were shut tight, her mouth open as she sucked in air.

“Do you know what you do to me?” she asked, every other punctuated with a heavy breath.

“Probably exactly what you do to me,” I said, watching her impressive breasts heave up and down as she recovered. Sheila smiled at me and grasped my shaft. I forgot all about the condoms I had left in my duffel, in my car in the parking garage as she straddled me. My cock slipped into her wet pussy and once again, I was in a place I had only read about. I could feel her tighten and squeeze around my shaft as she began humping me, her hands braced against my pecs.

As we found our rhythm, a thought occurred to me that for the first time, without any question or doubt, I knew I had graduated from merely fucking to making love with someone. Sheila seemed to sense this revelation as she leaned down, her massive tits resting on my chest and kissed me gently.

Sheila could sense the orgasm building up inside me already as she rode my cock. But the night was young, and for the moment so was she. She gasped as my shaft began rubbing her just the right way. Sheila threw her head back, a smile on her face as she moaned. She knew, just I knew that the impossible was coming true.

She was falling for me… and I for her.
It was around one in the morning when I opened my eyes. At first, I was a little confused as I slowly focused on the strange room around me. I felt a brief moment of panic as I registered I was not in my own room. Then I felt a hand on my shoulder, and I remembered where I was. Sheila was spooned behind me, her thighs tucked up behind mine as she caressed my shoulder. Her breath was hot and wonderful on the back of my neck. The combination of her exotic perfume and the scent of her hair made me feel so content as I smiled in the dim light of our room at the Freeling Hotel.

“You’re cute when you sleep,” she said into my ear.

“I thought I was cute all the time?” I said with a mock hurt.

“No,” she kissed the back of neck, her body so soft against mine, “You’re irresistible all the time.”

“Now is no time to suck up,” I said, never before having been so genuinely flattered. It was amazing and strange at the same time, being here with a woman who was not only the most attractive I had ever seen, and maybe the end all be all of lovers for me at the age of eighteen, but also the mother of my best friend.

Sheila was quiet for a moment. “It’s wrong what we’re doing, you know.”

“All four times tonight?” I asked, “Should I have done the swirly thing with my tongue when I went down on you that last time?”

“No,” she laughed, hugging me close, “I mean this…us… right now I feel like this is like being in bed with Dustin Hoffman.”

“Which movie was that?” I smiled to myself, “Uh, ‘Rain Man’, right?”

“No,” she grinned.

“Hook?”

“What?” she laughed again.

“Oh wait, I know this one. It’s a classic,” I said as I rubbed her thigh, “Marathon Man?”

“You’re a geek.”

“Here’s to you, Mrs. Robinson,” I said as I reached over to the nightstand and took a drink of water.

“Can you be serious for a minute?” she kissed my shoulder, “Please?”

“Absolutely,” I smiled, although I didn’t really want to see where this was going if she was going to start feeling guilty.

“Doug, I feel like I’m fucking you over.”

“Well, you sort of are… four times tonight so far…”

She smiled despite herself. “You know what I mean. You’re eighteen years old, and I’m old enough to be your mother. I’m forty-five. If anyone ever found out…”

“No one is going to find out,” I reassured her, pulling her close to me as I turned to face her. She rested her head on my chest as we settled and got comfortable.

“How can you be so sure?”

“Do you think anyone here recognized us? Do you think anyone here even cares? We’re an hour away from everyone and everything we know. I think we’re safe.”

There was a moment of silence between us.

“I just don’t want you to regret any of this,” she said softly, her vulnerability thick like a heavy smoke, encircling her.

“Sheila,” I said, trying to pick just the right words, “This is the best thing that’s ever happened to me. The only thing I regret is that it didn’t happen sooner.”

Sheila chuckled. “Any sooner, and it would’ve been considered an expression of pedophilia.”

I felt her body shift against me, the heat of her leg draped across mine, the warm wetness of her crotch against my skin and the pressure of her large, perfect breasts. It was a feeling that years later I would look back on as being the first time I ever felt really secure. I felt safe with her, free of doubts or inhibitions about myself. Sheila made me feel confident and sexy, she made me feel like I was someone special and she did it all without even knowing she was doing it. It was like a second nature to her.

“Tom isn’t coming back,” she said bluntly, and I could feel her physically wince as she said his name, as if the words were razor blades tearing her throat apart as they left her mouth. “He packed up all his things and was gone by Wednesday evening. Elle took it really hard. She hasn’t said a word to me since.”

I frowned. “She hasn’t said anything to me about it, either. You’d think being her best friend would count against keeping secrets.”

Sheila looked at me slyly. “Do you tell Elle everything?”

“Touché.”

“I don’t know what to do,” Sheila sighed, “Everything is falling apart.”

“You can’t look at it that way,” I said as I ran my fingers through her silky, bronze hair, “Tom’s a prick, and we all know it. He’s been stepping out on you for awhile now, and he’s tired of being sneaky about it.”

“Sneaky?” she asked, “You know how many times I’ve found lipstick or perfume that’s not mine on his shirts… and his underwear?”

