My Step Mom Just Wanting to Help Out


My step mom wasn't very old, around in her early thirties.  She was 5"8, in good shape, had long wavy brown hair and green eyes, and pretty much had the body of porn star. Her breasts were 44Ds and had a sexy curve to her body. Practically, being eighteen, I wouldn't of minded fucking with her, until my father caught eyes on her as well. About a year after they met, they got married regardless of their age difference (my dad was in his late-forties at that time). That night before they left for their honeymoon, I heard the rattle and groans from the two making love in the room opposite of mine. However, it was only my dad I could hear. God I wondered how she did it.
As we walked up the stairs, my step mom while in her pink white robe continued to look back at me smiling. I was still confused.
When we got into her room, she turned to me. "I got a call from the school. Something about you and Jenny. "
I felt shocked that she knew already. "Diane, we just got caught together behind the school. Nothing happened, I swear.

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Although I was telling the truth, she continued to believe the school's choice of words. "Were you making out?"
"Yeah," I confessed, "but nothing more than that, I promise. "
She seemed calm. "Nah, don't worry. I believe you. " She walked over to the bed taking a seat.
Slowly I began to feel relieved.  
"You know when I lost my virginity I was your age," she began, "his name was Randal, looked a lot like you. "
I began to feel perplexed again.
"You know if you did have sex with that girl, I wouldn't of been mad. "
"But Diane," I answered back, "we were just making out. "
Her stare turned more focused. "Just?"
I felt myself give in. "Ok, so we felt eachother. It's no big deal.

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"Did she say anything about you?"
"Well," I knew the answer to the question but instead I lied, "just that I was cute. "
She chuckled. "I don't think she would put her hand down your pants just since she thought you were cute. "
I sighed. "Well does 'hot' sound better? What more do you want to hear?"
She leaned forward. "I'm just wondering how you attract girls. "
"What do you mean?"
"You know," she said. I caught her glancing down from my face. "You know you can show me everything, I won't mind. "
"Wait," I said confused, "what do you mean by that. "
She sat back a little more. "Why don't you go on and let me give my own opinion?" With that she rose from the bed and walked over to me.
Although my nerves were wracking, I happened to stand my ground.
When she stopped in front of me looking up a bit at my face, she spoke, "I'm girl to, I can help out. Trust me.

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My body felt as if giving into her, but my mind kept repeating this is wrong. "I don't know. . . "
"Hey," she said, "I've seen a hundred of 'em. Believe me, seeing my step son's is nothing different. "
Although I felt guilty, I finally gave in. "Well I guess a little feedback would be nice, that's all. "
"No worries, babe. " She then backed away allowing me some space.
After I slid off my shoes and socks, then my shirt, I looked up to see her reaction. She appeared calm, as if this was just simple routine.
When I pulled my jeans off leaving only my boxers, she spoke, "Looks like sports and weight lifting have done you good. " She reffered to my chiseled body.
Without thinking, I felt myself chuckle.

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   "Thanks. " But I felt foolish afterwards. 'Thanks? She's your step mom, not a cheerleader!' My thoughts were racing around wondering if I was doing a fool's pay or was just under a simple bond of trust and curiosity. But then the thought occured, 'Trust'. She looked as if she only wanted to give some advice, nothing wrong with that.
She had already sat back on the bed with her hands on her lap like a doctor in the examination room. "Alright," she spoke, "now let's take a deeper look. "
She gestured me over with her head. I was beginning to feel nervous as I took slow steps toward her. After I was around five feet away from her I felt myself stop, drawing the barrior limit from her.
She chuckled softly. "Nah, don't be shy. " She softly waved her hand towards her.
Although feeling that taking another step was wrong, I did so a couple more feet.
"A little closer.

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  . . " she said in friendly tone.
So I did, stopping right in front with her head leveled with my boxers.
"Alright," she began, "let's take a look of of what we got. "
With that, I felt her hands reach out and slide across my sides. Grabbing the ends of my boxers, she slowly pulled them down. When I felt my boxers drop, I looked down to see her reaction. Still she looked calm, but an open smile came across her face.
"There we go," she said still resting her hands on my lower thighs. She paused for a moment examining my flaccid cock. "You have a beautiful penis, Morgan. " She began, "Don't worry about your size, there's no such thing as to big. "
I felt my nogin blink. "Wait, how do you know?" I did have a very large penis and had talked to the school nurse about it, since I felt a little bit out of the ordinary.

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"Your school nurse told me," she answered, "she said how you felt bad about it being so large. " She returned her hands to her lap and looked up to me. "I know there are a lot of girls who are scared to have a boyfriend with a large penis. But don't worry, there are those who love them. "
I started to get into the coversation feeling more comftorable even though my dick was a foot away from her face. She didn't mind. "Well," I started, "it's mostly the fact that I might hurt them, you know, down there. "
She chuckled a little. "There's always different ways they can take it. There's always oral. "
I felt myself laugh softly at her assumption. "How could any girl fit this in their mouth?"
She gave a sly smile. "Well for one reason I know I can. "
I felt myself freeze, as well as a little blood begin to flow into my penis. It began to grow bigger and she almost instantly noticed.

