Susan stood, shaking her head and giggling as she watched the six girls running upstairs, screaming because they had just talked her into letting them all have one beer.   

Her eyes were fixed on their perfect asses as they jiggled while they all ascended the staircase.  They were either wearing teddies, or thongs and a camisole. Both left nothing to the imagination.   

This was her weekend for the Saturday night lock-ins that had been happening since the girls had graduated high school a month ago.  They were going to swap houses until each girl had hosted her own lock-in. “Sexy Lingerie Night, whose idea was that I wonder?" she whispered to herself. 

“Damn, all that hot pussy, what I’d give to be one of them,” she whispered as she pulled her wine glass full with the last of her first bottle of Chardonnay. 

She knew she was just horny and needed to chill. With her glass full, she headed into the den to watch television.  Maybe this will help me calm down, she thought to herself when she stopped surfing and choosing to watch her favorite movie, again. 

As she took a large swallow of her wine, her phone buzzed with an incoming call.  It was Cheryl, Carley’s mother. 

She set her glass on the end table and picked up the phone, hitting the green button on the screen to answer it.  

“Hey, you sexy thing,” she said with a smile in her voice. 

“How’s my kid behaving?” came a soft voice from the other end of the line. 

“She’s fine, they all just polished off three pizzas.  I gave them all a beer and told them to get their asses upstairs and to stay there,” she said with a chuckle. 

“Well, that was a good plan. Let them be girls, and you can get some peace and quiet, alone,” Cheryl replied. 

“Oh, girl, I miss you, I need some Cheryl love.  All this gorgeous snatch running around nearly naked, I’m so horny, I got it bad!” Susan moaned. 

“Honey, it’s only been a week since we were together, get a grip,” Cheryl giggled.  “You got it bad, huh?” 

“And your Carley, she is you all over again. She reminds me so much of you twenty years ago when we met, she’s gorgeous just like you. Oh,” Susan hissed as she slid her hand into her tube top, tweaking a nipple. 

“Don’t you even think of going upstairs!” Cheryl told her.  “Leave those girls alone, they’re probably playing truth or dare anyway.” 

“Girl, it’s sexy lingerie night, they’re running around here almost naked!” Susan snapped back with a giggle.  

“Shit, baby, how did you let that happen?” Cheryl laughed. “Don’t go upstairs, you hear me?”  

“I won’t, you know that, but I tell you what, Imma run a couple of batteries down later,” Susan moaned. “I tried wine to calm me down, but all it did was make it worse, and give me a good buzz.” 

“Damn girl, you need to just chill,” 

“I can’t help it, it just came over me and lit my fire, I really need you, come over, please,” Susan begged. 

“No, I can’t come over. Jerry would wonder what was up, you know we've got to keep us a secret,” Cheryl replied. 

“We've been lovers for almost twenty years, I can keep a secret,” Susan snapped back. 

“Then you know I can’t come over there right now.  We can do lunch next week, then I will be your dessert, alright?” Cheryl offered. 

“Fuck!  Ok, I can’t wait to see you, and hold you, lover,” Susan said sweetly.   

“Good, then it’s settled.  See you Tuesday.  Now go take a cold shower, or get that big vibrator you love so much out and rub one out, say my name when you cum, ok baby?” 

“Fine! Love you, bye,” Susan said softly. 

“Love you, bye,” Cheryl answered before the phone went dead. 

Susan picked up her wine glass and took another large drink.  Setting it down with her left hand, her right hand slipping back into her tube top, squeezing her breast, her left hand slipping into her jogging shorts, her fingers slipping down over her bald mound and over her clit. 

“Oh my god,” she hissed as two fingers entered her moist pussy. 

****** 

Carley stood at the doorway to the den in the shadow of the light next to Susan.  She was stunned to see what Susan was doing.  

Without thinking, she slid her own hand inside her thong and began to do the same thing she was watching her best friend’s mother do.   

She opened her legs wide enough to push her middle fingers into her tight, virgin pussy, and began to stroke them in and out of herself, leaning against the wall for balance. 