“Shit, he wanted you to know.”

“You think?”

“It’s so obvious. He wants you to leave him, to get mad and walk out that way he doesn’t have to initiate anything. Did he say he wanted a divorce before he left?”

“No.”

“Well there you go. Then he can look like a victim…”

Sheila sighed. “I hate him, Doug. I hate him for what he’s put me through. And he has the balls to accuse me of being the problem?”

“The guy’s a fuck,” I laughed as I squeezed her to me.

“A lousy fuck, in more ways than one.”

“That’s the spirit,” I said, deciding to change the subject, “Now, its time for a exercise in self-esteem.”

“Excuse me?” she looked at me.

“Your ego has been wrecked by that guy for years. Now repeat after me…”

“Oh my God,” she giggled.

“This only works if you repeat everything I say and mean it.”

“Okay,” she rested her chin on my chest.

“Say, ‘I, Sheila Crane, am without a doubt the sexiest woman over forty in the world, even sexier than Raquel Welch’.”

“I, Sheila Crane, am without a doubt the sexiest woman over forty in the world, even sexier than Raquel Welch.”

I nodded. “I have a beautiful smile…”

“I have a beautiful smile,” she repeated through a laugh, proving to me just how right I was about that smile.

“My eyes are mysterious, my ass is round and firm and my breasts gleefully defy gravity…”

She laughed and hugged me.

“And say that I, Doug, am the best lover you’re ever had. That my modestly large penis is the pinnacle of male achievement in a world of phallic obsession.”

“Now whose ego are we building?” she asked, her hand sliding down my chest, under the sheets and to my semi-erect cock. She began stroking me, her thumb rubbing over my glans and making my balls tingle.

“I just thought I’d slip that in there.”

“Well,” she kissed my neck as she stroked my slowly hardening cock, “You are on your way to being the best lover I’ve ever had, Doug. That’s no lie. And your cock is something special…”

“Oh go on,” I rolled my eyes, enjoying the feeling of her hand job, “No really, go on. Keep going.”

Sheila smiled. “You make me happy Doug, happier than I’ve been in a long time.”

“That’s what friends are for,” I smiled, her fingers caressing my scrotum.

“You sure you’re only eighteen?”

I nodded as she stroked my shaft to a healthy erection. As I lay there, I began to consider the very real possibility that Sheila was becoming more than just a friend to me. It was crazy; the very idea of our age difference would be laughed at and ridiculed if we ever took it beyond this. Maybe she was rebounding from her failed marriage? I figured maybe I was just caught up in the heat of our passion, carried away from common sense by our mutual attraction. But how could I help not being carried away by her? She was gorgeous, kind, smart and so damned sexy it could be considered a crime.

But something had happened to me between the drive to this hotel and found fruitition the moment we began dancing only a few hours ago. When she put her hands on me, under that intense light and the beat of the music dictating our direction and pace, I let go of all control over myself. I was simply with her, both of us an extension of the other, moving together toward something much bigger than ourselves. I knew that I didn’t know jack shit about the real world, and I knew even less about what a real relationship was, or what it even entailed. The only thing I knew for certain was she touched me and so precisely stimulated me that I was already missing her before she was gone.

I ached for her when she wasn’t there.

“Penny for your thoughts?”

“Oh,” I laughed, “I was just thinking about you.”

“And what were thinking?” she purred as she kissed my neck, her hands warm and tight around my thick shaft, slowly pumping up and down.

“That you’re amazing,” I murmured as she slid her body on top of mine, my hands caressing her ass as the sheets pulled down. Her pussy was clean-shaven and smooth against me. Her wet lips pressed against me as she necked on me.

“Keep going,” I felt her smile against my neck as she moved a little more and positioned her pussy on my shaft, grinding herself against me. I massaged her breasts slowly as we rubbed against each other. She was deft in every move, her every lick and touch a perfectly targeted erotic missile setting me on fire.

“I’ve never wanted anyone more than I want you.”

“Mmmm, nice,” she raised a brow and grinned wickedly at me as she began kissing her way down my chest, running her tongue over my pecs and nipples. As she went down, her breasts dragged on me and sent a shiver through my body. She stopped when her tits reached my cock, their silky smoothness against my shaft a sensation unlike any I had ever known before.

“Here Doug,” she said as she sat up on her knees, her body absolutely glowing in the pale lighting of the room, “Let me lay down, and you just straddle me.”

As we switched positions, I stupidly asked, “Why?”

She regarded me with a hint of playful sarcasm. “You do know how to tit-fuck?”

“Of course,” I replied as she settled in on the mattress. Her hair splayed out from her head like a dark shiny fan, her eyes looking at me expectantly as she cupped her breasts and squeezed them together. Her nipples poked out from between her fingers as I put one leg over her and straddled her torso. My balls rested against her smooth skin as I lowered my painfully throbbing seven and half inch cock between her tits. She pushed them together and I shuddered as their warmth enveloped me. I looked down and saw the head of my cock just barely peeking out of her cleavage, a shiny droplet of anticipatory pre-cum oozing out.

