The summer after high school graduation my friend Greg invited me to spend a week with him down at the family's beach timeshare. I wasn't too crazy about the scene there, and my friend had a horndog approach to nightlife that could be exhausting for his wingman. But in daytime, it was unquestionably a chill scene: Lots of good food, Greg's cute sister, Jenna, in that blue-and-yellow bandeau bikini, and Dawn, Greg's amazing mother.

Dawn had just divorced Greg's father; the alcoholism and gambling had finally gone too far. From what I remember, Dawn got just about everything in the divorce settlement, and Greg's dad bolted, plainly humiliated by it all. It was a very sad and uncertain time for her, especially with a college bill coming for her son, but she reflected little of the crisis and seemed always to show up with pizza and a movie whenever I was over on a Friday night.

If ever there was a Cool Mom, it was Dawn, who knew how far to look the other way when Greg and I drank; who knew how to ask me about girls and who I liked in a way that made me confident; who climbed into the jacuzzi with us with an unquestionable elan, and who accused me of checking her out as she adjusted her swimsuit, in a way that flattered us both and absolutely skewered Greg.

Shamefully, I admit I spied on her when she took her shower before bed, and Greg was watching a movie or playing Doom. There was a full-length mirror in the bedroom on the far wall that reflected the in-suite master bathroom, and just a murky glimpse of her big-boobed figure through the fiberglass shower door was enough to tent my shorts. So when I said sure to Greg's plan to go to the beach, Dawn was reason No. 1. A week with her, doing anything, would be pleasurable.

Dawn was an R.N. and because of her shift schedule that week, Greg and I were told to drive down with his sister first and she would meet up with us the next day. That was pretty cool. It was our first road trip and it felt very adult to be driving ourselves to the beach instead of riding with a parent.

When we got there, we checked in at the gatehouse like we owned the place and headed to the house. After a quick visit to the grocery, Jenna made us all spaghetti and then he and I sat on the deck and smoked pot. The weed made us sleepy, and there wasn't anything else going on, so we decided to turn in.

In our stupor, we kind of fucked up the room arrangement. There was a room with two twin beds, that was supposed to be for me and Greg. Jenna instead decided to sleep there. The other bedroom had a queen-sized bed, and then the master bedroom had the king size.

Greg didn't want to sleep in the master bedroom as that's where his mom would be when she got down the next day. So I ended up there. Fine. Everybody showered and brushed their teeth and went to bed. I climbed into Dawn's bed, totally nude and aroused, trying to pass into sleep.

After about ninety minutes of tossing and turning my urges got the better of me and I humped one of the pillows, thinking hard about girls from school, pictures I'd seen in porn magazines, and finally, fuck it, Dawn. I tried to imagine what her pussy looked like, whether she had a big bush all around or if she trimmed it, with a patch up above and smooth, pink, cotton-candy pussy lips below.

The thought Dawn might be a sex kitten who shaves her pussy sent me over the edge, and I pumped a steamy load of pure teenage lust into the pillow, wiped my cockhead on it, then tossed it aside and collapsed, feeling like I might finally get to sleep now.

Almost immediately, I heard the front door open. What the fuck? Light from the kitchen ringed the frame of the master bedroom door. Now there were car keys on the counter and the sound of a rollaboard suitcase over the kitchen linoleum.

I got out of bed and fumbled around where I thought I tossed my gym trunks but found nothing. Shit, that's right, I dropped them back at the vanity — and just then the harsh overhead bedroom light flicked on, giving Dawn a full view of my naked pink ass. My hands shot for the sky like I was being stopped by the cops. I had a totally guilty look on my face because of the masturbation, despite the fact I had a perfect right to be where I was, even naked.

"Oh my God!" Dawn blurted. I turned and put my finger to my lips, not wanting Greg or Jenna to hear a word of this. In hindsight, I must have looked like the Coppertone girl covering her mouth in embarrassment as the doggie tugged at her bikini bottom.

"I'm sorry! I'm so sorry!" I whispered. "What the fuck is going on?" Dawn demanded, also whispering, as I tried to cover myself, but I looked at a full-length mirror on the bedroom wall and realized Dawn could see everything I had, the same way I spied on her in the shower back at the home.

"Please put on some fucking pants!" Dawn hissed.

I hurried around the room, cursing and forgetting where I'd tossed my shorts, balls, and dick bobbing as I scampered. Finally, I found my shorts in the foyer leading to the vanity and the master bathroom. I heaved a big sigh. Dawn wanted to know why I was in her bed, naked.