Susan began to buck her hips from her masturbation.  She pulled her hand out of the tube top and pulled it down, exposing her double D breast. She then started pinching and pulling on her nipples one at a time. Her fingers were making sloshy sounds as she continued to finger fuck herself, a vision of the asses jiggling up the stairs flashing repeatedly through her mind. 

Carley watched Susan getting hotter and hotter.  She could not believe how hard Susan was pinching her own nipples.  She began to fuck her tight little hole harder and faster, feeling her belly burning, her legs beginning to shake. 

Susan arched her back, unaware of her audience, and put her hand over her mouth to muffle the scream as she let loose with an earth-shattering orgasm, squirting all over her hand and shorts. 

As the orgasm subsided, she collapsed back onto the couch, her legs splayed, her tits uncovered, trying to catch her breath. 

Carley felt it begin to wash over her, her knees buckled, and she grunted as she came on her fingers. She fell to her knees as she quivered through her orgasm. 

“Carley is that you honey?” she heard Susan ask.   

“What are you doing honey, are you ok?” she asked, trying to get her tube top pulled back in place. She stood and walked toward the young girl, on very wobbly legs. 

“I’m ok.  I’m sorry, I just wanted to talk to you, I wasn’t spying on you or anything,” Carley told her. 

She was embarrassed by what she had seen and still trying to get over the wonderful orgasm she had just given herself. 

“Oh my god, you saw that?  I’m so sorry baby, I thought you’d all stay upstairs for the rest of the night. I am just mortified that you saw me doing that,” Susan moaned as she helped Carley to her feet. 

“It was so hot, Mrs. Johnson. I mean, I couldn’t help but do the same thing while I watched you,” Carley whispered. 

“Oh my god, I’m so embarrassed. Come on, let’s sit you on the couch,” Susan told her as she led her to where she had just been sitting. 

“Here, sit down, I’m going to get more wine, then we can talk about this, um, thing you just saw, and whatever it was that you wanted to talk to me about, okay honey?” Susan asked. 

“Ok, can I have some wine, too?” Carly asked. 

“I gave you a beer already, not sure you want to mix it with wine sweetie,” Susan answered. 

“I didn’t drink the beer. I don’t like beer so Shelby shared with Cathy.” 

“I see. Well, I guess a glass of wine won’t kill you, maybe it will help us talk about, um, you know,” Susan chuckled as she headed for the fridge, collecting a second glass on the way. 

“Thanks, Mrs. Johnson, you’re cool,” Carley told her. 

“Oh, please.  You just saw me cum, call me Susan, ok?”  

“Oh, I like that, Susan,” Carley replied, feeling warm inside. 

Susan filled the two glasses with cold Chardonnay and headed back to the den, “So, why aren’t you upstairs doing girl things with the gang?” she asked as she handed Carley the wine.   

“Now, take it slow with the wine, don’t chug it down, ok?” Susan said as she sat cross-legged next to Carley who turned and did the same. 

“OK, Susan, I’ll take it slow.  Well, the girls are talking about boys and stuff, and Shelby and Cathy were taking a shower together, so I felt kind of out of place, and I came downstairs.” 

“Really, showering together, that sounds fun,” Susan replied before thinking. 

“Ha, I bet it is,” Carley laughed. 

“Why are they doing that?” Susan pried. 

“I think they're shaving each other's twats,” Carley whispered. 

“Really, are they like lovers?” Susan asked, trying to sound nonchalant. 

“I don’t know how serious it is, but they kiss and hug and stuff, is that ok?” 

“Yes, it is ok, just kind of surprised me since Shelby is dating Stan, you know?” Susan replied. 

“Yeah, there still a thing, but you know, we all kind of play around a little, that’s what I wanted to talk to you about Mrs., I mean Susan,” Carley stammered. 

“Play around?” 

“Yeah, all us girls, the ones here tonight, have played around.  You know feeling each other out, kissing, fingering, that kind of thing.  I love to be fingered and kissed, it’s like, wow,” Carley sighed. 

