My Best Friend's Mother

A boy is entrapped by his friend's mother into an
indiscretion that becomes a reluctant affair that
becomes a full-blown with two neighbor women with him
their plaything. (FFdom/m-teen, ped, 1st, d/s, blkmail,
oral, anal, panty-fetish, huml, threesome)



I couldn't wait for the weekend to get here. My best
friend had invited me to go along on a camping trip
with his f****y. It would be Steve and I together with
his parents.

Steve's mother's name was Pam. She had light brown
hair, a slender, athletic body and a very pretty face.
She was a nice lady and easy to get along with. I was
looking forward to the camping trip and being close to
her because I'd always been secretly attracted to her.
In my opinion she was the perfect women figure.

It was going to be a backpacking trip and we would be
gone for three nights. The day before we left, I was
over at their house when she asked me if I had room in
my pack for her to put a couple of things. My pack
wasn't very full so I told her that it was no problem.
She surprised me by handing me three pairs of her
underwear and asking me to put them in my pack. I was
too embarrassed to say anything so I quickly took them
and put them in my pack.

All day long I couldn't help but think about her asking
me to carry her panties like that, nothing like that
had ever happened to me before. When I got home that
night, I immediately unpacked them and laid them out on
the bed. I then carefully inspected each pair. Two
pairs were white and the third was pink. The white ones
were trimmed in lace while the pink pair had small
roses printed on them.

I was fascinated with them! I had fantasized about what
Pam would look like without any clothes on several
occasions. To have such an intimate item of hers was
incredible. It didn't take long before I just had to
take off my clothes and begin to masturbate. I came in
just a couple of minutes holding a pair of her panties
to my face.


The next day we left on our trip. The evening was
uneventful until it got time for bed. Everyone rolled
out their sl**ping bags and I went ahead and got into
mine and took off my pants inside of the bag.

I looked over at Pam. She had laid her sl**ping bag
down between me and her husband. She then stood up and
took off her pants. I couldn't believe what I was
seeing. I had seen her in a swimsuit before, but here
she was standing next to me in just her panties and a
shirt. She folded her pants and as she turned to get
into her sl**ping bag she caught me staring at her.

I quickly looked away but it was too late, she had
definitely caught me looking at her. She hesitated for
a moment looking at me and then she got into her bag. I
rolled over and went to sl**p with the vision of what I
had just seen locked in my head.


The next morning Pam stayed in her bag while the rest
of us got up and going. Steve's dad told me to get a
fire started while he and Steve went to gather some
more firewood and water for breakfast. I was working on
getting the fire going when Pam spoke to me.

"Will you be a dear and bring a clean pair of underwear
to me?"

"Sure," I said. I then went to my pack and quickly
pulled out the pink pair and handed them to her. She
was still in her sl**ping bag.

"Hold on just a second," she said.

With that she began wiggling around inside her bag.
After a moment she pulled out the pair that she had
been wearing and handed them to me.

"Will you put these back in your pack for me?"

I did as I was asked and tried not to act too
embarrassed. I couldn't help but look as she stood up
and put on her pants. This time I didn't think she saw
me looking.

The rest of the trip was just like this. Each night she
would take off her pants and I would get to see her in
her underwear. Each morning I would be asked to get her
a clean pair of panties from my pack and would replace
them with a dirty pair.

When I got home from the trip I couldn't stop thinking
about what I had seen and how it had made me feel.

Then one night the phone rang and I answered it. Pam
was on the line and she asked if I had a minute to

"Sure," I said.

"Well," she began. "I've been thinking about our
camping trip and something has been bothering me. Each
night you were obviously watching me getting undressed
and staring at me. I thought that your behavior was
rude and inconsiderate. It was embarrassing to me to
have you leering at me like that. I've been thinking
about what I should do about it. The first thing that I
thought was that I should simply tell your parents and
let them handle it, then I thought that maybe you would
prefer that I deal directly with you."

I thought I was going to die. I felt sick to my stomach
and I didn't know what to say. Finally as I sweated it
out, she spoke again, "So you tell me, would you rather
I tell your parents about your behavior or would you
prefer to handle it directly with me."

In a squeaky voice I finally said, "I-I... would prefer
to handle it directly with you if that's okay ma'am."

"Good boy," she said, "I want you here at 9:00 am.
Tomorrow morning. You'll do exactly as I say, and
there'll be no arguments or whining. Do you

"Yes," I replied.

"I expect you to take your punishment like a man, is
that clear?"

"Yes ma'am," I said.

"Good, I'll see you tomorrow at nine." She then hung up
the phone.

I arrived at her house right at 9:00 am. Pam answered
the door with a smile. "Hi, come on in." I stepped
inside and she closed the door behind me.