I began to slowly thrust against her tits, being careful not to crush her rib cage as I went. With each thrust, my cock would emerge from the crevasse of her breasts and she would quickly suck on me before I pulled back. The contrast of my swollen, almost purple head against her milky white flesh burned into my memory as the mixture of my pre-cum and her saliva lubed up my passage. Her tits seemed to roll and jiggle with every movement, her nipples erect like two dark rocks on twin white sand dunes.

“Yes baby, just like that,” she smiled as I started thrusting a little faster.

“Oh Sheila,” I managed as I felt my body preparing for the inevitable conclusion.

“I want you to cum for me, Doug,” she whispered, her eyes burning into mine.

“Yes,” I whispered.

“I want you to cum on my tits,” she breathed, and just hearing her say that made me kick up my pace a notch. I had seen a lot of porn flicks where women moaned that phrase to men, and it was always a superficial turn on. But this was different. There was emotion behind the words, powered by passion and need. When Sheila said the words, with her sultry voice and the lust I felt behind her words, it was irresistible. She licked my head quickly again and said, “Cum on my face, Doug. I know you want to.”

“Yes,” I moaned, unable to think of any other reply as her words began to carry me away.

“Cum for me Doug,” she moaned.

I tried to yell out as I came, my fifth one for the night, but the combination of a slight rawness to my cock and the tingling of the orgasm only allowed for a gasp of air. My semen exploded across her neck and chin in a long, white rope of cum. I spurted again and again, releasing only a fraction of what I had done earlier, but still soaking her enough to make a mess.

“I don’t know how much more I can take,” I huffed as I began to lose my erection between her tits.

“Now Doug,” she ran her hand up my stomach lovingly, “You’re not winded are you?”

“No,” I collapsed on the bed, settling in close to her, and then added, “Yes.”

“I’ll bet I can get you up for another round.”

“Oh yeah?”

“Yeah?”

“How?” I asked. I opened my eyes as she propped herself up on one arm. With her free index finger, she wiped up some of my cum off her neck, raised it to her lips as licked it off. She let me see my cum on her tongue for a moment before she swallowed it, and I felt my cock twitch. She then took her finger and scooped more of it off her neck and chin, and then rubbed it over her nipple. She began teasing the nipple between her thumb and forefinger, rolling the wet nub back and forth.

“I want you to make love to me, Doug,” she whispered, her honesty and need so apparent that it made my heart break. It was the first heartbreak I’d ever known that hurt in a good way.

I kissed her without a word, and when my cock was ready, I entered her again and lost myself willingly to her once more.

***

A week later, Tom still hadn’t called Sheila to let her know where he was, and Elle still hadn’t said a word. I made it a point to be over at Sheila’s as much as I could, and as my final weeks of high school grinded out, I found myself less focused on my college endeavors. As a protest to the break-up, Elle had taken to staying with friends and pretty much telling her mom to fuck off, sometimes literally. And because she was eighteen, Sheila couldn’t do much about it. I got the impression that Sheila had reached a point where she felt she shouldn’t do anything about it. I could see the beginnings of a depression hanging over her head, the first warning signs appearing when we left the hotel and said our good-byes for the day.

So I did my best to cheer her up as much as I could. With the house being empty in the evenings, we made in love in almost every room. We re-christened the kitchen the day after our return from them city and made sure not to destroy the new table she had just bought to replace the old one. Over the next few days, we made a mess of the bathroom, bounced on every step of the staircase, tested every spring in every bed and managed to make our way from the living room to the garage. We must have used over twenty condoms that week, which to me was a world record.

That next Sunday, I got a call from her around six in the evening as my mother washed the dishes and my father watched the evening news.

“What’s up, Sheila?” I asked, standing close enough to be within in earshot of my mother, “How’s it going?”

“Is your mom nearby?” she asked.

“Yep,” I said.

“Okay,” she said, “How are you?”

“I’m fine.”

“How’s your cock doing?”

“Hard,” I smiled, “But most graduation preparation is.”

“Would you let me suck it later on tonight?”

“Oh absolutely.”

“God, you are good for the ego,” she smiled, “Listen, I just got a call from Tom…”

“Oh no,” I frowned, “You got rats?”

“A big one,” she laughed, “He’s shacked up in the city with an old girlfriend, and he wants to talk to me.”

“Don’t be intimidated by rats.”

“No, I’ll be okay,” she said, “I just need you to come over and keep an eye on the plumber, make sure he doesn’t smell my underwear or steal anything.”

“Will I get paid for this?”

“Of course you will,” she said knowingly.

“I’ll be right over.”

I excused myself and drove the Sheila’s house. When I arrived, there was a large white plumbers van in the driveway, still brilliantly white as dusk settled. I parked on the corner and hurried up the walkway, dressed in shorts, a t-shirt and sandals. I took a deep drag on my smoke and then crushed it out on the sidewalk. Sheila was inside, wearing her gorgeous yellow sundress with her hair pulled up and back.

