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When I was 17 years old, I used to babysit for extra money.  People
thought I was crazy, but I thought it was the perfect way to make
money.  You can sit around and watch television, usually eat pizza
and drink all of the sodas you wanted to.  I also only babysat for
families that had older kids who didn’t need a whole lot of attention,
and even some where I knew the husband had a good stash of

There was one young family directly across the street from me that
had two boys who both enjoyed it when I stayed there.  We always
had a lot of fun, and I always let them stay up past their bed time.  I
loved babysitting there because I had the hots for the Mom and the
Dad had a really good supply of Penthouse.  The Mom was
extremely sexy I thought.  She was 32, had a beautiful face, about a
C cup breast and a nice thin waist.  Her hips were a little big from
having two kids, but she was gorgeous.  She also had the most
amazing lace bras which I used to love taking out of the hamper
and smelling.  She smelled wonderful!  I think she bought her
matching bra and panty sets from Victoria ’s Secret, but at 17 I
couldn’t tell the difference.

A time came where I think the two of them were having marital
problems.  He seemed to be gone a lot and she seemed to going
out a lot.  I know she was going out a lot because I seemed to
babysit about once a week.  She also had this really good looking
friend that went out with her a lot.  She was good looking and really
slutty looking too.  It made the mom seem even that much more
hot!  She especially looked hot the days I went to babysit because
she was going out and she really liked to wear something skimpy
and revealing.  She dressed for fun and she always seemed like
she had fun.  She never came home with a guy (I fantasized about
her friend spending the night with her), but she always seemed to
come home late, always seemed a little tipsy with a smell of
alcohol and cigarettes in her clothes.  She didn’t smoke, but there
was not a No Smoking policy in my hometown then.  I always liked it
when she came home late because I made more money and it
gave me more time with her husband’s porn stash after the kids
went to sleep.  I was very lucky that since she lived so close and
was such good friends with my parents, there were times when I
would spend the night there if I would fall asleep on the couch.  
There were a lot of times where the kids would fall asleep at a
decent hour and she wouldn’t get home until late, so I had plenty of
time with the magazines. I also liked to go through her drawers and
see what I could find.  I really enjoyed her underwear drawer
because she had such a good selection of things to wear.  I could
see a lot of her panties and bras in the hamper, but looking in her
drawers gave me a chance to see some of the things she wouldn’t
put in the washer.  She had some really nice garments and just
looking at them would give me a hard on.

I realized after several months, I had never looked in what kids think
is the greatest hiding spot.  I never looked between her mattress
and her boxspring.  One night I looked there and found an envelope
with polaroids in it.  I was very excited when I opened the envelope.  
I kind of guessed what type of pictures would be in there, but didn’t
want to get my hopes up too much.  They were justified in being up.  
There were about a dozen photos in different poses of the mom
and of her best friend.  None of them were of the two of them
together though.  I never did find out if she was bisexual, so that
could have explained why they didn’t have pictures together, plus I
imagine they may not have had a photographer.  Up to that moment,
this was the best time I had babysitting for her.  Needless to say I
used the photos for motivation as I layed on her bed and jacked off
two times before she got home.  After the second time I put the
photos back carefully and went back to the living room to watch

For the next month whenever I would babysit for her, I would always
get her photos out the first chance I had and jack off often.  Some of
the times I would pull out a couple of her husband’s Penthouse
magazines and read the Forum articles while I looked at her
pictures.  It was the greatest thing a 17 year old could ask for.  I
went to look one night after the great month, and the pictures were
gone.  I don’t know where they went, but began to think that maybe
she suspected either myself or her kids had found them.  They
were way too young to begin to think of anything like that, so if she
suspected anybody, she probably suspected me.  It was kind of
exciting thinking she knew I had seen her naked body.  At the same
time though, she may not have suspected anything and may just
have given the photos to her girlfriend to keep at her place.  Either
way, I no longer had the pictures to look at.  I still did have a good
selection of magazines which was all a teenager could ask for.  As I
layed there that first night, I got excited by the pictures, by what I was
reading in Forum, and by the thought that she may have discovered
that I would do bad things to myself while I looked at her.  In my
young mind, I thought she might have been turned on by the idea of
me seeing her and by the thought of me fucking her like they did in
the magazine stories.  I decided to do something about it.  I thought
if I made it more obvious that I had found the magazines, she would
know how horny I was and may want to act on it.  After I was done
jacking off for the last time that night, I left a couple of the
magazines out where they could be seen under the bed.  They were
kept under the bed, but I left them sticking out so that she could tell
somebody had found them.  When she finally got back that night,
she paid me and I went home.  Nothing happened.

