Best Friend's Mom (Valerie)
written by:
Mark Anderson

Best Friend's Mom (Valerie)

I was transfixed, literally. It was impossible for me to move as I looked out of my bedroom window that summer afternoon, down into my neighbor's yard and saw Bobby and Valerie DeJong fucking.

Their son, Chet, had been my best friend through high school and I knew the family well, but this was the first time in my 18 years of existence on the planet that I'd witnessed a couple in the flesh, screwing each other for all they were worth. It was shocking, mesmerizing and exciting as I stood a couple of feet back from my window, watching them and stroking myself.

They used a patio lounger and Valerie spent a lot of time on her knees, apparently urging her husband as he slammed into her from behind. Their black skin made them look like silhouettes against the sandy paving of their yard, Valerie's breasts hanging down and swinging as Bobby fucked her. And his cock... it was huge. It looked to be almost a foot long (I know now that was unlikely, but that's what it looked like) and straight as a rule. It was so long it looked like he couldn't fit all of it inside her - at least three inches stayed outside Valerie's pussy.

I had just looked out of the window casually when I'd spotted them. Now over the initial surprise, I was on the verge of cumming as I watched them. Bobby turned Valerie over and kneeled on the lounger, directing his huge tool at her groin. Once inside he started his rhythm again, making Valerie's eyes close in pleasure as he pumped faster and faster. I came before he did, spurting youthfully across my carpet, but my cock was still rock hard as I watched Bobby's body stiffen and obviously cum inside Valerie. Unlike the porn movies I'd seen, he didn't pull out and shoot cum over her, just stayed inside and finished his orgasm.

When they were done the lay naked together on the lounger, his cock still looking enormous as it deflated slowly. I watched for a while before backing away from the window and stroking myself again.

****

Next time I saw Valerie was a few days later, when I called round to see what Chet was up to. We'd both finished high school a couple of weeks before. Chet was headed for a football scholarship at Texas, me to University of Illinois. I hadn't seen my friend since the weekend and knocked on the DeJong's front door.

Valerie answered, dressed in some tight jeans and a pink crewneck top. I stumbled over my first words, not able to get the image of her naked out of my mind, but managed to ask for Chet.

"He's over at his cousins, on his way back I believe. Should be here in a half-hour or so." Valerie smiled at me and I started to feel a little more comfortable, assuming she knew nothing of my voyeurism. "Would you like to come in and wait for him? I'm just prepping some food for tonight. You're welcome to wait."

It seemed natural for me to accept, after all, it's what I would've done many times before that day. I knew that my perception of Valerie had changed, but she didn't.

We lived in an affluent suburb and back then fewer moms worked, so it was very normal for Valerie to take time to prepare the family dinner, just as my mother did, often baking as well. I followed her into the kitchen and took a seat at the table. She offered me lemonade but then remembered that I preferred soda, so poured me a Coke. My family socialized with the DeJong's a little, mostly at neighborhood cookouts and the like. We got on well with them but this was twenty years ago and some didn't... the color of their skin still somewhat unusual in the suburbs. If they ever felt any resentment, none of the family showed it.

We chatted about the coming college days for a few minutes. Rightfully so, she was very proud of Chet's scholarship but she also showed genuine interest in where I was going and what I expected life to be like in the college world. I'd heard many times that she'd studied Chemistry in Florida, but parents seemed to have a habit of forgetting what they'd told people and tell them again. I guess I'm like that now!

I had ample opportunity to study Valerie, as I'd never seen her before. She had been Chet's mom for all the years we'd lived next to them, but now she was the lady I'd seen fucking in her yard.

She always had a ready smile and a kind disposition, but for the first time I noticed that she had beautifully smooth skin, very dark and providing a stark contrast for her white teeth that made them seem almost incandescent. She had a good figure, maybe a few extra ponds around her hips, but wonderfully round and distinct breasts that bobbled just enough with her movements to suggest they were heavy when released from her bra.