I turned around and looked at her. She was wearing a
light cotton dress that came to about halfway up her
thighs. She looked like she had just showered and
dressed as her hair was still damp. "I'm glad you
decided to come and handle this just between us," she
said, "that is what you want, isn't it?"

I nodded and continued looking at her. She looked
beautiful as she stood there in the bright colored

"Let's go in here," she said as she pointed to the
living room. I followed her in there looking at her
tanned legs disappearing under the hem of her dress.
She sat down on the couch and crossed her legs. I tried
not to look at her legs as I stood there in front of
her. It was difficult because the dress was short and I
could see most of her thighs.

"I want to confirm our deal. You will follow my
instructions to the letter. If you do not do so then
our deal is off. I will then call your parents tell
them what happened and let them deal with you. Do you
still want me to handle it directly with you?"

"Yes," I replied.

"Okay, then lets get started. Do you realize how it
felt to have you staring at me every night when I got
ready to go to bed?"

I didn't know what she wanted me to say so I just shook
my head. As I did this, she uncrossed her legs. Try as
I might I couldn't help but look at her legs as she did

"Well I'll tell you that it makes you feel self-
conscious. Even now you're still trying to look up my

I could feel myself turning red as I looked at her.

"I think the best thing to start with is to give you a
taste of your own medicine. The whole camping trip you
were very careful not to ever undress in front of me. I
don't think it's fair that you got to see me standing
there in my underwear and I never got to see you. Do
you think that's fair?"

I looked at her. "You want to see me in my underwear?"

She smiled at me. "Not exactly, I want you to be able
to see exactly how I felt. So I think that you should
wear exactly what I was wearing."

I was a little confused and asked what she meant. She
smiled and held out her hand. As she opened her hand, I
could see that she was holding a pair of the panties
that she had worn on the trip.

"I want you to put these on. That way you will be
dressed exactly like I was when you were looking at

She handed me the panties. They were white, bikini
style panties trimmed in lace. I was at a loss for

"You don't have to change in front of me, if you would
rather, you can go in the bathroom and change. Now
remember our deal."

I couldn't believe what she was asking. Without saying
anything, I turned and headed to the bathroom. Once
there I looked at the panties. There was no doubt that
these were one of the pair she had worn on the trip. I
put them on the counter and slowly undressed. As I
pulled the panties up my legs, I became conscious of
the fact that my cock was getting hard. There was no
way that I was going to hide my excitement from Pam. I
covered myself as much as the panties allowed and
returned to the living room.

She smiled at me and said, "Well now, don't those look

She got up and slowly walked around me. I could feel my
cock getting harder and harder as she looked at me
standing there in her panties. When she got back to
where she was standing in front of me she reached out
and began tugging on the waistband trying to adjust the
fit. By this time my cock was hard as a rock and I was
afraid the head of it was going to poke out the top of
her panties.

"It looks like these are just a little small for you."
She said. She then reached out with her finger and
slowly ran it up the underside of my cock. I flinched a
little when she touched me.

"What's the matter," she said with a smile? "I'm not
going to hurt you." Again she then took her finger and
ran it up my cock, all the time looking me in the eye.
I was afraid that I was going to come right then and
there but she then stepped back and looked at me. After
she did this, she sat back down on the couch.

"So tell me did you like looking at me on the camping

I nodded.

"Do you like to look at women in their underwear or was
I the first one that you saw?"

"You were the first."

"Do you look up dresses when you get the chance?"

"Yes," I said.

"I bet that you wish you could look up my dress now,
don't you." She said. She moved her legs slightly

I didn't say anything.

"If you would like to, all you have to do is ask." She
was sitting there in front of me. Her legs were tanned
and beautiful. She was smiled, looking at me just
waiting for me to do something.

"Can I?" I asked.

"Can you what?" she teased.

"Can I look up your dress?"

"Sure," she said. "Kneel down." With that she spread
her legs while easing forward on the couch. I then got
my first clear shot under her dress. I could see the
soft pink panties that she was wearing. Her tanned legs
were beautiful but it was impossible not to stare at
her panty-covered crotch. The shiny fabric looked great
against the tan color of her legs.

"How's that?" she asked. She then pulled back the hem
of her dress and looked down at me.

I was captivated by the moment. This was a woman that I
had fantasized about often and here she was sitting
directly in front of me with her legs spread watching
me look up her dress. With her legs parted I could see
the cloth stretched tight across her crotch. I could
see a few of her pubic hairs poking out under the edge
of the crotch. Those hairs looked soft and gave a
little hint of the treasure that lay beneath.

I didn't know what I was supposed to do at this time so
I simply knelt there and stared. As I did this, she
slowly reached forward and grabbed my head and pulled
me closer to her. She didn't stop until my nose was
rubbing against her crotch. My breath was short and hot
as my nose rubbed against her. I could smell a sweet
musky odor and her crotch was damp. After a moment she
pushed my head back.