“Hey you,” she smiled as she led me through the kitchen and into the garage. Once the door had shut, she put her arms around me and we began kissing feverishly. My hands cupped her ass as our tongues rolled and caressed with each other.

“So what does Fuck Face want?” I asked, still holding her.

“He wants to discuss Elle,” she shook her head as we kissed.

“Any word from her?”

Sheila broke the kiss.

“No,” she lowered her eyes quickly, trying to hide the glassy sadness that was welling up at their corners.

“I’ve seen her at school at a few times, but she’s been distant.”

“I don’t know what to do, Doug.”

“Hey, just keep doing what you’re doing right now. She’ll come around. You want me to talk to her, loosen her up for you?”

“Can you even find her?”

“If I can’t, then Brett will. Okay?”

She smiled, a fat teardrop running down her cheek. “Okay.”

“Now, go and see what asshole wants and come home quick.”

“Keep the plumber away from my panties.”

“How can he get your panties when I’m smelling them all simultaneously?

“Good point,” she laughed and then ran her hand over my crotch, “When I get back, I’ll pay you for services rendered.”

“I expect interest…”

“I can handle that.”

We kissed briefly, and then she left. I spent the next two hours on the couch, watching the television and getting hornier by the minute as I fantasized about Sheila. The plumber left around 8:30 that night, and as I watched him drive away, I felt relieved. It meant that when Sheila got back, we wouldn’t have to wait. I took the paper work he had filled out for her and put it in the kitchen. As I poured myself a glass of milk, I heard the door open.

“Is that you?” I called, taking a long chug from the glass.

“Doug, what are you doing here?” Elle asked me, standing in the entry between the kitchen and living room. She was dressed as I was, in a t-shirt and shorts, but a t-shirt on her was a like a t-shirt on her mother. Even at a large size, it was still stretched out from her huge tits, and I found myself gawking for a moment. Coupled with the shock of her showing up suddenly, I simply looked at her dumbfounded for a moment.

“I’m-” I began as I set the glass down, thankful I hadn’t assumed it was Sheila and said something I would have regretted, “I’m here to talk to you.”

“You could have talked to me at school,” she said, still uncertain of my presence in the house with no one home.

“Yeah, you’re right,” I nodded, “But I wanted to catch you here.”

“I haven’t been here in over a week, and you just happened to be here when I show up?”

“Your mom asked me to talk to you,” I said, gesturing for her to sit down at the table, “She had a plumber working on the upstairs bathroom and needed someone to watch the guy while she ran out real quick. So here I am.”

“What did she want you to say to me?” Elle asked as she sat down. It amazed me how much she looked like Sheila, their faces perfectly matched and her hair almost identical to her mother’s bronzed strands.

“She’s worried about you,” I said as I pulled out one of my smokes, “Is it cool if I smoke in the house?”

“Dad always did, why can’t you?”

I lit my cigarette and continued, “She hasn’t told me all the details of what has happened, which is fine by me. But she has said how she wishes you wouldn’t be mad.”

“You and mom are chums all of a sudden?”

For a moment, I felt like there was a load of subtext to her question, but I played it off. “No, she just wanted to me to try and explain that she loves you very much, and misses you.”

“Doug, you don’t know shit about this situation, okay? And she should fucking know better than to involve my friends as pawns in this.”

“I’m not a pawn, okay?” I said, “You’re both my friends… I can’t just watch you two lose each other because of your father.”
“My father?” she frowned, “You think my Dad is the problem here?”

I felt the words slip past my mouth, even before I realized they were coming, “He’s cheating on your mom, Elle. We all know it.”

“And why do you think he steps out on her?”

“You got me, why?” I said, trying to suppress my anger.

“Jesus, you are naive,” she shook her head, “Mom’s been cheating on him too.”

I felt frozen, cold and numb as I registered her words. “Bullshit.”

“Oh?” Elle asked incredulously, “Turnabout isn’t fair play?”

“You know for a fact she has been cheating?”

“I know someone who saw her do it just last week.”

My heart seized in my chest. “Really?”

“Really, Doug.”

“Who?” I managed, trying to keep the panic in the back of my mind from overpowering me. Did she know about her mother and me? Who could have seen us?

“Brett saw her and some guy at a hotel in the city while he was doing a deal.”

“No shit,” I said, my cigarette hanging from my bottom lip flaccidly.

“They were going into a room, and Brett just happened to catch a good look at her.”

“Is he sure?”

“The man’s got a photographic memory, Doug.”

“Fuck me running,” I said, standing up as I went towards the back door.

“Where are you going?”

“Fresh air,” I muttered as I took a deep drag on my smoke, my head spinning and my heart hammering in my throat. Brett had seen us. It was impossible, a series of events so random and improbably distanced from each other that the odds of him being right there, at that hotel, on that floor, outside our room as we went in were inconceivable. I was ready to pass out as I walked across the wooden deck of their back porch.

“You okay?” Elle asked, close behind me.