The next week she called me to see if I was available on a Friday
night.  Of course I said yes.  I got there about 7 and she and her
friend were ready to go.  They told me they would probably be late,
so I should go ahead and call my Mom and plan on sleeping on the
couch.  No problem I thought.  They left, I played with the kids, fed
them some pizza and ice cream, then watched a little television
before they fell asleep.  I had them go to bed and looked at the
clock.  It was only 1000 which was great because it gave me plenty
of time with the porn stash.  I looked at the magazines for an hour or
so, jacked off a couple of times (two times in an hour sounds like a
lot, but remember that I was only 17), and then suddenly saw
headlights in the window.  I had plenty of time before she would
come in the house, but was disappointed she was home so early.  I
had decided I was going to leave the magazines out again which I
did before I went into the living room and started watching tv.  I saw
the headlights back out of the driveway and then heard the keys in
the door.  The mom came in and I could tell she had been drinking,
but hadn’t had too much.  We had our normal small talk and then
went in to the kids room together to check on the kids.  They were
sound asleep still.  We walked back into the living room, and she
said she had to go get some money from her bedroom.  I thought
uh-oh because I knew she was going to see the magazines.  She
called my name and asked me to come into the room.  I knew what
it was about and started getting worried that she was going to be
pissed and I was going to be in trouble.  She was standing on the
side of the bed I had the magazines on and asked me what this
was as she pointed at the floor.  I kind of stuttered, and said I had
just found them that night.  She told me I was lying.  She knew I had
been looking at the magazines for some time now and had been
playing with myself in her bed because I would accidentally leave
the lotion out beside the bed and she could see my cum covered
tissue in the trash can.  Then she asked me if I liked her photos
she had under the mattress.  I was stunned and didn’t know what to
say.  She could tell that I guess because she just walked over to me
and kissed me.  I knew how to kiss and was hoping I was doing a
good job.  Up to that point, I would have been content with just
kissing, but she wasn’t going to stop there.  As she was kissing
me, she moved her hand down to rub my crotch.  I guess she liked
the huge lump in my pants because she rubbed it and rubbed it.  
Then she took one of my hands and placed it on her tits.  I had
plenty of boob action on dates before so I squeezed them like an
expert I thought.  One of my girlfriends liked her nipple pinched so I
did that and the Mom just squealed.  I thought she wanted me to
pinch harder but she yelped and told me not to pinch so hard.  I
guess I had a lot to learn.

I think she obviously wanted more than for me to play with her
boobs, because she began kissing my neck and nibbling on my
ear lobe.  I was taller than her so it worked out perfectly.  She
eventually reached down and pulled up my shirt and moved to
kissing my nipples and my chest.  I had never had that done to me
before and it felt wonderful.  She was kissing one nipple and then
began rubbing the other one.  She squeezed it kind of hard and it
hurt a little so I yelped.  She looked up at me and asked me how I
liked it.  I wanted to tell her I liked it all but nothing came out of my
mouth.  I had been holding up my shirt which kept my hands
occupied.  I pulled it up over my head now so that my hands were
free.  She was kissing my stomach and before I knew it, somehow
she loosened the drawstring on my sweatpants.  She had gotten all
the way down on her knees at that point and she pulled my
sweatpants all the way down to my ankles which left my cotton
covered cock at eye level for her.  She licked the outside of my
underwear and got a good taste of my precum.  She licked me, and
bit down a little on my cock too.  I was loving it and she was loving it

She told me to sit down on the edge of the bed to which I gladly
obliged.  I was sitting there with my underwear still on and my
sweatpants around my ankles.  She got up and made sure the
bedroom door was locked and walked back over to the bed,
removing her shirt as she walked.  She just threw it on the floor and
since I didn’t want her to feel alone, I took my shirt off and threw it
down on the floor too.  All she had on was her jeans and her black,
lacy bra and I was in my sweats (around my ankles) and my white
briefs (with a big wet spot on them).  She came over to me and took
my sweats completely off and tossed them on the floor
somewhere.  She spread my legs a little and crawled between
them.  As she was doing that, she unclasped her bra’s front hooks
and tossed the bra somewhere too.  She had beautiful tits I
thought.  They weren’t really big, but they were perfectly shaped with
a slight pointing upwards.  Her nipples were good sized and very
dark.  I loved what I saw.

While she was kneeling there, she reached towards me and pulled
my underwear down a little revealing my very hard, 8” cock.  She
didn’t pull the underwear all the way off so my balls were still
covered.  She then began licking my head with her tongue trying to
get all of the precum I guess.  I wanted her to take it all into her
mouth, but she only licked it.  She then raised up and took one of
her tits in her hand and rubbed her nipple on my cock.  She had
gotten all of the precum, but I was so horny, there was plenty more
still in there.  It leaked all over and coated her nipple.  She backed
up a little and the precum made a string to her nipple.  Then she
took her other tit and did the same with her other nipple.  Both of her
nipples were shining with my precum.  She stood up and pushed
me gently back on the bed.  I was laying there on my back and she
crawled up and put one of her tits in my mouth.  This was the first
time I had ever tasted my own cum and it was pretty good.  I sucked
on her nipple and remembering that her nipples were kind of
sensitive, never did bite down on it that hard.  She raised up and put
her other nipple in my mouth giving me another taste of my cum.  
Her eyes were closed the entire time and she had a look of extreme
pleasure on her face.