In the yard Valerie's hair had been combed back and in a ponytail but today it was hanging around her face, wavy from styling I thought, but very sensual. I'd never thought about her age much before, but she must have been at least forty-three, and looking good for it. My standard for beauty back then was young movie stars and other pin-ups, but it now came to me that my friend's mother was very beautiful.

"You'll have fun." Valerie concluded our college discussion just as the phone rang. "Excuse me." Valerie spoke with a soft, accent-less voice.

"It was Chet." Valerie breezed back into the kitchen. "They got tickets for the baseball game tonight, he's staying over at my sister's. Sorry."

"No problem." I took the last drink of my Coke. "It was nice to talk with you. Thanks for the Coke." I stood to leave.

"No, wait." Valerie placed a light touch on my forearm, stopping me in my tracks. "Hold up. Stay a little while. I'd like to talk to you some more." She seemed a little more awkward than normal but was smiling at me.

I had nowhere to go and wasn't in the habit of turning down requests from adults so I sat back down at the table. Valerie immediately poured me another drink. She shuffled around the sink, putting things away without saying anything and then she came and sat at the table with me. Our silence had become a little strained suddenly. It felt like Valerie wanted to say something to me and as I had no idea what that might've been, I had no clue how to start the conversation. I mostly thought she wanted to talk about Chet. She'd asked me about his girlfriends once or twice, just in a maternal sort of way, not prying or uncomfortable.

Valerie sat across from me with her hands on the table, her fingers intertwining in a way that looked slightly nervous. I felt my own nerves start to build. What could she want?

"I..." She made a false start and her eyes fell to her hands. "I think you saw us the other day. Bobby and I." She finished her words looking into my eyes.

I thought about pleading innocent, that I didn't know what she thought I saw, but the look in her eyes suggested there was no room for denial - she knew. I nodded.

"I'm sorry." She seemed genuinely repentant. "Our yard is so private. The trees mean no one can see in, except from your bedroom, that's the only angle. I guess we just got carried away."

There was a faint smile on Valerie's lips as she spoke, but her tone was quiet. I didn't feel there was anything I could say that would either make her feel better or excuse my watching them.

"I saw you at the window. Afterwards." She leaned forward, now a little conciliatory. "I guessed you'd been there for a while. I guessed you'd seen... everything?"

Rather than just nod again, I managed, "I did."

"I'm so sorry. That wasn't fair on you." Valerie reached over and took my hand in hers. Her words sounded sincere.

I tried to reassure her. "It's okay. It's no big deal."

"Are you sure? Do you want to talk about it? I don't want you to feel bad about it." Finally her somber tone broke a little, "Bobby and I are married after all."

I shook my head. "No, it's okay really. I didn't think anything of it. I'm sorry I watched for so long... I just couldn't help it."

"You hadn't seen anyone making love before?"

I wanted to answer honestly, but, being the age I was, didn't want to expose myself as inexperienced in the ways of the world. "Yes, I mean, well, I have, but not... live like that. It was so real, if you know what I mean. I'm sorry you saw me."

Valerie smiled softly as I spoke. I realized she was still holding my hand, like she was soothing me. I wanted to reassure her I was not psychologically harmed by the experience so blurted out, "It wasn't a horrible experience, believe me."

Somewhere, in that moment, the dynamic between us changed. I didn't realize until later, but the air in the room started to change from the cool of uncomfortable discovery to the heat of a sexual discussion.

"Really? You enjoyed watching us?" I swear Valerie almost smirked.

I didn't want to admit straight up that I'd "enjoyed" the scene, but wanted to convey that I was far from shocked or hurt by it. "It was... interesting. You know, it was beautiful in some ways. Kind of nice to see people who love each other making love like that."

"Did it... did it excite you?" Valerie held my gaze and her grasp on my hand tightened a little.

I nodded my admission, hoping the next logical question, in my mind at least, didn't come.