"Did you get a good look?" She asked.

"Yeah," was all I could think of to say. I was still
self conscious about how I looked there in her panties
which a giant hard on.

She then looked down at my cock. She was smiling as she
reached out and rubbed it through the panties. "I bet
you would like to see a little more, am I right?"

I squirmed under her touch and once again simply

"Well I suppose that I could let you see some more, but
I think that I should get something out of it also,
don't you think that is fair?"

I nodded my head.

"Well, if I'm going to let you see some more I think
you need to do something special for me." I didn't say
anything because I did want to see some more of her.

"Tell me, do you know how to French kiss?" She asked.

Once again I just nodded. I was becoming more and more
afraid that I was going to come if she didn't quit
rubbing my cock. After I nodded, she stood up and
reached up under her dress. She then pulled down her
panties and stepped out of them. She then turned them
inside out and held them to my face.

"Show me how you do it."

I hesitated for a moment. Then I realized that she
wanted me to lick the crotch of her panties. She
brought them closer to my face as I reached out with my
tongue. I could taste her on the panties. It wasn't
like anything I had tasted before and I found myself
getting even harder as I licked. I continued licking
the cotton crotch as she smiled and maintained eye
contact with me. She then pulled them away and smiled.

"Very good, a woman loves a man that knows how to
please her. As part of your punishment you are going to
learn how to please me. Now we are going to continue
with your lessons. I'm going to give you a chance to
French me. Would you like that?"

I nodded my head.

"Okay, I want you to lie down on the floor."

I quickly laid down, glad that she was no longer
rubbing my cock because I knew I was close to coming.

"Before I let you French my special spot, I want you to
practice a little. If you do it right then I will let
you lick me somewhere special."

With that she swung her leg over my head and chest. She
knelt down, facing toward my feet and gathered her
dress up around her waist. Without her panties I could
see her ass and a bit of her muff. She then leaned
forward, looked over her shoulder and said, "I want you
to start with my little hole."

I was looking up at her as she leaned forward and could
clearly see her pussy and her asshole as they came into
view. I couldn't believe what I was seeing. I had never
seen a woman naked before and here was a woman that I
had fantasized about for a couple of years now with her
panties off and only inches from my face. Her muff was
thick and a light brown color.

Her pubic hair looked soft and swirled around the lips
of her pussy. The lips of her pussy were visible and I
could see the bright pink color of her clit. I looked
up from there and saw her asshole. There were tiny
hairs surrounding it as her cheeks were stretched wide
apart. The wrinkled little hole was enticing me towards
it. I was captivated by the intimate sight set out
before my eyes.

As she bent forward, she eased back toward my face. I
hesitated briefly before I reached out tentatively with
my tongue. The tip of my tongue touched her asshole
lightly. She looked back at me, "come on don't be shy.
I want you to French me really good there. Remember, if
you do a good job I'll let you French my other spot.
You need to learn how to please a woman and this will
be your first lesson."

With that she again moved back toward my face. This
time I raised my head to meet her. I reached out once
again with my tongue. This time I didn't hesitate. I
ran my tongue all around her ass and then began trying
to push my tongue up inside her ass. I could fell her
began to move as I worked. Her ass moved and pressed
back against my tongue.

I could hear her began to breathe more heavily and she
began moaning softly. I didn't know what exactly I was
supposed to do so I just kept licking her all over. I
would work around the little rosebud for awhile and
then I would go back to trying to f***e my tongue up
inside her.

"That's it, you're doing fine, oh yeah, keep going,
don't stop."

With this encouragement I kept going. I swirled my
tongue all around her hole and then I began trying to
push it up inside of her. Her hole became slick with my
saliva and I could feel my tongue slipping inside. I
couldn't get completely past the rubbery ring but I
could tell that she was liking it by the way she kept
pushing back against my face. At the same time I was
squirming because of the condition of my cock. It was
rock hard and the tip had poked out the top of the
panties I was still wearing. I wanted to come so bad,
yet I knew better than to stop what I was doing.

After a few minutes, she raised up from my face. I just
laid there looking up at her asshole and her pussy
which was glistening with her juices. She turned her
head and looked over her shoulder at me.

"You did very well," she said. "Are you ready to try my
special spot?"

I quickly nodded my head and she adjusted her position
once again. This time she moved her pussy down towards
my waiting mouth. I immediately stuck my tongue out and
licked the length of her pussy. I was shocked at how
wet she was. I then began trying to stick my tongue up
inside her as far as I could. She continued to grind
herself back on my face.

My nose was pressed against her asshole and I was
struggling a little just trying to breathe. I didn't
want to stop licking her and it was obvious that she
did not want me to stop either. I found that I liked
the taste of her juices and as I licked she began to
tell me where to concentrate.

