Growing up, I spent a lot of time at my best friend's house. We would spend our days playing video games in his room in the basement until all hours of the day and night. His mom didn't mind as long as we were staying out of trouble. The lack of activity, playing video games, and eating junk food was a recipe for disaster. Brian's family was all heavy-set, but by the time we reached our senior year of high school, he was heading towards obesity at lightning speed. I, too, had put on some weight.

Brian's dad decided to leave the marriage in the spring of our junior year. While Brian fed his feelings, his mom started an affair with Richard Simmons, sweating to the oldies. By the end of that summer, Mary had lost a bunch of weight and started jogging again. Seeing her transformation made me give up junk food and get in shape myself. It was easy for me to shed my excess pounds. I cut out the junk food and stopped drinking soda. Mary noticed when I started working out and would comment on my progress.

She was always wearing jeggings and a sports bra while she worked out in their living room. I couldn't help but notice her progress as well. She had gotten down to her college weight and looked amazing, so I jumped at her offer to go jogging with her.

The next morning, Mary came out in tight running shorts and a zip-up sports bra, and my eyes almost popped out of my head. Mary blushed and smiled when she saw me checking out her tits. I tried to brush it off by asking her to lead the way and that I would try to keep up.

"We won't go too far, just through the park, past the woods and back. It's only a few miles," she said as she started down the sidewalk. I followed close behind, admiring her jiggly ass as she ran.

The path in the park was wide enough for me to jog alongside her. I couldn't take my eyes off of her bouncing tits. I'm certain that she'd caught me looking at her tits a couple of times. The further we went, the more her boob pushed out the top of her bra. By the time we reached the woods, I was starting to show a bulge.

"I need to make a pitstop. Keep going, and I will keep up," I said as I ducked into the trees to adjust my dick so it was less noticeable. I went in until I couldn't see the street and stuffed my hand down my shorts, and pulled my dick to one side. I turned around to catch up to her and bumped right into Mary, who'd followed me into the woods.

"What are we doing?" she asked with a grin.

"I. Um. I had to pee."

"Silly boy, you can't pee with a hard-on, now can you? I thought maybe you wanted to get a better look at these?" Mary playfully tugged the zipper on her bra down, letting her tits pop free.

"M M Mrs., I mean M M Mary," I stuttered. "I. I wa was-ssn't."

"Oh, you sweet bashful boy. There's no hiding that fuck stick poking out of your shorts. Besides, I know that you've been checking me out since Brian's dad left. Truth be told, it's been a while since I've had any, so I've been checking you out, too," Mary said as she sank to her knees in front of me.

Mary tugged on the hem of my shorts, letting them fall around my ankles. My cock bounced off of her chin when it sprung free, making her laugh. She called me an eager beaver. Mary tied her hair into a ponytail and grabbed my cock at its base. She placed her other hand above that on my shaft. "I like long, double-fisted cocks," she said as she stuffed the tip of my cock into her mouth.

She sucked the tip of my cock while she stroked me with her hands. Mary got my cock all sloppy with spit and wedged it between her tits. She continued to suck on my helmet as it poked in and out of her cleavage as I humped her titties. "That's right, Mark. Fuck my tits, Mark!" she said between sucks on my cock.

I crouched slightly and grabbed Mary's as I thrust my cock through her cavernous canyon. We had gotten carried away, and she caught the tip of my cock with her tooth, making me wince in pain. Mary apologized, saying that she was sorry as she kissed the tip of my cock. "Let me make it all better," she said, sucking my cock deep into her mouth.

Mary expertly sucked my cock until she took the whole length of my cock into her mouth. It took me a moment to realize that she was throating my cock. That was enough for me to lose control, and I nutted down her throat. Spurt after spurt of my cum filled Mary's mouth to overflowing.

Mary pulled my cock out to the tip and pumped my cock as I finished squirting. Mary opened her mouth, showing me my load of cum before she gulped it down. "You are a sweet young thing. I could drink that every morning if you'd let me."

Mary grabbed my shriveling shaft and stuffed it back into her mouth. Even half limp, she was still able to take me into her throat and get me hard again. I asked her why she was still sucking me when I had just cum. "How else am I going to get you hard again so I can fuck you?" she grinned.

"Here? In the woods? I don't even have any condoms, Mary."

"You don't need a condom. I got fixed after Brian was born. You can fuck me bareback til your heart's content."

Mary took me by the hips and guided my cock so deep into her throat that my balls were resting on her chin. She pulled and pushed on my hips, fucking her throat with my cock until I was hard again. "Are you ready?" she asked as she slipped the back of her shorts down to her knees.

I stepped out of my shorts and knelt behind her. I could feel the heat coming from her dripping cunt as my cock got closer. The warmth of her vagina enveloped me as I pushed the tip of my cock into her. "Ahh Gaah," I groaned as Mary leaned back, taking me deeper.

Her pussy was surprisingly tight, thanks to her thigh master. Mary gasped when the head of my cock pushed against her cervix.

I grabbed Mary by the hips and started to thrust my cock into her, bottoming out with every stroke. She flung her head back, whipping her ponytail out of her face. I couldn't control myself and just hammered away at her hole so fast that it made her tits flop around. Mary grabbed her right tit and pinched her nipple as I pounded my cock into her.