“Yeah, I’m fine,” I lied, “I just have a bad headache.”

“You’re taking it about as well as I did.”

I sat down on the porch, my legs hanging off as I retraced our steps that night, trying to picture just how Brett could have seen us. I looked at Elle and said, “Could he be lying?”

“Why would he lie?”

“I don’t know.”

“Mom and dad are both fucking selfish, Doug,” she sat down beside me, her thick hair hanging loosely about her shoulders, “I’m mad at both of them. But Mom, fuck she should have known better than to go and do something like that.”

“But your Dad was doing it too…”

“Yeah, but my father is who he is,” she sighed, leaning back on her hands, “I’ll be honest Doug, I’ve come to a revelation about my family. I know what my father has done, what he has been doing. I know.”

“So why defend him?”

“Because we only get one father and mother,” she said, “And I guess I figured if I overlooked a lot of his downfalls I could get by. But it’s too much now. Mom and I have never seen eye to eye, but I always took comfort in the fact that she was above playing his games. I always admired for not cheating, and now I find out that she’s been doing it all along.”

“You still don’t know for sure,” I countered, “If Brett was right, was that the first time she ever did it or not? You don’t know.”

“I know.”

“Jesus, Elle,” I said, “So she cheated on your father. Who’s to say who cheated first? What if this was her first time doing that? Didn’t you just say turnabout is fair play?”

“Maybe,” she muttered.

“Why, Elle?” I asked, “Why side with your father in this? You know the truth…”

She was quiet for a moment, and then said, “My dad has a lot of power, and I didn’t want to be on the receiving end of his anger, Doug.”

“Did he ever hit you or your mom?”

“No,” she laughed, her voice choked, “He… hurt us with words, with his games. I didn’t want to live my life under that. I could see what he was doing to mom, how he manipulated things. So I guess you could say I sided with him to save my own ass, Doug. It sounds chicken shit, I know.”

“Jesus, Elle,” I shook my head, “I never knew.”

“Of course you didn’t know,” she looked at me, “No one knew.”

I was quiet for a moment. “You’re not mad at your mother.”

“I’m mad at her for what she’s doing now,” she replied softly and then admitted, “And I’m mad at myself for being such a coward.”

I looked at her and put a hand on hand on her shoulder. “Elle, I don’t know what to say.”

“I feel like Mom let me down…”

I couldn’t say anything.

Elle straightened up a bit, and looked away at the expansive wooden fence that cordoned off the property. I wanted to help her, to tell her that it was going to be all right and that this would pass. But I couldn’t. I felt like shit, and I knew that anything I said to comfort her would be hypocritical and hollow. She was so hurt by what Sheila and I had done that it almost overshadowed the years of her father’s sexual indiscretions. And if she ever found out that it was really me with her mom that night…

“There’s more, Doug,” she said.

“I’m listening,” I said as my brain pushed me to go running back to my car and flee.

“There’s no easy way to say this, so I guess I should just come out and say it,” she turned to face me, her dark eyes holding mine in a way that was both exciting and completely uncomfortable. Even before she spoke, I knew what she was going to say, and my mind screamed for her to shut up, to not say the words I had sometimes imagined her saying to me. Those adolescent hopes and fantasies about her had seemed harmless and improbable, and at any other time in my life would have been a welcomed dream-come-true. But right now, at this moment, I was filled with an ever-thickening anxiety and panic. She spoke before I could stop her, “I’m attracted to you.”

My head was ready to spin off my neck like warp-powered top as I steeled myself, “What?”

“Doug,” she slid her hand over mine so softly and gently that it made me shiver, “I’ve been doing a lot of thinking lately, especially after that party.”

“Yeah,” I barely whispered as I took a humongous drag off my cigarette.

“You took care of me that night. You didn’t take advantage of me when others did, and that’s something I forgot. You’ve always been there for me, no matter what. And I guess what I’m saying is I think I’m starting to fall in love with you.”

There are one thousand responses a man could give to a woman professing her love that are perfect, and I somehow managed to pick the dumbest one of all, “What?”

“I love you,” she smiled. The world went into a slow motion blur as she leaned forward and kissed me. I froze solid. She pulled back, her face concerned and uncertain.

“Doug, you okay?”

I shrugged and smiled, nodding my head, “Uh huh.”

“What’s wrong?”

“Nothing,” I squeaked. I actually squeaked.

“Have I ruined things between us?”

I have, I thought grimly as I scooted back a little and said, “No, no of course not.”

“Then do I smell?”

I laughed nervously. “No.”

“Cause you’re acting like I do,” she looked at me, her vulnerability painfully reminiscent of Sheila. I wanted to crawl under the porch and die, never to be found again.

“No, you don’t smell,” I reassured her, “I just, have a lot going on right now, Elle…”

“The girl you met at the party?” she asked, her voice laced with jealousy.

“Yes,” I replied, “But also there’s also college, and the last week of school, graduation… you know, there’s a lot going on.”

“What’s her name?”