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   She smiled. "Hey, it's alright. I don't mind. " She said, "In fact, how about you show me how big it can get?"
Almost as soon as she said that, I heard the door move open. In walked our golden retriever, Sam. I still remained focus on what she said. "I'm not sure if I can get it up in front of you. " I felt myself blush a little from my words.
She smiled showing her teeth. "Nah, don't worry. We're friends right? Friends help eachother. " With that I felt one of her hands slide up my leg and stop on the top part of my thigh.
I felt myself begin to feel speachless. "Diane. .

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  . "
She smiled again looking up at me. "Nah, it's alright. I'm just gonna help you get it up, ok?" She scooted closer towards me.
I felt still and nervous.
"Go on," she said, "slide into mouth. "
She sat straight with her eyes still looking up with a smile on her face. Although I thought so hard about putting it up to her lips, I still wasn't hard enough just to slide it in. She still had one hand close on my thigh, so I slowly reached down to lift up my semi hard cock and began to move closer to her. I felt more nervous than ever. I stradled my legs a little when I reached her own to meet her mouth. I felt shocked when my dick's head was only inches away from her face. Slowly, once it reached her mouth, I touched her lips while she opened her mouth. Slowly, I felt her head move forward and her lips slide down over my shaft. The warm wet feeling nearly took my breath away as I felt my rod begin to grow.

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   I looked down and saw my cock begin to slide in and out of her throat. Since it wasn't fully hard, I felt it bend easily as I reached the side of her throat. I gasped out air as I felt her tongue lick around my large soft shaft.
    Soon she had the entire thing down her throat and was now moving her mouth a little farther in a circular motion while managing her tongue around the beginning of my shaft. Since my cock's skin was thick, I was able to enjoy it without cumming to early. But as my cock continued to grow, I felt it almost reach rock solid. I heard my step mom let out a grunt, and soon slided back down my rod and finally off it.
    She let out a breath as I stood still over breathing heavily from the immense pleasure. That twenty seconds I felt better than I ever did, even though the thought that my step mom just sucked my dick still loomed in my mind. I felt like falling backwards, but I continued to stand still bowing down with my eyes closed. She had been holding my dick as soon as I pulled out. I felt her grasp lift it up and to the sides. I looked down and marveled at the sight of her small hand cupping my huge hard on. Comparing sizes I felt amazed how she was able to fit the entire thing down her mouth.
    "There we go," she exclaimed, "nice and big.


       Ten inches, that's impressive. " She had a smile on showing her white teeth while she slowly stroked my long shaft. "Was a lot thicker than I thought, and the skin on it is nice and thick. Really attractive. "
    I still felt winded. "That. . . " I said softly, "that was amazing. "
    She looked up with her kind smile. "From just that?" She laughed. "I forgot how easy you high schooler are. Still in the mood for more?"
    I wanted to say yes, but my concious got the best of me. "I'm not sure this is right for us,"
    She laughed softly again. "You're thinking this is sex?" she asked.


       "Sex is more mental than physical, you know. If I wanted to have you passionately than yes, this would be sex. " she continued. "But if I'm just teaching or giving you some pleasure, than it's not sex. It's your father that I have sex with. "
    "I can believe that," although still I was kind of doubtful.
    She then began stroking me again. "So," she said with a smile, "did you like that?"
    I let out a sigh. "It was the greatest feeling I ever had. "
    "I hope so," she replied, "told you I could fit it in. " she smiled.
    I couldn't help but smile back, I had been beaten. She then stood up and walked over to her dresser, where immediately she let her robe fall down. I nearly felt my mouth drop open. The sight of her naked backside left me speachless.

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    She continued to speak however, almost oblivious to idea she was naked in front of me. "You know, you're actually a little bigger than you father. " she opened up the dressor. "I'm usually able to keep his entire thing down my throat, even after it turned rock hard. "
    She then bent down her knees while arching her back bending her plump perfect ass out towards me. I was able to manage to get a glimpse of her shaved pussy as she stacked away her robe. The curves in her body just continued to pump my rod keeping it hard. As soon as she got up and turned around, I felt petrified by the sight of her pussy and huge tits as well as perfectly tanned skin.
    She started speaking again, "How about I give you a little simulation?"
    I felt the calmness in me jump back right out. My mind began to go blank.
    She could see how shy I was. She walked over to the bed and took a seat at the end facing me. Patting the space next to her for me to sit, I automatically felt my feet begin to move. I soon took a seat next to her. She then motioned for me to scoot back farther into the bed with her.

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       Once we did, I sat propping myself up by my arms. She sat on her side facing me. I felt my senses shoot up when she laid her hand on thigh. I felt the need to speak out my mind however. "Can we start with something. . . you know, away from the vagina?" Although I wanted to thrust into it so bad, the guilty thought of 'sex' kept echoeing inside my head.
    She smiled. "Sure, there's nothing wrong with that. " She raised to her knees and crawled over to between my legs. She remained on all fours sparing only one hand she then used to raise my dick. "I'll show you how experienced sex goes," she began stroking my cock, "first I'll warm you up. "
    She then arched her back lowering her head onto me. She began sucking on the head and soon moved down over my crown.

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