"That's nice. I'm glad it wasn't a bad experience for you." I half-hoped at this point the discussion would be over, but also noticed that I was becoming excited by the topic, especially in the presence of the woman I'd watched having sex just a few days earlier. "Tell me, what did you find exciting?"

I thought for a few seconds, still unsure how much I wanted to divulge. "I... you looked very beautiful. You looked so good and comfortable together. It was all exciting."

"Did anything surprise you?"

Hesitatingly, I admitted that one image was clearer than all the others in my mind. "I was surprised... how big he is. I had no idea."

Now Valerie gave a short laugh. "Yes, he is big. You know all those stories about black men... Sometimes he's too big, you know? You probably never think like that, but a man can be too big, when a woman can't take all of him and the rest of his body never meets hers. It's just a small thing..." we both giggled at the pun, "but occasionally it can be annoying."

I didn't have anything to add to her statements, so stayed quiet and let het carry on. "Men don't need to be big to pleasure a woman, that's a myth. Well, they need to be big enough, but not huge. Bobby can get huge, but sometimes he doesn't get as hard as a smaller man would. You understand that?"

"Sure." I tried to sound casual, but now I was having some size troubles of my own. My cock was straining in my pants.

"You don't mind if I ask..." Valerie paused, "but what size are you?"

Now, that question caught me off guard. Without thinking too much I took my hand away from Valerie's and used both hands to indicate a size of about six inches. "About that."

"You see," Valerie smiled widely now, "that's just about perfect."

Silence fell between us for a few moments there, both of us wondering what had just transpired and evaluating what our next words should be, where we went from here. Forget the whole thing or... "Is that what size it is right now?"

The moment wasn't lost on me. We'd stepped way over the line of friendship between neighbor and friend's mother. I thought about resisting, but I was eighteen... my will was weak and after all, I should always tell the truth, right?

"Yes." I admitted.

"It's very exciting, talking about sex like this? You think?" Valerie easily held my eyes, making our discussion easier, like there was nothing wrong with it. "Show me? Would you?"

She stood up and moved to the side of the table. The bulge in my pants was mostly hidden under the table, but if I moved there was no way I could hide anything from her. "Don't be shy." Valerie urged.

I slowly slid my chair out from the table. Valerie said nothing as the lump in my pants became obvious. I started to undo the belt from my jeans and pull down my zipper. I was aware that she was fully focused on my groin as I fumbled with my underwear and tried to release my cock from the tangle it had created. Finally I managed to expose the red, bulging head.

"Stand up." Valerie commanded. "I can't see very well down there. Pull the pants off."

I stood up on shaky legs and quickly pushed my jeans and underwear down to my knees. My cock bobbed up when I stood - hard and proud, almost vertical in front of my T-shirt.

"You see," Valerie didn't take her eyes off me, "that's a nice size. Looks wonderful." I looked down and saw my cock twitch. I couldn't remember ever feeling harder. Valerie stooped a little, looking closer. "Would you mind if I touched it?"

She didn't wait for an answer, like she knew what the answer of any eighteen year-old would be. She reached out a hand and let her fingers explore my length with the lightest of touches, fingertips only. I watched as her hand moved over every inch of me, up and down the shaft, over the head and around the rim. Her touch was divine and I twitched as she let her gossamer touch wander all over my erection.

"You are so hard." She didn't look up. "I've not felt a cock this hard in years. Were you this hard when you were watching?"

"Yes." I had to say something, despite the paralysis she was causing, as she couldn't hear me nod.

"You look so good, feel so good. Your cock is beautiful."

Despite the redness of my bulging head I saw my cock as virtually white against the blackness of her skin. Valerie took a slightly tighter hold and stroked me slowly. I started to worry about cumming, already feeling the unmistakable feelings of orgasm start to bubble up. I wanted to warn Valerie what she was doing, but she was way ahead of me.

"Feels like you need some release." She looked up at me for the first time since she started looking at my cock. "Don't worry. Do you want me to help you?"

"Oh God, yes. Please." I was feeling the rise quicker now, much more forceful that I'd felt from my hand or the couple of girlfriends I'd been with.

