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Introduction:

My mother's BFF, a total MILF, takes my virginity
I was NOT happy. My mother had volunteered my services without asking me first. She had told her friend Julie Bagwell that I would help her with her move without consulting me, and I had plans that I wasn't happy about having to forfeit on.

Maybe we should back up a bit so you can understand where he's coming from!

I had been planning to hang with my friends at the beach, about 2 hours away. This was something my mother did not like. And I’m sure that was a factor in all this. I thought I had a decent chance to hookup with someone there, and I was more than ready to lose the moniker of my class's oldest virgin, having reached the age of 18, months before.

Julie had been my mother's (Barb) friend since high school herself, and had known me since I was born. She had watched me grow from an obnoxious little brat into a good looking high school senior, that was fit and tanned from all of the outdoor work I did mowing and taking care of a number of lawns. She hadn't asked for the help, but when Barb had offered my services, she happily accepted, not even thinking whether they should ask me first.

Julie was getting divorced from her husband of 15 years. She walked into to her husband’s office unannounced one day about 6 months ago, and found his young (as in my age) secretary on her knees servicing her husband’s cock; the same one that never had the energy for her.

Julie and her husband had things worked out pretty well, and the house was going to be sold, so when she found a nice apartment near mom’s place at an affordable price, she jumped on it. Unfortunately, she hadn't had any luck finding help to get the boxes and such across town the weekend she needed to. Mom didn't want to see her friend fret, so she jumped right in with the offer of my help, and now instead of the beach, here I was.

I has always thought Julie was hot, as did anybody with a pulse and eyes. I enjoyed when she came to the house to visit, and had been to her house numerous times with My mom. They had been over there not that long ago using her pool and I had needed to go into the house to use the restroom. Unlike the scene from “Fast Times at Ridgemont High” I did not get caught jerking off, but after seeing her in that bikini, I most certainly did!

I would have happily helped Julie any other day, but this was the one chance that I had to get away to the beach, and I was NOT happy with My mother, and let her know it. I voiced my frustrations to mom, and although I didn't intend it, my mother was able to pick up a clue as to why it was bothering me so badly. What made that particularly bad was that mom shared her musings with Julie over the phone the day before the move. Julie on the other hand was appalled at the thought of how I must feel, but Barb just said that he'd get over it, not to worry about it.

I borrowed My uncle's old beater pick-up and showed up at Julie's house Saturday morning like he was told. I knew it would be a long day, and had worn cut-off jeans, and a t-shirt. Julie was dressed about the same, but the shorts she was wearing were more worn and definitely shorter than mine. At least I had a nice view for the day.

We worked on boxing things up for a couple of hours, then started taking some of the things out to the truck. It seemed that every time I took a box outside and saw how nice and sunny the day was, My mood got just a little bit worse. It wasn't long before I seemed almost surly because it was bothering me that much, and there was no way Julie could miss it.

"Johnathan" Julie said, "I know that you're not happy to be here today, but I REALLY do appreciate your help. I wish you knew how much that means to me." She bit her lip and added "Your mother kind of mentioned that she thought maybe, you had thought you would get somewhere with your girlfriend today, and I'm sorry for getting in the way of that."

"I know you need the help, you just don't understand though," I snapped. He knew that he shouldn't talk that way to her, and he hadn't meant to sound that way. "I'm sorry Julie, I just, well, today was going to, oh, never mind."

"I, honey, I've known you all your life; please talk to me and help me understand. I feel bad about it," Julie told me.

"I'm just tired of my friends kidding me and the things they say. I'm not the only virgin in my class I'm sure, but I'm the oldest one and they keep telling me that. Julie put her arm around I's shoulders, and gave me a hug. "It'll happen soon, sweetie. You're a great looking kid and any young lady would be thrilled to be with you. Heck, I'm tempted to take you right now, with as long as it's been for me," she said.

My mouth dropped open & I looked at her incredulously after that comment, and when she saw the look in My eye, she started thinking about it a little more seriously. While her comment had just popped out without much thought, now, she really was liking the idea.

Julie’s mind was racing, and she turned to face I, and pulled me into a deeper hug, and said, "I'll tell you what I, if you help me finish up today, and you PROMISE never to tell your mother, I'll happily take your virginity at my new apartment when we get done."

I's eyes grew big, and I just gulped deeply, and asked, "Are….are you kidding me?"

Julie looked me square in the eyes, and solemnly told me, "I swear it." With that, she grabbed both of My hands in hers, and pulled them to her chest. She pulled each hand across her breasts slowly, and placed them each on one of her tits, and said, "Cross my heart!" with a smile.

Julie leaned in and gave me a quick kiss on the lips with that comment, and asked, "Sound like something you'd be interested in?" slyly.

My hands pulsed around her breasts and toyed wuth her ample nipples, and I bet I looked like a bobble-head as he told her “YES!” with My head, mouth, and eyes, all at once.