“Sarah,” I lied immediately, hoping that I could find a way out of this before Sheila came back. I remembered a moment later I had told Brett her name was Judy. I looked through the window behind us, and saw the digital VCR display from the corner of the living room. Sheila would be back soon, within a half hour at the most.

“Is she pretty?”

“Yeah, I think so.”

“Do you love her?”

I looked at Elle, honestly not sure of how to respond to the question. I had been pondering this question now for a while, and the idea of falling in love with Sheila didn’t seem impossible to me. As we had gotten to know each other more, I suspected it might be more an issue of inevitability than possibility. In the seconds it took me to think about my answer, Elle leaned forward again, put her hands on the sides of my face and kissed me. The kiss was deep and hot, her tongue sliding into my mouth and caressing me. I leaned back as a stab of guilt seared though my heart, but she only leaned forward with me.

“If you have to think about it,” she said as she broke the kiss, “Then you don’t.”

My cock was beginning to swell and harden, the one part of body that knew no allegiance to anything except pleasure. Elle noticed this as she placed her palm on my crotch and rubbed gently. My heart had been hammering before, now it was on the verge of shutting down from the overload as a primal rush of lust flooded my body and tried to coerce me into taking her. Suddenly, I was keenly aware of all her attributes, of her milky skin and the large, perfect breasts under her t-shirt. I was all too conscious of her breath against my skin, hot and enticing as her hand gently kneaded my cock through my shorts. Confusion veiled my thoughts as I fought against my want for her.

“She could never love you like I could,” Elle said as she crossed her arms and grabbed the bottom of her t-shirt, She pulled the fabric up and over head, her massive breasts catching on the shirt as she pulled. The bra contained them, but did little more than that. In the soft, blue dusky light of the evening, they were bright against the long shadows around us. She placed the shirt gently to one side and looked at me expectantly. I could only stare, knowing that I was about to cross a line that would most likely ruin my life, and any chances I had with Sheila.

“You like?” she nodded to her breasts. I had never seen them like this, and while I knew they were huge, I never imagined they would be this big.

I nodded.

Elle unclasped the bra hooks from behind and took it off, letting her breasts hang free. Her nipples were large and erect, pointing to me as if though they were choosing me, singling me out from some invisible crowd. I was breathing so hard, I was ready to hyperventilate as she rubbed her nipples and smiled at me, that cocky beautiful half-smile that she had inherited from her mother. As I stared at her tits, all I could think of was Sheila, and the look on her face after finding out I had fucked Elle. I could see the whole sad scenario play out in my head, and I wanted to cry at the thought of hurting Sheila.

“What do you think?” she asked.

“I think,” I croaked as I stood up, my cock painfully large in my pants, “I think I have to go.”

“What?”

“Elle,” I shook my head, my senses coming back to me slowly, “I… listen. You are gorgeous. And I am not going to tell you those aren’t the breasts of the century, but I can’t. I just can’t. I’m sorry.”

“Why not?” she asked as she put her shirt back on, her voice strained and shaky again. God, this was getting so fucking complicated.

“Elle,” I began, and then found a courage deep from inside me I had never felt before. It was strange feeling, an electric revelation that arched so suddenly through my body that I shuddered. It was all suddenly so simple for me. I looked at her, walked over to her and sat down. I felt a genuine smile cross my face as I hugged her.

“I’m love with someone else,” I said as I held her to me, “You’re my best friend, and I love you so much. But I can’t do this with you. It wouldn’t be fair to you, me or her.”

“Oh God,” Elle said into my neck, “I am so embarrassed.”

“Don’t be,” I said.

I let go of her and she smiled. “So when do I get to meet this mysterious Sarah?”

“Soon,” I answered, berating myself for not remembering I had named her Judy, “When I’m ready.”

Elle eyed me. “Keep your secrets then. But I better be the first to know.”

I thought of Brett, and replied, “You will be. I promise.”

We sat there for a while in silence.

We walked back into the house, and I knew it was time to leave. Sheila and I could pick up where we left off later, when Elle wasn’t around. I handed her the plumber’s papers and hugged her.

“Goodnight,” she smiled.

“Are you staying here tonight?’ I asked.

“No, but I’ll wait for mom to get home.”

“Be easy on her,” I said, “Listen to what she has to say.”

“I’ll try.”

“Okay, say hi to your Mom for me,” I smiled as I opened the front door and stepped outside. As I walked out, I noticed that Sheila’s car was in the driveway. Terror washed over me as I wondered if she had seen Elle and me on the back porch. I turned to go back in, and saw the light from Sheila’s room turn on upstairs above me. My bowels loosened as my newfound feeling of confidence and happiness burned away under the heat of primal fear.

“And Doug?” Elle called.

“Yeah,” I said.

“It never happened, okay?”

“Sure,” I said and then hurried to my car. As I walked, I looked at Sheila’s bedroom window, a bright beacon in the night. She had been home, and I knew she had seen us. I started my truck and took off going faster than I should have. It worried me that she hadn’t said goodbye to me, and it only strengthened my fear that she had seen us on the back porch and was pissed off. Or worse, hurt and crying on her bed at the very moment I sped away from her. I cursed myself for not having stopped Elle from taking off her shirt and bra.