"It's okay." She reassured, stroking me again and turning to watch. "Just let it happen."

I had no other option by then, there was no way I could hold back. Valerie continued her slow strokes as my orgasm built with its increasingly unstoppable force. I felt my cock twitch several times as her light touch encouraged me. When I felt her other hand start to caress my balls the rush of orgasm took me completely.

I closed my eyes as the red hot waves washed over and through my body. I felt my cock start to twitch wildly in her hand, my cum not far away. She continued to caress me as I spurted, a small one fist, then a long line of cum that splashed down on the table... then another, and another. The next didn't make it as far and some of my white cum landed on Valerie's black skin, stark and erotic. My cock stayed twitching for almost a minute, dry now but the power of the climax obvious.

When I'd finished Valerie squeezed the last of my cum from my shaft and it seeped out of the end of my cock. Then she unexpectedly leaded down and licked it away from me. Though I couldn't see her mouth, I was sure she'd swallowed it.

Valerie stood up and turned to me, smiling. "Looks like you needed that." She turned away and retrieved a cloth to wipe the table. "I hope you didn't mind, I guess we've both seen something intimate of each other. It was very erotic to see you, and feel you cum like that." I sat down in my chair, my cock still hard and proud.

"It felt good." I managed, trying to work out what had transpired in the last few minutes.

"Better than doing it yourself while watching the neighbors I bet." There was a laugh in her tone as she threw the cloth to the sink and sat on the edge of the table.

I sat there wondering what to say next. I couldn't conceive that this was going any further and wondered how I should wrap things up, literally and figuratively. Surely there was no way Valerie wanted something more? Could we go back to just being neighbors? How did that work? I had no experience in this area.

"You're still hard." She observed, pointing at my erection. "You young boys. Insatiable. I'd forgotten how that goes." I watched as she brought her hand up to her breast, a deliberate, sensual move. "You think you have something more for me?"

As I nodded I felt my cock twitch again. It, at least, knew what was going on here.

"Why don't you come here and undress me?"

It was an invitation I was never going to turn down. I stood, realized that my pants were still around my legs, and kicked them off. Not wanting anything to get in my way, I pulled off my T-shirt in a flash and stood naked in front of Valerie. She smiled, not in a mom way though.

I fumbled a little with the sides of her shirt before I started to pull it over her head. Valerie raised her arms to help me and I reached up and pulled it away. Her pink bra was full to overflowing as I looked down and took in the wonderful sight.

"Nothing to hide from you here I guess." Valerie reached behind herself and unclipped her bra. "You've seen these."

I had, but not close-up, so when Valerie pulled away the bra I was stunned at the beauty of her full figure. "You like?" She used her hands to push her breasts up for me. I nodded, marveling at the hard nipples I saw, realizing Valerie was getting naked with me, still thinking about the sex I'd witnessed. "You can touch them."

I took the invitation as a small reprimand that I wasn't moving fast enough as it was fairly obvious that I could touch them. I reached up and took both of Valerie's breasts in my hands. They felt heavy and stayed round as I pushed them in and up. Valerie sighed as I found the buds of her nipples and squeezed them. They felt harder than I'd expected and much bigger. "Suck on them." She commanded.

I stooped my head to her breast and took her nipple in my mouth. I sucked gently at first, felt Valerie react with pleasure and sucked harder. I rolled my tongue around her and played with her, then repeated my actions on her other nipple while squeezing the one my mouth had just left with my fingers. I felt Valerie's hand on the back of my head, caressing me and encouraging my pleasuring of her.

While she let me continue to suck on her Valerie's other hand reached down between us and searched for my cock. She found me still rock hard and made a small moan of approval as her fingers wrapped around me again. Immediately she started to stroke me with her palm and thumb while her fingers reached down as far as they could, touching my balls. I returned the action by bringing my hand to the front of her jeans, gently finding my way between her legs, feeling her heat and pressing hard against her pussy.