It made her grin and she said "Just so you know," she said, "I'm not some in-experienced young virgin that wants to jump into the back seat of a car or fumble around on the floor. We're going to get my bed put together, in place, made, and do it there, in my bedroom. It'll take more work, but I bet you'll be willing to do it, and I guarantee you're going to enjoy it more that way! I have to admith, John, I have thought about this more than just today."

"Well, I have to admit the same, though I’m sure you already knew that” I answered. Scooping up a box I added "I'll get the rest of these boxes out to the truck right now and we can get going."

While I was driving, Julie looked over at me, and really looked me over. She was seeing more to me than she had ever noticed before. She knew he was a good looking kid, and fit too, but for the first time, I think/hoped she was really noticing how much I had matured. The muscles were defined, he had facial hair that was more than just peach-fuzz, and I no longer acted like a kid. She slid a little closer across the bench seat of the old pickup, and drew circles on My thigh with her fingertip. "So you have thought about me like that before," she asked, "and I thought I was always just your mom's old friend."

"Julie, if you knew how many times I've thought about you in the past. When we came swimming at your house a couple of weeks ago, I have to admit, I saw you in that bikini and had to beat off in the bathroom before coming out. I've always thought you were hot! I still can't believe what you've offered. This will be like a dream come true for me!"

Julie smiled excitedly, and moved her hand down to the inside of My thigh now, and rubbed higher towards My crotch. "Is your cock getting hard thinking about later?"

I grinned big and told her "I'm about ready to pop my load in my jeans with your hand teasing me right now. I don't think I've ever felt this excited!." I smiled at her as he said that, and she laughed with me.

They pulled up to the parking in front of her new apartment, and I jumped from the truck as soon as it stopped. "Slow down a little bit, tiger,” she said “I don't think you want to hurt yourself before we have time to get things done, do you?"

"I'm okay, I don't want to get hurt, but as you can imagine I also want to the good stuff!" I said.

"I understand sweetie, but I want you in one piece so it's good for both of us when we do it," Julie said."And," she said, and paused, "I want to make sure it's as good as possible since it'll be your first time, and maybe your second time too!" she said with a sly grin on her face.

I moved like a man possessed at that comment.

***

At last we had the boxes all inside, and the bed was together.

“now you’d best remember our deal, young man,” she said as she began to undress me, “You mother can never,” and she kissed me as she peeled off my shirt. “ever,” and she tugged down my shorts, “know about this, a’nd she kissed me again, finding my tongue

She may have been double my age, but DAMN that woman knew what she was doing, and before I knew what was going on, we were naked and getting in the shower. "Let's hop in the shower first. I know how grubby I feel, and I want this handsome young man clean”

Julie just laughed to herself, and started to slowly peel the tank top upward over her stomach. She got to her breasts, and rubbed her hands over them, pinching her excited nipples through the thin cloth. She peeled it up a couple of inches on one side, and gave me a peek at one breast. My dumbfounded look stopped me cold in the middle of taking my jeans off. She laughed and quickly threw the top off, then slid her shorts and panties down quickly and ran to the shower.

Julie was already in the shower with the water on. The shower had a lightly frosted door on it, and he could see her form through the door. Just with that, I was nearly drooling looking at her silhouette.

"Are you just going to stand outside the door, or are you coming in?" Julie asked. "I promise I won't bite, at least, not yet," she laughed.

I opened the door and stepped into the shower with her, and she backed up towards the corner with her back to me. "I think you were the last one here, so go ahead and start scrubbing, make me feel good" she said with a big laugh.

I grabbed the wash cloth she had laid over the top of the door, and soaped it up well, then started washing on her shoulders, with deep, slow circles. "uhm, that feels good," Julie moaned. "Keep going honey" she told me.

I's hands continued on down her back and he worked under her arms on her sides. "Those muscles are feeling it carrying all those boxes," she said. He worked My fingers in deeper, and she just moaned. Then while he was working on those muscles, Julie just pushed herself backward a little, and my hands slid around her sides onto her breasts. "Yes, work on those too, please," she begged me quietly.

My hands felt like they were on fire, he was so excited. Julie leaned back against me while he was doing that, and she could feel my erection pushing on her hip.

"I think I'm not the only one that thinks this feels damn good," she told me with a laugh.

"Your nipples are incredible." I said

Julie leaned in more, and started rubbing her body against mine. She wasn't tall enough that she could move my cock in between her legs, but she was enjoying what she was feeling with me pushing it against her back, and My hands caressing her breasts.

I tweaked her nipples between my thumb and fingers lightly, and she groaned in ecstasy. "Pull on them a little honey," she purred. "I really like what you're doing, but you don't have to be so gentle," she said. "I like having my tits handled, and knowing that a man knows what he's doing."

I used my hands a little more, and started reaching around her body to other areas. Julie turned to face me finally, and reached up to pull my face down to her, and gave me the first kiss of the day. Julie could feel my erection pulsing against her stomach as she did that. She moved her hand from the back of my neck down to my cock, and gently stroked it up and down. It had been a LONG time since she had felt a dick in her hand that was that hard, and it had her excited too!