***

When I got home my parents were already asleep. I slipped into my bedroom and flopped on the bed, feeling miserable and sick.

“She saw us, I know it,” I moaned into the blankets, “FUCK!”

I reached for the phone, ready to call Sheila and find out for certain. I couldn’t live like this. I wouldn’t last another hour without knowing if she knew or not. I kept telling myself that I hadn’t done anything wrong, that I hadn’t cheated on her or betrayed her. I had faced the temptation of one of the hottest women I had ever seen and won. I had walked away with my honor and integrity.

“So why do I feel like shit?” I asked no one as I put the phone back in its cradle, “If you call her, you’re only going to make it worse. Let her call you. Don’t be a choad, okay?”

“Okay.” I answered myself.

The phone rang and I nearly jumped out of my skin and through the ceiling. I hesitantly reached for the phone to answer, and after the fourth ring, I picked it up.

“Hello,” I said, trying to sound casual, expecting to hear Sheila’s voice.

“Hey man,” Brett said.

“Hey,” I said, disappointed and yet somehow relieved that it was Brett and not Sheila on the other end of the line.

“Haven’t heard from ya in awhile,” he said, “Everything okay?”

“Fine,” I said, “And yourself? Haven’t heard much from you either.”

“Been busy.”

“Uh-huh,” I frowned. I knew where this was going.

“So how was your date with the mystery girl?”

“Spectacular, Brett.”

“I’ll bet.

“How was your drug deal at the Freeling Hotel?”

Brett was silent for a moment. “I didn’t tell her I saw you.”

“You told her you saw her mom with somebody,” I said, trying to keep my anger in check.

“Dude, you’re fucking Elle’s mom. What the fuck is that?”

“None of your fucking business.”

“I am all for MILF’s, man. But this is fucking Sheila Crane. She’s your best friends mom, what the fuck are you thinking?”

“You don’t know what you’re talking about,” I said.

“Then explain it to me.”

“Brett,” I growled, “That family is breaking apart, and you had to go tell Elle her mom was fucking around?”

“And what are you doing? You’re doing the actually fucking!”

“It’s not just fucking, Brett,” I hissed.

“Oh, I’m sorry, ‘having sex’.”

“I love her, you stoner-fuck,” I yelled, not caring who heard me anymore.

“Listen to yourself,” he laughed, “You love her? Are you fucking blind? She’s twice your age, you stupid asshole. And she’s married, with a daughter who has the hots for you. Are you trying to fuck yourself over?”

“Shut up, Brett.”

“No,” he snapped, “Elle is one of my best friends, and I can’t just sit here and watch this shit happen. What if it was your Mom out fucking some guy from school, like Brad or Dave? How about that? Wouldn’t you want to know?”

“It’s not the same thing.”

“It is!”

“Let this alone,” I warned.

“I won’t let you do this to Elle. It’s wrong.”

“I’m getting a lecture from the biggest fucking dealer this county has ever seen on morality?”

“Whatever.”

“No, fuck you, Brett,” I snarled and then said, “You listen here. I’m going to make this so fucking simple for you. You tell Elle about Sheila and me and I’ll go to the cops about your night job.”

Brett said nothing.

I said, “You’re going to call Elle right now and tell her that you were lying about seeing her mom at the Freeling. She’s at her mom’s house right now. You do it or I talk to the police and give names. I will fuck you so hard your next of kin will feel it. I’ll fucking destroy you, Brett. Understand?”

There was only silence on the other end of the line.

My hand was shaking furiously as I raged.

“Brett? What do you say?”

“We used to be friends, man.” He said quietly.

“We are, Brett,” I replied. “But I won’t let you ruin this for me.”

“Fuck.”

“Do we have an understanding?”

“Yes.”

“Call Elle right now. Tell her you were baked, and realized it wasn’t her mother. Do it now.”

“All right, Doug.”

“Now.”

The phone clicked and went dead as Brett hung up. I laid back on my bed, eyes closed and my stomach doing flip-flops. I turned off the phone and just went limp, my body tired and sick with anxiety. It seemed everything had blown up in my face in an amazingly short amount of time, and where I had felt so certain about life not more than a few hours ago, I was lost in a limbo now. I prayed that Elle hadn’t said anything to Sheila about what Brett had told her, and if she had, that Sheila denied it.

That was all I could do, really. Just pray.
The heavy aroma of authentic Italian food soothed me to a small degree, but I still found myself ready to explode. Sheila had called and asked me to meet her here. She had said we needed to talk, and that it was very serious. For all her intelligence and beauty, her levelheaded sane approach to life, she couldn’t just tell me she wanted to see me. No, it had to be a “serious” conversation that couldn’t wait. It was like she was torturing me. Unintentionally, I’m sure. But torture nonetheless.

The only thing I knew for certain as I sat at the small table was that my craving for a cigarette was reaching a crisis point.