"Let's get these off." Valerie declared, already unfastening her jeans. I backed off as she pulled down the zipper and pushed them down over her hips. It was impossible not to notice that she wasn't wearing panties. I tried to get a good look at her pussy when she'd shaken the jeans off her feet but with her dark skin and black pubic hair it was impossible to see. "Come. Let's go over here." Valerie took my arm and led me into the lounge, straight to the sofa.

"You want to get a closer look at what you saw from your window?" Valerie seemed to be reading my mind as she sat on the sofa and lay back, opening her legs so I could see her wide open pussy.

I kneeled down on the floor and got close to Valerie's reclined form. I couldn't take my eyes from her pussy and now I was able to see the lines of her pussy lips and the tangle of pubes above her slit. As I watched she reached down and used one hand to ease her lips apart and reveal her pink interior. I could see the slick sheen of her excitement and marveled at the stark contrast of her pink against her dark skin.

"You like?" She asked.

"Very much. You're beautiful." I meant it, I had never seen a woman with such a beautiful body, and now so available to me.

"Touch me." Valerie commanded, again encouraging me to go further than just gaze at her.

My fingertips explored all of her folds, tracing over her pussy lips and gently through the cleft of her opening that was slick with her juice. Using my thumb and forefinger I opened her slightly, delighting in the way her skin gave way to my touch. Valerie liked that too, taking her hand away from her groin and moaning at my touch. She moaned again when I let my finger slowly slip into her.

As I worked my finger in and out of Valerie my face was no more than a foot away from her, getting the best view possible. I'd never tasted a pussy before and this seemed like the perfect time so I slowly eased my face down to her, extended my tongue and lapped at her pussy lips tentatively.

"Oh, that's nice." Valerie encouraged as I licked up and down her slit. I used my fingers to open her as wide as I could and get the tip of my tongue inside. Valerie tasted good and I continued to experiment, licking slow and then flicking my tongue over her clit like I'd seen on porn movies.

When she felt the rapid movements of my tongue on her clit Valerie brought her hand to my head and whispered, "Not too quick. Just lick me there. The harder the better."

I took her words to heart and made some long slow licking strokes across her clit. My fingers continued to hold her pussy open as I worked, now really enjoying that I was able to pleasure Valerie and make her moan. "Good." She managed to breathe between moans.

Her climax took me by surprise. First I knew what was happening was when both of her hands clamped onto my head and push me harder into her pussy, encouraging me to keep licking her and make it harder. Valerie's moans increased in volume and intensity as I licked her, my nose now hard against her pubic area, smelling her sexy musk. Valerie continued to push my head into her and force her pussy up towards me, her body now all tense as the climax approached.

She gave a final loud gasp that I assumed signaled her orgasm had arrived. I kept on licking hard and felt her pussy shudder and then her muscles contracted several times. Valerie's hands eventually loosened off my head and let me up to look at her. She inclined her head so she could see me and opened her arms in a gesture that I should climb on the sofa and hug her.

I came up, lay my head on her shoulder and felt her arms wrap around me. My cock pressed into her thigh and I felt her kiss me gently on the top of the head. "You did good Baby. Real good. You made me cum so hard."

Lying there, comfortably in her arms, I wondered if we were done. We had both cum and I wasn't sure I was invited to experience the ultimate with her. Much as I wanted to sink my cock into Valerie's lovely pussy, I wasn't sure what our next move was. I felt Valerie's breathing start to calm and brought my hand up to cup her breast. Her nipple was still hard and she squirmed to my touch.

"You're still hard." Valerie reached down between our bodies and let her hand rest against my cock. "You feel good. I think you'd feel even better inside me." She kissed me on the head again. "Would you do that for me?"

I didn't even nod, simply raised my body away from her and slid down a little. Valerie's hand slipped away from my cock, but came back to it as I positioned myself closer to her. I had one foot on the floor as I angled towards her and the other leg kneeling on the sofa. I looked at her face for a final confirmation but saw nothing but raw desire. It was as though Valerie needed me inside her, which was an incredible turn on for me.

