It was a hot summer day and I knew my friend had gotten a pool a few weeks before. I helped him set it up. It was only one of those 4 foot deep, 12 feet around blow up pools, so we had no trouble except that his hot mom kept coming out to make sure we were OK. My name is Rob. My friend's name is Jack. His mom's name is Joan. I am about 6' 3" tall and Jack is about the same (give or take a few inches). His mom is 5'5" tall with a great ass and 36C tits (I asked Jack because he had went through her drawers one day when his mom was out).

Anyway, on the hot summer day I put on my swim trunks and a t-shirt and grabbed my skateboard and boarded over to Jack's house. He lives about a block away so it wasn't far. When I got there I knocked on the door and Joan answered. She said, "Oh. Hi, Rob."

"Hi, Joan, is Jack home?" I replied. She always told me to just call her Joan.

"No. He went out with Kristen just fifteen minutes ago. Please come in," she said. Kristen is John's girlfriend.

"OK. I just wanted to come by for a swim,. Do you know when he'll be back?"

"No. You know him with his girl. He never wants to come home to see his old mom when he's been out with a young thing like Kristen," she said sadly.

"Why wouldn't we want to come home to see you? You're beautiful." I said without thinking.

"You think so?"

Oh boy. "Yeah. Of course I do. Just look at you. You're 30 with an amazing body and a great personality."

"Oh stop. You know I turned 42 last month," she said with a huge smile on her face.

"Oh. I forgot since you look so young." I just had to see how far this would go.

Changing the subject she said, "So you said you wanna go swimming? You go out and get in and I'll be out in a few minutes." She stood up and started walking to the stairs to her room.

"OK. I'll be waiting," I replied.

I ran outside, threw off my shirt, kicked off my shoes and socks, and climbed up the ladder and jumped in. The water was nice and cool compared to the hot sun. I was glad I decided to come here.

Joan came out five minutes later in a one piece that didn't do her justice. I called out to her, "No bikini? You would look great in one." She blushed and shook her head. She had grabbed two towels and laid them on the lounge chairs that were there.

"Do you want some sunscreen?" she asked me.

"No. I put some on before I came."

She applied some to her hands while I watched and she rubbed some on her shoulders and neck. She rubbed a little on her face too and made sure it was rubbed in before she came over to the ladder to come in.

I waded over to the bottom of the ladder and said, "Password?"

"You fool," she said and jumped over my head and sank to the bottom. When she came up her hair was wet and she looked amazing.

She walked through the water over to me and tried to dunk me under but I brought my hand up to stop her and accidentally grabbed her boob. "Sorry," I stammered.

"It's OK," Joan replied, "I like it." She placed her hand on mine and rubbed it around. I felt her nipple stiffen a bit and reached my other hand up to grabbed her other tit.

I got that nipple hard and squeezed it with light pressure and Joan moaned. She let go of my hand and put her hands on my chest and started rubbing around. She worked her hands down further and found my light happy trail. Her hands followed the trail to the happy part and started to untie my trunks.

I reached my hands up and grabbed the straps on her shoulders and pulled them down her arms and let her tits hang free. She reached in my swim trunks and found my now stiffening dick. My cock is 7" in length and about and inch and a half wide. I bent my head down and sucked on her left nipple then went to her right when she grabbed hard on my dick.

"Rob, this is big. How does your girlfriend like it?"

"I don't have a girl, you know that."

"Oh. Then you won't mind if I do this." She pulled my trunks down to my knees and moved my hands away. She dove underwater and grabbed my dick and rubbed it against her face. Then she did something unbelievable. She opened her mouth fast and put my dick in. Joan started sucking my dick nice and soft then harder and harder until I felt the need to cum.

I pulled on her hair lightly and she came back up.

"Why'd you do that? You were about to cum," she said.

"I know. But I like to prolong my pleasure," I replied.

"Don't worry. I can help you with that."

She dove back down and put my dick in her mouth again.

This time she sucked as hard as she could and grabbed my balls. I had to cum now so I let go. I felt spurt after spurt exit me and Joan never skipped a sucking beat. Her mouth never left my cock and she swallowed it all.

After I was done cumming she ascended and said, "Now you will last much longer when we fuck." I started getting soft, but I knew I'd get hard again soon.

She pulled off the rest of her one piece and I looked down in the crystal clear water to see a light patch of hair above her opening. It was my turn to go down on her so I dove down and rubbed her pussy lips with one hand while reaching around and rubbed and played with her ass with my other. I stuck my tongue out and licked her lips up and down for a few seconds then stuck my tongue in. She shuddered when I went in and I liked it.

With my right hand I found her clit and started playing with that. My left was still at her ass. I pulled that hand back around and used two fingers to pull her pussy lips apart while I pulled my head back. Then I plunged right back in and started licking all over. She loved it so much that within a minute of doing that she came. I was down there for maybe three minutes. I swim a lot.
I came back up and she said, "Thank you so much. It's been so long since anyone did that to me. You were the best." I reached my hand down and stroked her pussy a bit while we stood there. She had reached down and grabbed my dick and tugged on it a little to get it hard again. It took a few minutes for my dick to become fully hard again, but Joan marveled at it, "Wow. The greatness of teen sex organs."

When I was fully hard and she had recovered from her massive orgasm I positioned myself and Joan so that I could penetrate her pussy without any trouble. I placed my dick at her opening and pushed just enough for the head to go in. She liked that.

I grabbed her left tit with my right hand and palmed her nipple. While I was doing that I slid my cock in a little more. About half way. She moaned with my movements. I went in all the way and she moaned much louder than before. "Try and be quiet. The neighbors might hear us." The fence was about 7' high and the closest neighbor probably could have been able to hear us if he/she was outside, but most people were at work at 1 in the afternoon.

With my dick all the way in I started pulling back and pushing forward. At first Joan was gripping my shoulders hard, then her grip softened then a few minutes later her grip started tightening up again. I knew she was close to cumming. I reached my left hand down and started rubbing her clit. Joan's grip tightened even more and I felt her shudder. She screamed loud and I had to place my hand over her mouth to muffle the sound.

I kept going even though she stopped. I had to cum soon. Joan started moving with me and my orgasm came closer and closer until it was unstoppable. I let out with a huge spurt then another and another. I had a handful or spurts inside her. When I was coming down off my high, I felt Joan shudder again with another orgasm. I kept my dick inside her until she was done and I started getting soft. When it slipped out I dove down for my trunks and her swimsuit and put mine on. I had to help her with her one piece because she seemed to be woozy from our fuck session.

I helped her out and we dried off then went in the house. I went to the fridge and grabbed a soda for each of us and walked over to the table where Joan was. She still had a dazed look on her face.

"You OK?" I asked.

"Yeah. I just fucked a 17 year old," she replied.

"Yup, and it was amazing." She looked at me and smiled.

I told her we should go to the living room and cool down. We sat there and talked about some random things. I asked her why she wasn't at work. She told me it was because she took a vacation day to get some things done around the house. "Well, you got one thing done in the pool," I said smoothly.

She laughed. We talked about other things and then the conversation rolled around to what we just did. She told me that if I ever wanted anything I just needed to call and she would arrange things. I told her that I would definitely be in touch a lot.

It was about 3 o'clock when I headed home on my board with a smile on my face. By the time I left I had learned two things. One, that I loved Joan. And two, that this was going to be a great summer.