"Oh yeah, right there," she said as I began working her
clit with my tongue. With her coaching I began
concentrating on her clit. I licked and sucked on it as
she rocked back and forth on my face. Her juices were
rapidly spreading over my face as she got wetter and
her movements more rapid. I was trying to keep licking
and at the same time swallow her taste. My hips were
straining as my cock wanted some relief also.

I could hear her breath getting shorter and shorter
while her movements became more rapid. Suddenly she
began pressing back even harder against my face. All of
her muscles became rigid and I was struggling to
breathe. She must have come for over a minute. She then
relaxed and then raised off my face. She sat back up on
the couch and looked at me.

"That was very good for the first time. We will work on
that in future."

I sat up. I looked down at myself. My cock was hard and
there was a wet spot on her panties. She was looking
down at me,

"Stand up," she said.

I stood up and she looked at me from top to bottom. Her
eyes settled on my cock which was straining against the
silky fabric of her panties.

"Come over here," she said.

As I approached and stood before her she reached out
with her finger and ran it up the underside of my hard-

"It looks to me like you need some help here. Tell me,
when you were watching me undress on our camping trip,
did it make you horny?"

"Yes," was all I could say.

"When you get horny, and you get hard like this what do
you do?"

"I don't know," I said. I could feel myself blushing at
the question.

"Oh, I think you do," she said. "Tell me what you do
when you get like this."

All the time she was talking she kept running her
finger up my cock and over my balls. She could tell
that I didn't want to answer her question.

She looked me in the eye, "do you masturbate?"

"Sometimes," I said feeling myself blushing.

"Wait here."

She left me standing there as she went to the bathroom.
When she returned she was carrying a bottle of baby
oil. She sat back down on the couch.

"Hold out your hand," She commanded.

She then poured some of the oil into my hand. She then
put the bottle down and reached over and slowly pulled
the panties down my legs. My cock sprung straight out
as I stood there.

"I want to watch," she said.

I didn't understand what she wanted at first and then
it hit me! She wanted to watch me masturbate. I just
stood there not saying anything.

"Come on, remember our deal. You agreed to follow my
instructions, and now I want to watch you masturbate."

As she looked at me I began stroking my cock. It was
hard as a rock and my oily hand slipped over it easily.

"Slow down, sweetie," she said. "There's no need to be
in a big hurry."

With that I slowed down. In a way it was embarrassing
to have her sitting there watching me, yet at the same
time it turned me on even more. She was watching me
intently as I stood there before her. It was obvious
that she was enjoying the show.

As she was looking at me she spoke, "there are so many
things that I will show you in our sessions. If you
follow instructions properly I will let you masturbate
at the end of each session."

She then reached out and stopped my hand. "Hold on for
just a second."

She then rubbed some of the baby oil on her hands and
began playing with my balls. After just a moment she
reached further back and found my asshole. Without
saying anything she slowly slipped her finger up inside
of me. She then began to move her finger around inside
of me. My cock was twitching as she did this.

"Go ahead and start again." She said working her

She was watching me as she moved her finger in and out
and around inside of me. She then began to push her
finger deeper inside of me. Even though I was
embarrassed to have her touching me there I had to
admit that it felt good. She was watching for my
reaction as she moved her finger around.

"There is a spot up here, let me see if I can find it,"
she said.

Well she must have hit it because all of a sudden I
began to come without warning. As I began spurting she
held the panties that I had been wearing up to catch my
come. She kept her finger in place and it felt like I
was going to come forever. Finally it was over. She
pulled her finger out and sat back.

"Well, I think that is enough for today." She said.
"Why don't you go and get a clean pair of panties for
me from my bedroom, the second drawer down on the right
side of the dresser."

I went into her room and quickly found her underwear
drawer. I glanced at the drawer and was amazed at all
of the different colors and styles of panties. I
quickly selected a pair and returned to her in the
living room.

"Help me put them on," she said as she raised one of
her legs.

I knelt down and as she put a hand on my shoulder, I
held them out for her. I pulled them up her legs and
watched her muff disappear into the silky fabric. I
stepped back still conscious of the fact that I was
standing there naked in front of her. She looked at me
and smiled.

"You may go get dressed now. I hope you have learned
something today. I want to see you one week from today
at the same time for your next session, all right?"

I nodded and went into the bathroom and changed back
into my clothes. When I came out she was sitting back
on the couch. She waved good bye as I walked out the
100% (26/0)
Posted by vampkiller
7 months ago    Views: 6,195
Comments (3)
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7 months ago
Excellent start (i hope!). Nicely deliberate. Didn't rush to get to the "climax". The humiliation was present but not overdone. Basically, i loved it. :-)
7 months ago
loved hope there is more to come
7 months ago
Great job. Loved the details.