My cock came to touch her pussy lips, guided by Valerie's hand. She pulled slightly on my shaft, urging me to thrust inside. I pushed gently, parted her lips and slipped inside. Looking down between us, I watched as my stark white cock disappeared into her warm, dark folds. Valerie gasped a little as I slid in and I simply felt the warmth of her pussy walls as I reached the full length of my penetrating her.

Valerie cooed, "Oh, you feel so good. You got it all in there."

I could feel that I was all the way in and it was a great feeling. Basking in the warmth of her pussy, I pulled out a little and slipped in again. Valerie shifted her position slightly to allow me to make easier and longer strokes.

As much as I liked seeing the pleasure on Valerie's face as I pushed in and out of her and the way her big boobs rocked with our motion, I was fascinated by the sight of my cock disappearing into her. I was now pulling out as far as I dared and then plunging fast into her, enjoying every slick stroke and the way her pussy gripped me. Valerie wasn't just lying without moving either, she was arching her back and thrusting her pelvis to meet my strokes as our rhythm built.

"Does that feel good Baby?" She asked in a breathy voice. "Is this what you wanted to feel when you watched me? Is this what you thought it would be like?"

"Better." I managed to answer between thrusts.

Valerie's hands were all over my back now, moving gently with me as I rocked into her. The first burnings of orgasm started when I caught her eyes and she looked at me with an intensity I'd never seen in anyone before. "You gonna cum Baby?" She asked. "You gonna cum for Valerie?"

I nodded, but the gesture was probably lost in my movements as I started to pursue the strokes that would bring my climax closer. I started to get faster as I chased the feeling down, desperate to cum now, needing to and wanting to please Valerie. I felt a bead of sweat drip from my forehead, down between her breasts as I pounded away. Valerie's hands pulled tighter on my hips, pulling me in as our bodies slammed together.

The climax came relentlessly, almost teasing me as I thought I was there and then it felt like just a couple of strokes away, then right there again. Finally I knew I was cumming and with one final full thrust into Valerie my orgasm breached its confines and burst through me. I felt my chest and leg muscles twitch as my nervous system transmitted the euphoria all through me and then I wasn't able to thrust - frozen for a moment.

Just as I started to shoot cum into Valery I was able to thrust again and look up to see Valerie's face, watching as I came inside her.

When I was done I slumped on top of my best friend's mom, exhausted from the sex we'd shared and still feeling little post-orgasmic shocks running through me. Valerie wrapped her arms around me, hugged tight and then brushed some hair away from my forehead. "Was that good for you Baby?" Her voice soothed as I caught my breath. "Did you like the way Valerie makes love? Was that better than watching?"

"It was good." I managed between breaths. "Very good. Did you..."

"Hush Baby," she caressed my cheek with her hand, "you made me feel so good. It was nice to feel a man that can get all the way into me. I've needed that for a long time."

She seemed to shift on the sofa and look towards the kitchen. "The bad news is that you have to go now. Bobby will be home in half an hour, and we wouldn't want him to find us like this. Would we?"

Of course we wouldn't, so I quickly got up and started to pull on my clothes. Valerie found a towel and wrapped it around her boobs, explaining that she would have a quick shower. When I was dressed she walked me to the front door and kissed me before opening it. "Thank you for a lovely afternoon." She smiled. "It was nice of you to show me your cock, and let me have it inside me." I couldn't have put it better.

Valerie and Bobby lived next door to my parents for another ten years or so. Whenever I saw Valerie I had an instant reaction in my pants, but not once did she ever give me the slightest sign that our secret afternoon was something she even remembered. Valerie was inscrutable like that and I guess our lives were a bit safer for it. As much as I loved the event, and all of the wonderful memories I relived for years, I would never want my parents, or Bobby, or Chet to suspect anything.

I looked out of my bedroom window many times over the years after that day but didn't once see my next door neighbors having sex.