“Oh really? All the girls, like with each other?” Susan asked, a bit surprised. 

“Yeah, it started out as a dare kind of thing. Now we’ve all spent time with one another over the last few months.  Shelby is the best kisser," Carley sighed. 

“Wow, I had no idea, but girls will be girls,” Susan chuckled. “Guess the apple doesn’t fall far from the tree.” 

“Well, that’s what I wanted to talk to you about. I know you and mom play around too, and, well, I wondered if you could like show me how to make love with a woman, more than just playing,” Carley told her, lowering her eyes, expecting a rejection. 

“Wow, are you serious baby?” Susan asked as she lifted Carley’s face with a finger under her chin. 

“Yes, I want it more than anything, because I know you love my mom, and you’ll be gentle with me,” Carley told her. 

"Oh baby, I do love your mother, very much. You’re the spitting image of her when she and I met,” Susan told her, catching a glimpse of her bald pussy with her thong pushed to the side. 

“But this is a pretty big thing, are you ready for it?” She asked Carley 

“Yes, I’m sure.  I wanted to ask you weeks ago but didn’t know how to do it. Then we are all here tonight, and Mr. Johnson is still offshore, so I thought I’d talk to you,” Carly replied before she took a huge drink of wine. 

“Easy with the wine honey,” Susan warned. 

“But why, I like the wine,” Carly asked. 

“Just sip it, I like it too, but take it slow, ok?” 

Susan sat quietly for a moment, then she locked eyes with Carley and spoke. “Well, I’m just drunk enough, and horny enough, to want to help you out. Give me your glass, honey, then let me see your lovely breasts,” Susan ordered. 

“Oh my god, really,” Carley purred as she lifted the crop top camisole over her head, exposing her C-cup breasts, her nipples hardened and standing proud. 

“Very nice, baby,” Susan whispered as she pulled her tube top over her head, untangling it from her long blonde hair. 

“Oh, your tits are amazing,” Carley cooed. 

“I’m glad you approve,” Susan smiled. “Now, let’s just get this useless thing off you,” she giggled as she reached between Carley’s legs grabbing the small lace triangle and pulling the thong down her legs.  

Carly lifted her butt off the cushion and took a deep breath as Susan stripped her.  

“Oh God, this is really going to happen, isn’t it?” She moaned, loving how Susan had taken control. 

“Yes, baby girl, it is. Now, take my shorts off, will you please?” she smiled, opening her legs slightly. 

“Oh, yes!” Carley screeched. She reached for the waistband of the skimpy shorts, and pulled them down over Susan's hips, “ass up,” she commanded then pulled them down Susan’s legs once her but was lifted. 

“My god, let me look at you, you’re just beautiful,” Susan whispered. 

“You’re so pretty, Susan, I can’t believe we’re sitting here, naked in front of each other,” Carley whispered back. “I am so nervous, I can barely breathe.” 

“Come here, sit on my lap,” Susan told her as she turned and leaned against the back of the couch, her ass pushed away from the back allowing her to lean back just a little. 

“Take my hand, baby girl, come here,” she said lovingly to Carley. 

Carley took her hand and then threw on leg over, straddling Susan, then settling down onto her lap, her moist young pussy resting on Susan’s pelvic bone.  

“Oh, God, this feels good,” Carley whispered as she rocked her hips, grinding her clit on Susan’s. 

Susan reached up and placed her hand on the back of Carley’s head. “Come here,” she said softly, pulling Carley’s lips to hers, kissing her sensually, melting their lips together, then pushing her tongue into Carley’s mouth, searching for her tongue. 

Carley moaned and rocked her hips harder against Susan’s pelvic bone, her pussy began to tingle. 

Susan began to meet Carley’s rocking with grinding of her own, her arousal spiking as her young lover began to get herself off by grinding on her. 

“Oh my God, Oh my God, Oh my God!” Carley groaned as another orgasm washed over her. 