I followed her lead and bent over her to grab her other breast. It was heavy in my hand as I squeezed it. Her erect nipple poked firmly into my palm. Mary moaned and told me to pinch her nipple. I pinched and pulled. Rolling it between my fingers.

Mary grabbed my ass, pulling me into her "Oh, Fuck, Mark. This feels sooo good. Keep going. Fuck me harder," she cried. I picked up the pace, slamming my meat into her orifice. "Almost there. Almost there. AHH! Fuck me raw. I'm Cummmming," Mary whimpered.

Mary pushed back against my cock as I shoved forward, burying my cock deep into her cunt, pumping her full cum. I kept thrusting my cock until I emptied my nuts into her. "God, Mary, that was incredible," I gasped.

Mary cupped her hand to her pussy as I pulled out. "Come around here and stick your cock in my mouth. I want to taste your sweet young cum." My dick drooped as I knelt in front of Mary's face as she tried to suck my half-hard-on into her mouth. Her tongue swirled and licked my shriveling dick, sucking our juices off of my cock. If she sucked any longer, she'd have to fuck me again.

Mary released my dick and sweetly kissed its tip. She raised onto her knees and slurped up what she could of the puddle of cum from her palm. Mary then wiped the remaining over her tits. "I love the taste of your cum. Please promise that you'll keep this a secret. If you do, then we can keep doing this."

Mary stood, pulled up her shorts, and then donned her sports bra while I put my shorts back on. She hooked her bra a little tighter and adjusted her tits so they bulged out of the cups and showed more cleavage.

We made sure the coast was clear before we ran back onto the path. Seeing Mary's tits bouncing prominently out of her bra made my cock tingle, and I wanted to fuck her all over again. "Mary. Let's go back into the woods."

She smiled. "That good, huh? Not right now, sweetie. Do you think you could spend the night?"

"Um, I guess so. Brian and I haven't had a game marathon in a while."

"Not with Brian. I am thinking that you could sneak in while he's playing games in the basement. Then we can fuck all night if you want."

"That sounds fun. I'll do it," I said as we jogged through the park back to her house.

When we walked in, Brian was in the kitchen, pouring himself some cereal. Mary admonished him, "Isn't it a little late for breakfast? Why don't you wait? I will take you both for pizza at Sal's for lunch after I shower."

Brian smugly commented that he thought the two of us were on a diet.

"They have a salad bar, and one or two pieces of pizza won't kill us. Would you like to join us, Mark?" she asked, giving me a wink.

"It sounds great if I can grab a shower, too. I have a change of clothes in my car."

Mary bolted from the room, saying, "Me first!"

Brian continued to pour his bowl of cereal as I went out to grab my clothes. By the time I got back inside, it was gone. "Yell for me when you guys are ready. I'll be downstairs." Within a minute, I could hear him playing Call of Duty with the volume up full blast.

When I reached the second floor, the bathroom door was ajar. Just as I got to the door, I heard the water shut off. Mary smirked when she noticed me peeking in and called me a dirty boy as she stepped out to dry off.

She stood tall, with her back arched slightly, showing off her new body. Her breasts sagged a little from her weight loss, and she had a few ripples in her midsection, but overall, she looked amazing. I hadn't noticed Mary's shaved pussy while we were in the woods, but it sure looked tasty.

"All yours," Mary said, waving me in. "I hope you're hungry."

"Yeah, but not for pizza." I closed the door as I walked in. I dropped to my knees at her feet.

"Ooh. Well, good thing that it's all fresh and clean for you," Mary smiled down at me.

Mary placed her foot on the rim of the tub to give me room to eat her cunt. The smell of vanilla filled my nostrils as I dipped my tongue into her vulva. I slipped my tongue through her lips to her clitoris and flicked it with my tongue. She grabbed my head as she thrust her hips forward, slowly humped my face while I ate her pussy. I reached between her legs and slipped my thumb into her pussy while I continued to suck and lick her clit. Her knee started to quiver, and her hips involuntarily bucked against my face.

I drove my thumb deeper, fucking her pussy with it faster until she groaned in ecstasy. "Ah, Ffffuck, Mark. You're making me cum. Ahhh, Fuck. Keep going. Keep it up. Lick my fucking cunt. Lick It!" she panted. I drove my tongue into her as far as it would go, lapping up her juices as she came. "Ahh! Another one. Keep going," Mary said as she moved her foot from the tub and draped her knee over my shoulder so she could grind her cunt harder into my face until she got too sensitive and pushed me away.

I stood, pulling my steely cock out of my shorts, and asked if she wanted some more fucking. "I told you later. You can do me in every hole tonight, but for now, you have to get ready so Brian doesn't catch us." Mary went to her room to get ready while I showered. She was in the kitchen staring at the empty bowl that Brian had left on the table. I shrugged my shoulders and smiled. She walked over to kiss me.

"At least I have one good boy in my life," she said before sticking her tongue down my throat. "I can't wait for your cock to be in me again tonight."

She kissed me again, rubbing my cock through my pants. She let me go as she yelled to Brian that we were ready to go.