After I cleaned off both of her nipples, she stood up on the floor and
unsnapped her jeans and pulled them down.  Her black, lacy
panties were part of a set and matched her bra perfectly.  I didn’t
see them that long, because she pulled them down too.  She stood
there naked in front of me and crossed her ankles which kind of
covered up her nearly hairless pubic area.  As she was standing
there, she cupped one of her tits in both of her hands and flicked
her own nipple with her own tongue.  It was so hot.  She didn’t do
that very long before she walked back over to me and pulled my
underwear all the way off.  She reached for my cock and grabbed it,
pointing it directly at the ceiling, perpendicularly to my body.  She let
go and it snapped back down making a slapping sound on my
stomach.  She bent at the waist and began licking my cock again,
before she finally gave me what I wanted and took it all into her
mouth.  She grasped the base of my cock with her hand and
bobbed up and down on it.  I closed my eyes and just laid there
enjoying the pleasure.  Luckily I had already cum twice that night
because otherwise, I would have exploded into her mouth right
away.  I think she wanted more than to just suck me off.

She eventually stopped sucking me and climbed up on the bed.  I
started to get all the way on the bed too, but she told me to lay as I
was.  Who was I to argue?  She asked me if I had ever licked pussy
before and I lied.  I told her I had.  She said good, as she crawled
up and started to lower her pussy onto my face.  I could smell the
musky, and wonderful aroma of her pussy juice.  I could see the few
hairs she had glistening in her own juice.  She wasn’t all the way on
my face at first, but after she got her legs comfortable, she lowered
herself so that her pussy lips were touching my lips.  I eagerly
lapped away.  I was just licking like a fool when she made me stop
and asked me if I had really ever done it before.  I said that I had
not.  She could probably tell that I had not before so she told me to
take it slowly.  She also reached down and pulled her lips apart and
showed me the little stub that was her clit.  She told me to lick her
crack some, but to also make sure I licked at her clit too.  She
lowered herself back onto my face and used her hands to keep her
lips apart.  She obviously trained me correctly, because as soon as
I licked her clit a few times, and even sucked on it like it was a little
cock, she flooded my mouth with her pussy juice.  She was a very
big cummer.  I didn’t really know she had orgasmed, so I kept
licking at her clit and pussy. She became very sensitive when she
came and made me stop.  As I look back at it, I was probably killing
her as I continued to lick on her clit at that point.  She raised up a
little just to make sure I couldn’t touch her any more with my tongue
and just sat there.  I guess she was also a long cummer.  She
finally opened her eyes, and looked at me and told me how great
that was.  She said it was my turn.

She turned herself around 170 degrees so that her pussy was still
in my face.  She didn’t lower herself any so I couldn’t easily reach it,
but I could still smell her wonderful odor.  Before I could say or do
anything, my cock was in her mouth.  She was a pro.  As I got older,
I looked back and realized I had never had a blowjob that good
before.  Maybe because it was from somebody I had lusted after for
so long, or maybe it was because she was so good at it, but it was
a fantastic blowjob.  She licked and bobbed and sucked.  Her
mouth had so much suction in it.  She was able to put my entire
cock into her mouth which I thought was going to choke her.  She
would go all the way to the base so that her nose touched my balls
and then just hold it.  I didn’t know how she was breathing.  Then
she would raise up and do it again.  She was slobbering a lot I
could tell because I could feel her saliva running down my balls,  I
loved it.  She loved it too, but she wanted fucked.  She just stopped
and I asked her why she stopped.  She didn’t say a word as she
turned herself another 170 degrees and quickly lowered herself
onto my cock.  She was very good at it because she went straight
down.  She didn’t have to feel around at all for my cock to find her
slit.  She just sat right down and lowered herself all the way down
the length of my cock.  She looked at me and smiled and asked me
if I could feel her.  She was squeezing her pussy muscles and it felt
like she was trying to milk the cum out of my cock.  At that rate, she
was going to get it.  She smiled and she saw the big smile on my
face.  She raised up a little and began going up and down on my
shaft.  She reached down with her own hand and also began
rubbing her clit.  She was getting close to cumming and so was I.  
Suddenly, she began biting her lip like she was trying to hold in a
scream.  I had to do the same.  I was cumming and I knew it.  In
one long spurt, I erupted into her beautiful pussy and she flooded
my cock with her juice.  We both just spasmed for a moment before
she opened her eyes and reached down and kissed me.  I eagerly
kissed her back.

She eventually climbed off me and laid next to me on the bed.  We
were both laying there naked, when we thought we heard a noise in
the hall.  One of her kids must be up.  She quickly got out of bed,
threw on a robe and told me to get dressed.  She went out in the
hall and saw her youngest boy going to the bathroom.  He saw her
and was excited that she was home.  I knew he wasn’t going to go
back to sleep.  I decided to go ahead and get dressed.  She came
back into the room in a minute and told me he wanted to stay up
and watch tv with her and I should go out the back door.  I said ok
and then left.  She never did give me my money that night, but I did  
“babysit” for her again, even some nights when the kids spent the
night with their friends.  She was always a lot of fun and she taught
me more than anybody else ever has.  I owe her greatly for that.  
She’ll always hold a big place in my heart (and in my crotch).

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