When I was 18, my mom's best friend, Denise, came to visit for two weeks during the summer time.

Her stay will forever be seared into my brain.

My mom and I live alone in a decent sized house with a pool. We had an extra room so it was easy to accommodate her.

I hadn't seen her in over ten years since she lives across the country. When she arrived, I was definitely impressed. Denise stood about 5'5" with shoulder length blonde wavy hair.

With a tight dress on, her curves were on full display. Being a horny teenager, I instantly gazed at her cleavage - 34D as I was to find out later! - and I think she caught me looking.

"Tommy!" She exclaimed as she came in. "My, my, have you grown into a handsome, young man!" Denise reached out for a hug and pressed those magnificent breasts into me.

I rubbed her back and realized she had no bra on. My dick was starting to rise to the occasion so I broke apart from her embrace. As I did, I noticed her nipples were erect. They looked long and hard.

Denise had recently divorced and was taking a vacation driving all over the US to celebrate being single. I guess her ex was an asshole and leaving him opened a whole new life for her.

My mom and her spent time catching up and I watched TV until it was time for bed.

The next morning, we all gathered for breakfast at the kitchen table.

Denise's sleeping outfit was wonderful on the eyes. It was a soft flowered top that clung to her breasts but not too tightly. Her dark areolas were faintly visible through the thin material and her nipples were once again hard.

The shorts matched the flower pattern and off white fabric color of her top. Of course, I would position myself so I got glimpses of her ass and was rewarded with a view of her thong under the shorts. I couldn't tell what color, only that they were dark.

My young teenage dick was erect under the table as Denise was talking about her current travels. I had to wait a few minutes after my mom and her were done so I could stand without embarrassment.

The women decided to have a swim in the pool after breakfast. I told them that I was going to play video games but would take a dip in a little while. I had some bad thoughts in mind while they were at the pool.

They changed and to my dismay, Denise wore a one piece. I was really hoping for a bikini! However, she still looked very hot. Very MILF like and someone that I would love to fuck.

I had been with 4 or 5 girls by that time and most had been fairly quick sex events except for one girl who was amazing in all aspects of fucking and sucking but that's for another story!

Once my mom and Denise were settled in the pool, I made my way to Denise's bedroom. It was wrong on so many levels but I looked around until I found her used thong.

To this day, I love masturbating to the scent of women's panties. My wife even knows about it and often leaves hers in an obvious place for me to find and use.

I inhaled Denise's aroma and my dick popped up in 1.2 seconds. I didn't want to risk being caught in my mom's best friend's room jerking off while smelling her panties, so I went back to my room.

It didn't take long and I came all over my stomach. Cleaning up, I returned her panties to her room. Later on, I would find out that Denise was puzzled why her clothes seemed to have been moved. Apparently, I didn't do a good job covering my tracks.

I changed into my suit and went to the pool.

"You are definitely becoming a young man," Denise quipped when she saw me shirtless. I had been working out regularly for a couple of years and had nice muscle tone and six pack.

"Now, calm down, you cougar," my mom jokingly snapped back.

We all laughed but if she only knew I wouldn't mind being attacked by this cougar.

The whole time at the pool, my sunglass covered eyes roamed all over Denise's body. Her nipples were out again and I could make out her cameltoe. All this had it's usual effect and I got hard.

"I'm going in to get us some drinks and snacks. Be right back," my mom said.

Denise and I stayed in the pool but she turned to me and asked, "I'm going to get out, do you mind helping me with some sunscreen?"

I didn't know what to do as my dick would be very noticeable. While not a monster porn cock, I'm almost 8" and fairly thick.

She didn't wait for an answer and grabbed my hand pulling me to the steps and out. I had a close up view of her white bathing suit clinging to her ass which didn't help my issue.

I tried to adjust myself but as I did, Denise turned around and her eyes went down.

"Oh my, what do we have here," she said in a low tone so no one but me could hear. Denise opened her arms and went in for a hug, pressing her body hard into my erection. "Did I do that, sweetie," she whispered into my ear.

"Sss...ssorry, yeah..kinda," was all I could say. My hormones were going off the charts and I didn't know what to do.

"Nothing to be sorry for. It's nice to know I still turn someone, especially from a young and attractive man." She gave me a peck on the cheek and pressed once more into my crotch as she moved to lay down on the chaise lounge.

I was left there with my dick standing straight out.

"Come do my back, sweetie," Denise ordered.

I knelt down next to her and applied the sunscreen on her back. She moaned a little as I worked it into her skin. I definitely spent more time than needed but had to stop when my mom came back.

We had a little drink and some snacks while celebrity gossip was exchanged between the women. I was too zoned out to care.

My head was swirling with dirty thoughts of Denise. With the scent of her pussy still lingering in my mind and her openly enjoying my erection, I was hoping the next two weeks would prove fruitful.

I didn't have to wait long.

