Mother's Friend

My mother has a young friend who she has round often---a family friend if you like. She's single and is very shy. He name's Melanie and she's almost 30, you would think she was 20, with her south American/middle eastern appearance, tight butt and large, wide breasts. She often comes over and due to her shyness only speaks to the opposite sex in a coquettish, flirtatious type of way. She giggles a lot and often will make a point of standing really close, watching to see if you look down at her breasts at any point in the conversation. Often, at dinner parties my parents hold, she will come and stand really close to me when I'm watching tv placing my head really close to her crotch. Her low cut jeans indicate that she waxes but her shyness doesn't allow me to believe it. So the story begins and I'm meant to go over and pick up a Christmas gift for my mum. Her apartment is right by my train line so it was convenient for everybody if I just popped over to her place. I rang the doorbell and she answered, letting me into her apartment on a high floor. I thought "this will be the day", "this will be the day I get to see that body". She smiled shyly and passed me the present. We stood awkwardly, her head was tilted and she just smiled. Mentally breaking the barrier of inhibition, I forced myself to look down at her breasts for 2 seconds. It was obvious enough and her smile widened. The silence was broken when she moved away, needing to "go to the toilet". As soon as that door closed, I quickly flew over to her bedroom and as stealthily as possible opened up her drawers. Since I had first met her, I had been dying to find out what type of underwear she wore. The way her butt crack was pronounced and the lack of panty line led me to believe she either wore a thong or went bare. Occasionally I would spot a panty line but today it would all finally be revealed. Opening her drawer I pulled out handfuls. I had thrown caution to the wind in my erotically charged state, half believing that she had disappeared specifically to allow me to have this time. She seemed to thrive on moments where my sexuality was openly displayed, either by my erection pointing out or a glance at her breasts. The first piece I pulled out was black panty. I kept searching through other boring floral patterns until finally I found it. A small red thong! I could not believe it even though I had been wishing it true for so long. I quickly looked it over, checked her bra size---36 C---and spun around. Emerging from her room, she came out of the bathroom at the other end of the corridor. She smiled and walked up to me. "What have you been doing in there?" she asked. I cooly replied, "oh just looking around." It was as if we both knew each others game but neither dared to vocalise it. I didn't know what to do, I instinctively felt I had to leave but my fantasies rooted me to the spot. I looked around, "can I have a drink?" I asked. Her manipulation of me frustrated me and as such, I wasn't afraid to be brash and rude to her. She smiled and went over to the counter, allowing me to catch a glance at her butt as she walked. She glimpsed me watching as she turned behind the kitchen bench. Things were escalating. The mood was unusual. Caught between reality---she was my mum's friend---and fantasy---eventual sex. We both wanted the other to take it further. She did. "Do you have a girlfriend yet?" She asked me as she poured a drink. This was a common technique of hers used to turn the conversation to my sexual frustration. I retaliated. "No Melons I don't." I said. Her real name was Melanie and this name obviously caught her off guard. She giggled. "How am I in any way like a melon?" she asked innocently. This was it, this was the moment where I would either fail or succeed. I placed all my cards on the table. "Why do you wear such tight t shirts?" I countered. She smiled coyly and wandered over to where I sat. Standing above me, she placed the glass next to me on a table and pulled her t shirt down and against her breasts. "You mean this is tight?" she said above me. From where I sat all I could see was her two massive tits and her smile. "Yes." I said, internally shaking from the adrenaline quietly pumping through my body. Silence. "What are you going to get me for Christmas?" She asked giggling. My last chance. "Anything you want." I replied. I was choking. I couldn't believe it. I was so nervous just thinking about the possibilities. "Can I have my present now?" She asked, sitting down on the table. "Yes." I said. My hands were shaking and my legs were constantly sending tremors up my spine. I was frozen. She leaned foward and took my hand, placing it on one of her breasts. Taking initiative, I slid my other hand up her shirt and under her bra. It was amazing. Grasping her wide, soft jug---bare skin---was unbelievable. She was shaking too, not knowing when to end and what to do. Guiding my hand from her breast, she made me unzip her jeans fly. Taking both hands away, she was completely naked underneath. More amazement, she shaved herself! With a blank look of curiosity on her face, she pulled me down onto her crotch. The