“Fuck, fuck, fuck,” I muttered to myself, breaking one of the long breadsticks in half and drumming the pieces on the tabletop.

I thought of Elle, my best friend who also just happened to be Sheila’s daughter.

The night Elle had come on to me had been a disaster. Growing up together, I had often fantasized about what it would be like to touch her large breasts, to kiss her and hold her. The irony that permeated the timing of her decision to tell me she had feelings for me was too perfect. On some level, I knew I loved Elle. That was a fact I didn’t doubt for one minute. But I didn’t love her like she wanted. She wanted to know why, and she had been dogging me for days on the subject. It was getting tiresome, and of all things in this world she could have asked me about, it was the one thing I couldn’t tell her.

How could she have known I was in love with her mother? What’s more, how could she have known that I was sleeping with her mother on a regular basis?

“How could she have known,” I said to no one.

The music piping in softly over the speakers had been just shy of becoming an ethnic slur. I could imagine some greasy, mobbed up guy wearing a white and red striped shirt to compliment his thick mustache pushing a gondola down a waterway in Venice somewhere as the omnipresent singer on the speaker crooned out his love song. I picked out the word “amore” at least sixteen times throughout the ballad, and I started praying for anything else but this.

Hell, I would have taken a song by Air Supply at this point.

The copper bell over the glass doors of the eatery rang out, and I looked immediately to the newcomer. Sheila walked in, looking painfully beautiful as she scanned the restaurant for me. Her bronzed hair was pulled back in a ponytail. The white blouse and black skirt she wore looked as though they had been tailored to her exact voluptuous measurements. She never looked to me like a 45 year old. And while I knew that 45 wasn’t really very old at all, she just seemed to have a youthfulness to her that elevated her above those of similar years.

She took my breath away every time.

My heart jumped and suddenly my anxiety began to fade away. Her hair caught the warm orange and yellow lights that set the mood for the dining area, lighting her up as though she were glowing. Her dark eyes fell on me and she smiled broadly, raising one hand to me in a quiet greeting. At least she wasn’t mad at me. Or, at least it didn’t seem like she was mad at me.

“Hi,” I said stupidly as she arrived.

“Hey you,” she smiled, her full crimson lips stretched wide over her perfect white teeth, “Been here long?”

“Just got here,” I lied.

Sheila sat down, and her lavender perfume rolled under my nose invitingly. I wanted to kiss her so bad, but decided to wait. I offered her my hand from across the table. She grasped it. “How have you been, Doug?”

“Terrible,” I laughed, “This has been a nightmare.”

“Tell me about it,” Sheila sighed, setting her purse down and taking a sip of ice water.

“What happened?”

“After you left,” she said, “Elle came to me and said she knew I was having an affair.”

“Ah shit,” I leaned back, needing my cigarette more than ever, “What did you say?”

“I denied it, of course,” Sheila said, her eyes unable to hide the fact she felt bad about lying to her daughter, “But she said she didn’t know with who.”

“Thank God.”

“It gets better. Your friend Brett showed up at the house. I guess he was the one who saw us at the Freeling Hotel that night. I thought he was going to expose us for sure, but instead he told Elle he had been mistaken. He said he made the whole thing up.”

“Good,” I sighed, fully relieved. “He’s not a stupid as he seems.”

“You knew?” she cocked her head quizzically.

I looked at her. “I found out Brett knew just after I left your house that night. He said he told Elle, and that she was going to confront you. I think he thought he was being all noble and righteous. Thing is, Brett was doing a drug deal the night he saw us together. He didn’t tell Elle it was me he saw with you, thank God. But he was pushing for us to come clean. So, I threatened to turn him in if he didn’t tell Elle he was lying.”

“My God, Doug,” Sheila half laughed, “Isn’t he your friend?”

“Yes,” I nodded, taking a drink of water, “But he was also threatening to destroy something very important to me.”

Sheila smiled again, but there was a strange sadness in her look that made me uneasy. She looked at her water glass, “Anyway, Elle was fit to be tied. She actually punched your friend in the face. Knocked him out.”

“But we’re safe, yes?”

Sheila glanced up, her finger circling the lip of the glass. “Yes, for now. I still think she suspects something.”

“Then we’re in the clear on that one,” I smiled. She wouldn’t look up from her glass at me. I could feel something bearing down on her hard, and it was beginning to scare me. “Are you okay?”

Sheila smiled a little, but it didn’t seem to reach her eyes. “Yes.”

“You’re a worse liar than I am,” I eyed her.

“Elle is in love with you,” she said flatly.

My heart bottomed out, and I knew she had seen us on the back porch. I slowly spoke, “Did you see what happened?”

Sheila was silent for a moment. “Yes, I did. I didn’t mean to spy on you two…”

“No, Sheila,” I interrupted, feeling a real panic in my chest, “No, you don’t understand. Elle came on to me, yes. And she did make a pretty strong pass at me, but you gotta know that nothing happened.”

“She had her shirt and bra off, Doug,” Sheil