"I am sorry, Denise, but it's almost time for me to leave." Ah! I had forgotten today was my mom's volunteer time at the flower preserve. She helps plan fundraisers there and it was the big annual event coming up. "You two stay here, I have to go shower and head out."

"No worries, we'll finish up here and come in soon." Denise said. She looked at me and winked as my mom disappeared into the house.

Our backyard is very secluded and even getting from the house to the pool requires noise that you can hear before someone sees you.

I was sitting on a chair next to Denise. She casually got up and promptly sat on my lap. Her arms clutched onto me and she leaned into my ear.

"Listen, I want to do things to you and have you do things to me. You understand?" she asked. I nodded in agreement and my cock was already half hard and digging into her ass. "But, and this is a huge but, your mom can never know. She would kick both of our asses. Will you be able to keep a secret? Our secret?" Again, I nodded my head and she leaned in to kiss me.

We made out passionately for a few minutes. Our hands explored each other.

She was an amazing kisser and it felt so naughty to make out with this 50 year old hot MILF. Denise in turn, roamed her hands on me finally resting on my dick.

"You are nice and big, sweetie," she whispered in my ear and squeezed my shaft at the same time.

I went to her tits and played with her nipples. They were huge!

She moaned in response to my hands. I made the bold move to pull her top down and she didn't stop me.

Those huge, beautiful breasts were a sight to behold. My lips quickly found her nipples and Denise pressed her chest harder into me.

"Oh god, baby. You like mommy's tits?" That turned me on like nothing else and I sucked and licked all over her breasts. She continued jerking me off. "You're going to have so much more soon, sweetie. It's been awhile since I got laid so hopefully you can keep up." She flashed a devilish smile.

"Let's go in so we can see your mom off," Denise said as she stood up and adjusted her big tits back into the suit. "I'll let you cool off before coming in," she laughed looking at my big erection. Denise turned around and walked in.

It took a good 5 minutes to be back to normal enough so I wouldn't embarrass me or my mom.

We said goodbye to her about 20 minutes later and watched the car disappear down the road.

"Come with me," Denise grabbed me by the hand and led me to her room. My dick was already hard by the time we reached it.

"I see you are ready again," she laughed and swatted at my cock. "Oh to be young again!"

With that, she dropped to her knees and yanked my bathing suit down.

"Mommy likes it!" My dick jumped in her hand. She knew what she was doing and realized this talk was a big turn on for me.

Denise expertly licked and sucked my cock and balls. Simply outstanding oral skills. My wife maybe the only one as talented as this sexy cougar.

Being 18, it didn't take long for me to build up. I made it very clear that I was about to cum and Denise stayed right on my dick. My previous girlfriends never did that.

I started to blast stream of cum after cum into her mouth and that greedy little slut ate it all. In fact, once I was done, she stood up and gave me a deep french kiss. The salty taste was quite erotic and one of the reasons my cock never got soft.

"That was hot," she finally said. Denise then took a step back and slowly peeled off her suit revealing a gorgeous body.

Her pussy just had a small landing strip. Super hot to see a woman groom her bush. Even now, I still prefer a bit of hair rather than all smooth.

Denise didn't waste any time and knew what she wanted. Laying down on the bed, she wantonly spread her legs exposing a very wet pussy. She used her hands to spread her pussy.

"Come eat mommy's pussy, baby." My dick jumped again. "I know you want mommy's pussy." She was looking dead into my eyes with a deep erotic gaze.

I dove into her wet cunt and ate her until she came. Her juices were all over my face and chin. I gave her a final clean up after her orgasm and even spent some time on her ass.

"Oh, baby! I do like you licking mommy's ass," she said as I rimmed her.

Denise pulled me up to her face and she licked my face, cleaning up her juices.

My dick was so hard. I rubbed it along her pussy, never putting it in but allowing us to enjoy our genitals finally making contact.

"I want you, baby. Please fuck mommy!" she demanded.

I slipped my dick in her.

"Oh, that feels soooo gooood!" she had her eyes closed and dug her nails into my back. I continued to enter her and then began my thrusting. "Your dick is stretching me, sweetie. It's so big!"

I was focused on her pussy as I pumped into her. She was surprisingly tight and wet and the way she moved her hips was a sign of experience.

We french kissed and I sucked on her tits while I was building to my second orgasm.

I could tell she was nearing her second climax too. We stopped kissing and panted in each other's face as we concentrated on our orgasm.

"That's it, baby. Cum in mommy. Mommy's pussy needs your load."

That was it. Her dirty talk was almost hotter than her pussy. Well, almost...

I exploded in her and that triggered her orgasm. We came together and stayed in the same place while kissing again.

It was sensual, dirty, kinky, and wonderful all at the same time.

"I do believe we have a bit more time before your mom comes back," Denise said with a smile. "Wanna take a quick shower with me?"

"That would be amazing," I replied.

To be continued...