"We divided up the rooms, we didn't think you'd be down here til tomorrow!" I explained, still in a stage-whisper voice. Why would I sleep on the couch with a perfectly good bed here, I reasoned. Dawn said that when she got off work earlier that day she decided, the hell with it, that she'd make the late-night drive and sleep late into the next morning so she could be here with us all of the first weekend. This was in the early 1990s, before text messaging and mobile phones; Dawn said she called the beach house line but got no answer, and there was no voice mail or answering machine at the time there either.

We accepted each other's explanations, but Dawn seemed a little crestfallen by how, well, reasonable mine was, given the state in which she'd found me. She wanted to push it, actually.

"Didn't expect to get here and find a nude boy in my bedroom," she said. The way she said "nude boy" and "bedroom," like I was a plaything for her, put a jolt into my penis. I stood there for a long moment, completely off guard and unsure of what to do as my cock stirred my shorts leg. My gut said she was coming on to me but the situation was way too explosive to be wrong about that, especially after what just took place.

Dawn's tone changed, as if she had added it up and reconsidered. "I'm sorry but ..." Dawn said and I knew it was the couch for me.

I wasn't going to sleep with Greg and for sure I was not to be in Jenna's room. "OK," I said. I went back to the bed and grabbed my pillow. Dawn handed me a sheet from the linen closet and patted me on the shoulder. "We'll laugh about this," she said.

"No we fucking won't," I said. "Greg doesn't hear a word of this."

"He's fine," Dawn said. "He sleeps with a fan on, it'll be OK. He didn't hear anything."

In the den I collapsed on a sectional and listened to the crashing ocean in the distance, praying for the sea breeze on my hot face. Dawn's bedroom door closed with a soft click. The harsh overhead light coming underneath the door crack was replaced by the softer light of a bedside lamp. I heard Dawn going back and forth in the bedroom, brushing her teeth at the vanity sink, closing a closet door, and then two footfalls. I entertained the idea it was Dawn stepping out of her panties. Then there was a heavy sound as she got into bed and fluf…

Oh, fuck.

Oh, FUCK, the fucking PILLOW.

I heard Dawn gasp.

Oh FUCK, now I really was in trouble.

My mouth went dry. Dawn opened the door and I saw her standing there, in a sleep shirt, holding the pillow I'd cum all over in her left hand by her side. She walked over to me. "I think this is your pillow," she growled. She dropped it on my face and I felt the cold, clammy dampness of my cum on my cheek and crinkled my nose at its unmistakable musty aroma. She jerked the pillow I was sleeping on out from under my head and my arm, flailing for balance, went between her knees and hooked around her smooth, voluptuous thigh.

"Don't you touch—" she whispered, but it was too late. I grabbed the back of her thigh and began working my way up.

"Michael!" she hissed, but didn't sound the alarm or shove me aside. Jackpot. Dawn was not wearing panties after all, and I cupped her pussy, feeling her heat radiating into the heel of my palm. She was wet, like she'd been aroused well before confronting me. Her pussy was supple and smooth to the touch, filling my mind with visions of cotton candy and pink crushed velvet. Dawn let out a soft moan as I sat up and started to play with her.

"Ssssshhhhhh," Dawn purred, holding my head with both of her hands and breathing heavily into my ear. We could do anything, but we had to be as quiet and deliberate as cat burglars. I spread and closed her slick pussy lips with my index and middle finger as she ran her fingers through my hair and murmured encouragement and pleasure. I moved my hand back and flicked my fingertip over her tight, pink asshole, sending a shiver up her spine.

"Not there," Dawn said, putting a hand to my chest. I moved my hand back and made a spear out of my ring and middle fingers and slowly slid it inside Dawn's silky wetness.

"Yes, baby, oh fuck," she moaned softly. "Oh God, like that," she said as I slowly thrust my fingers up and Dawn, bracing her hands against my shoulders, lowered herself in rhythm, fucking my hand. It was around this time that my mind started screaming to me, that I was not fingerbanging Brandi on the softball team, but my friend's mother. It took a physical effort to not go crazy from the reality of it.

"Where did you learn how to do this?" Dawn gasped slowly.

"Penthouse Forum?" I replied guilelessly.

"I will buy you a fucking lifetime subscription," Dawn said with a quiet giggle.

She continued grinding into my hand before her thighs, no doubt burning, gave out and she climbed aboard the couch, wrapping me in her embrace while straddling my hand and my waist and continuing to fuck my fingers. Dawn closed in for a deep kiss, her tongue darting in and out of my mouth as I tried to keep up. She sucked on my lip and chin and even licked my neck as I just sat there, finger fucking my friend's mom. Dawn had transformed into a completely different person. I almost had to impose a different persona on her because otherwise what I was doing would be so, so wrong.