scent was thick and I felt scared. I had never done this before, was it hygenic, can I actually do this? "Yes" I decided. I could. Timidly licking her pussy, I tasted her juices. The strong, sweet smell shocked me and she shivered, hips twitching. Looking up at her face, I started licking furiously. Her hips bucked and she kicked out wildely. Almost knocking the glass off the table I stopped. Standing up, I unzipped my school trousers, my cock standing straight against the fabric of my boxers. We moved to a couch. In a trance, I sat down next to her and slipped my fingers between her legs, loving the imploring look in her eyes as I fingered her. Finally I was here, in control and she couldn't do a thing! The culmination of thousands of awkward moments sat next to me on a couch, gaping and twitching as I completely stroked her inside out. Looking down, I pulled her hand down onto my boxers. She loosely grabbed the shaft of me cock and I realised that while I gave it to her she couldn't give anything back! Stopping, I pulled her other hand to my crotch. In a trance, she pulled my boxers awkwardly over my knees and placed her mouth over my cock. I had dreamt of this for the last 3 years and finally it was happening. I'm tall, about 6'3" and so my cock stands at about 8 inches erect, from tip to balls. Feeling the heat of her mouth on my cock was too much. Breaking the pleasure, I pulled her off. Pre-cum was glistening on her lips. I pulled my cock back, allowing her to lick my shaft. When I felt on the tip of orgasm I again pulled her off. She grabbed my shaft again and began to furiously wank me. She huffed with the exertion, tits swaying back and forth, her pussy ignored. About to cum again, I pushed her away and onto the floor. Moving the table aside, I positioned her in a doggy style way. Moving to her side, I reached around behind her and stroked my finger down her crack, probing her butt hole and then quickly into her pussy. My cock prodded her breasts, dangling low and swaying again to the rhythm of my hand. She was softly weeping, her knees shaking as she tried to battle the relaxing effect of the building orgasm. Slowing down, I placed my left hand on her mouth. Instinctively she started sucking the fingers. My control was complete. I had in front of me a womans body---tanned and firm---on hands and knees, shaking and sweating as I fingered her at both ends. I broke the sweaty, grunty silence---"How do you feel babe?" I was in a macho state, I wasn't me, this wasn't real, it wasn't really happening. She grunted as my fingers worked through her mouth as thoroughly as my other hand bluntly explored her pussy. Sweating, I moved in front of her, sitting cross legged. An inch above my bursting cock was her mouth. She stayed prone, untouched, immobilised by her pleasure.pushing down on her head, she started to suck my cock again. Back and forth, back and forth until I was ready to fill her mouth with my cum. Wanting to savour this moment, this completely alien moment---the surrealism, I spun under her and slid down so she could still suck but where I could finger her. The 69 position was shocking. Pulling her legs away from under her, her pussy came down on my finger. Rubbing away as she sucked, our bodies slid together in the sweat. Finally, when I could take no more, when I could not stop it my orgasm let loose. Trashing me, paralysing me, it went out in wave after wave as cum filled her mouth. Completely caught in the moment, and mistaking my spurt for saliva or something, she kept going, intensifying it over and over until it became painful. Probing her pussy with my tongue now, I thrust and thrust and thrust until her smooth ass cheeks were shaking in pleasure. Pulling them apart further, I completely opened her. Moaning and crying out, she collapsed on my tongue. Torturing her, I kept going and cleaned her completely. Pushing her off me, I leaned over and hugged her, my cock brushing against her. She lay on her back, legs sprawled apart, shaking in waves from shoulders to abdomen as her orgasm ripped through her. It finally subsided and she lay there. With my pants back on, I did the only thing that seemed right and leaned down and kissed her upturned mouth. Leaving her on the ground I left the apartment. I have never felt so guilty in my entire life. I had completely changed the relationship. My mum suspected something happened that day, but I suspect she presumed it was a kiss or grope. The full fledged experience was a rushed jumble of me attempting every sexual position I had seen without actually impregnating her or cumming too early (no easy feat). I feel bad at how I used her and I haven't spoken to her since. I feel I ruined my mum's relationship with her and I can't bare to face her ever again. However, this moment in my life has far outweighed anything I had ever done before. I now also feel free from her constant, subtle tauntings and I feel no sexual attraction to her memory whatsoever. I went from occasionally reading this site to actually reaching a mutual orgasm with the woman of my dreams. I'm not sure if bad counters good, but I wanted to share this experience.