“Fuck, fuck, fuck!” Susan answered as she too let loose with her own gushing orgasm. 

Susan put her forehead against Carley’s as they both recovered from their orgasms. 

“God, I’ve never felt anything like that, I mean, fuck,” Carley whispered. 

“It was amazing, wasn’t it?” Susan replied.  

“That’s just the beginning, come on, let’s go to the bedroom, I need more room, we’re gonna fuck all night,” she chuckled as she and Carley rolled off the couch.  

Susan took her by the hand and led her into the master suite, closing and locking the door behind them. 

She crawled onto the bed after Carley, rolled her onto her back, and lay on top of her, kissing her deeply, biting her lower lip, then kissing her again. 

Carley moaned into the kiss, totally into the moment, and totally open to whatever Susan had in mind. 

“You ok, sweetie,” Susan asked after breaking the kiss. Her tits against Carley’s. 

“Oh my God, yes,” Carley whispered. 

“I’m going to make love to you, and it might be a little strong, but I’m so fucking hot for you right now, I need you, all of you, ok?” Susan asked. 

“I told you, I trust you, and I want you bad too, so I’m yours. Whatever you want, it’s ok,” Carley whispered. 

“God help me, your mother is going to shit when she finds out about this, me fucking her daughter, but I need you, fuck!” Susan groaned. 

She kissed Carley softly moving down her jawline, stopping on her neck, licking it, then sucking a patch of skin into her mouth, marking the young lover and throwing care and caution to the wind. Her lovemaking session with Carley would no longer be a secret. 

“Oh, my gosh, you gave me a hickey, so fucking hot, you marked me!” Carley hissed. 

Susan did not respond, she was in full-on fuck mode, peppering kisses down Carley’s chest to her breasts, sucking a nipple into her mouth and nipping at it, then sucking it harder. She grabbed the other nipple, pinching it and pulling on it causing her young lover to moan and arch her back. 

“Oh fuck! Ouch, fuck! Harder, pinch it harder!” Carley moaned. 

Susan took her mouth off Carley’s nipple, “little pain slut in you, is there?” she chuckled before she pinched the one between her finger and thumb very hard. 

“Oh, my fucking god! I’ve never felt anything so hot,” Carley whispered, her breathing becoming labored as her body reacted to the new sensations. 

Susan released Carley’s nipple, smiling as her young lover moaned lustfully. As she returned to sucking on the nipple she’d been sucking on before, her hand slid down to Carley’s mound, fingers slipping over to her very wet pussy, finding and rubbing on her clit. 

Carley moaned louder, and instinctively opened her legs, offering her pussy to Susan freely. 

Susan expertly worked Carley’s clit, causing her to buck her hips, pushing up into the fingers circling and rubbing her swelling bud. 

Carley grabbed her hair as she shook her head from side to side, her hips bucking from Susan’s ministrations. 

“Fuck!” she groaned as she tightened her quivering belly, grunting and squirting on Susan’s hand. 

Susan brought her cum soaked fingers to Carley’s mouth, “open your eyes, baby girl, I’ve got a present for you,” she told her. 

As Carley opened her eyes, Susan pushed her fingers into her mouth. “How do you taste,” she asked as Carley hungrily cleaned her fingers. 

“Mm, that’s too fucking hot, feeding me my own cum,” Carley sighed once the fingers were cleaned and removed.  

“I can’t believe this, it is too much, so amazing, Susan, I love it,” Carley said softly. 

“I’m glad you’re liking it, but the best is yet to come,” Susan replied, kissing Carley deeply. 

“Oh my God, what can be better than what you just did to me?” Carley asked innocently. 

“Well, have you ever heard of the sixty-nine position?” Susan asked. 

“Well, yeah, but I don’t even know what that is, just girl talk,” Carley admitted. 

“Well, we’re gonna do that. I’m going to turn around and eat your pussy, and I am going to push my pussy onto your mouth to eat, understand?” 

“Oh my God, are you serious? I’ve never...