My hand started to throb, the way it would cramp when I had jerked off too much. I slipped out of Dawn's steaming pussy and tried to think of another move. She removed her sleep shirt, releasing her huge tits, which she pushed into my face. Her nipples raked my cheeks as I put my tongue out and just started licking wildly at any flesh in range. My hands roamed all over Dawn's back and her ass as she cooed and giggled like she enjoyed the pawing and the fact I was such a typical guy, fixated on big boobies.

She kissed the top of my forehead and asked softly if I'd lost my virginity. Yes, I said reassuringly, misreading the situation. Dawn pouted; she wanted to take mine. No matter now. She un-straddled me and took my right hand by the two fingers that had been inside her pussy. We tiptoed like skinny dippers back to the bedroom and I closed the door.

Dawn flipped on the overhead light and went rooting through a pile of dirty clothes before finding the shorts I'd worn on the drive down, belt still in the loops. "I'm loud," she said softly, removing my belt from the shorts. "Are you?" I didn't know what she meant.

"I dunno? I've done it twice," I said.

"Were your parents home?" she asked.


"It was her place but yes, they were home," I said.


"OK, just breathe deep," Dawn said urgently, "and don't make a sound, or else put this in it." she said, thrusting a sock at me. This was getting somewhat frightening.

Dawn got on the bed and put her ass in the air. She took my belt, one of those old, black, thick, wait'll-your-father-gets-home belts, folded it once, and clenched it between her teeth.

Holy shit it was so fucking hot.

"Hnnnnh," Dawn grunted through her nose, motioning me to mount her.

I gripped Dawn at the small of her back and sank my cock into her dripping-wet pussy. I will never, as long as I live, forget that scorching grip around my shaft, the heat of a woman desperate for sex. I pumped her slowly as Dawn grunted affirmations with the belt in her teeth. I breathed deeply, trying to keep my own exertion from becoming too loud.

"Fnnnfrrr," Dawn moaned. Faster, I think is what she said. I exhaled deeply and quickened the pace, knowing that I would not last very long if I went all in.

"Nnnnnnhhhhhh annnnhhhhh," Dawn grunted. "Hnnnh. Hnnnh. Hnnnnnnhhh!"

Her grunts became higher pitched, with loud, guttural squealing. Holy fucking shit what she must be like with the volume up, I thought. I cannot handle this woman, I thought, and I slowed down. "Mrs. P," I said apologetically, "I don't think I—"

Dawn spit out the belt and panted. "I don't give a shit, just fuck me," she said, not in a stage whisper, but in a normal conversational volume, as if she was reading the editorial page of The New York Times.
OK.

Dawn put the belt back in her mouth and I tried to hold on for dear life. God, her pussy was so fucking hot and tender and sensitive and slippery around my penis. I grabbed Dawn's hips and pulled her into me as she growled and muffled her screams with the belt between her clenched teeth. We filled the room with the sweaty, hot, pop-pop-pop of my pelvis colliding with her ass cheeks in furious, frantic, urgent sex. Very quickly, I was past the point of no return. I had a vision in my mind of spaceships launching out of the Battlestar Galactica as I showered Dawn's womb with a quart of ultrapotent teenage semen.

We collapsed on the bed, heaving, the small of my back slick with sweat. Dawn tousled my hair and raked her nails over my chest as I suddenly became suspicious we'd been found out. I wiped myself off and put on my shorts and tiptoed out into the hall to peek in on Greg and Jenna. They were sound asleep, box fans in their room on high, surely masking any noise Dawn and I might have made.

I went back in the master bedroom where Dawn was cleaning up, dabbing a washcloth at her pussy. Again Dawn rubbed her hands all over my body and pulled me in for a prowling, exploitative kiss. My body tingled with uncertainty and fear of what we had done but Dawn purred that everything would be OK.

Still, to keep up appearances, I had to go on the couch. I pouted but Dawn insisted, even if I promised to get up at 5 am and go to the den, there was still too much risk of being caught in bed together if we were both fast asleep.

The next morning Dawn was up before all of us and explained to her surprised son and daughter why she was there. She ordered us all up and out the door for breakfast at a pancake joint, positively glowing. Did I do this? I thought.

As I went into the master bedroom to change into my shorts and a t-shirt, I picked up my belt off the floor by the headboard. Threading the belt through the loops I felt, like I was reading braille, the indentations of Dawn's teeth in the hard leather, and remembered her silent screams in the throes of pure lust.