Julie took her other hand down and fondled his balls. She'd been around the block enough times that she was very gentle with them, but he was so excited by it that she probably could have used oven mitts and he still would have been close to shooting off.

"I think that we're clean enough, why don't we get out of here and head to the bedroom?" Julie told me. Like she had to fucking ask.

I leaned down to her, and kissed her gently, and told her, "I still can't believe it Julie. I keep pinching myself to wake myself up, I feel like it's a dream."

"Well sweetie, head into the other room, because your dream is about to come true!" Julie told me. With that, she grabbed my dick and gave it a squeeze.

Julie turned off the water as I opened the shower door. We both stepped out and grabbed towels and started to dry off. We headed into the bedroom, and went to opposite sides of the bed and grabbed the sheets.

Julie bent down to start tucking the sheets under the mattress, and with the way her breasts hung down, I just stopped in awe, looking at those gorgeous orbs, hanging perfectly before My eyes.

Julie noticed I had stopped, and glanced up towards me. "Hey! Do you want to look at them from 6 feet away, or suck, hold, and kiss them laying on the bed if we get it made?" she asked.

I snapped to it right away, and got my side done quickly, then grabbed the rest of the bedding to put it on. Julie spoke up, and said, "We'll wait for those, less to get tangled up in. It's plenty warm, and going to get a lot hotter I'll bet!"

With that, Julie just hopped up onto the bed, and patted it beside her. I stared at her, gulped once, and just said, "I still can't believe this is happening."

"Sweetie," Julie said, "you can believe it. You've shown me that you're a man, and a man that I want. After watching you today, and kissing you earlier, I'm not just throwing you a pity fuck, or letting you lose your virginity; I'm horny and want this more than you realize! Get down here and kiss me!"

I laid down on the bed beside Julie, and she reached over and pulled me into her arms. I was a little shy with my lack of experience, but Julie wasn't going to let that be a deterrent for what she was feeling and wanting..

Julie sat up over my body, and ran her hands down over my chest and arms. She ground lightly on my groin with her pussy, and I could feel the wetness and heat from her body. My cock was throbbing underneath her, and she slowly slid her wet lips over my hardness, drawing back and forth languidly. She grinned down at me as she could feel my excitement. She leaned down, and drug her nipples over my chest, and kissed my upper body, my shoulders, neck, nipples, and more, all the while moving slowly with her wet sex over my monster-stiffy.

"You're going to have to stop or I'm going to cum too soon," I told her excitedly.

"Don't worry about it, I plan on being here with you for quite a while," Julie told me. "I'm pretty sure that you're going to come quickly, and also sure that you'll be able to get it back up quickly." "As a matter of fact, let's see what happens with this."

With that, Julie slid down my body lower, and took my cock into her mouth. She used her tongue to draw circles around the head of my cock, and asked me while smiling at me, "have any of your girlfriends done this before?"

I gripped the sheets beside my body with both hands in a death grip, and felt my upper body just seem to melt back into the sheets and pillows. "No Julie, I've never felt anything this good before. I'm going to come any second!" I yelled excitedly. My cock was twitching out of control now and I could feel the volcano..

Julie held the base of my cock with her hand, steady as she sucked me to the back of her mouth. With a huge groan I started shooting my jizz deep into her throat. My cock pulsed repeatedly, as she smiled and swallowed twice. She slowly withdrew my softening cock from her mouth, making a popping noise as she took it out that last inch. She licked the tip to get the final drop that was hanging on. "Can't waste that," she said with a smile.

"Did you enjoy that" she asked happily, "because I sure did. You taste wonderful, and I think you've been holding onto that for a while as much as there was."

"Oh man," I managed to gasp. "I feel like that came out from my toes. I've never felt anything like that when I've come before, and it felt to me like it emptied my body out."

Julie just smiled and said, "I'm happy to be the cause of that feeling. You've made me feel so good so far, and trust me, we're just getting started."

She took the head of my soft dick back into her mouth and sucked on it some more. Even though it had been just moments, she could feel life in it already. Julie moved back up over my body, then slid off to the side and lay down beside me. "Would you like to have me teach you how to please a woman, Johnathan because I would love to have you between my legs right now?"

"I want to Julie, but give me just a second, I'm still trying to catch my breath."

Julie laughed at me, and bent down to suck on my nipples again. She was turned on her side beside me, and could see my cock moving and twitching as she did that. She reached down with her hand and stroked me a couple of times. "He seems to be recovering faster than the rest of your body," she said.

"I'm ready to try, if you don't mind teaching me," I replied. Julie just laid back and spread her legs, and patted her closely trimmed pussy lips.

I moved down between her legs as she moved up so she could lean back against the pillows. "Some women or girls are going to have lots of hair. Some have very little naturally, or will trim or shave it. I keep mine closely trimmed, but it seems like the girls your age like to shave it all off, from what I hear."

Julie took her fingers and moved her lips apart, and started pointing out different parts of her vagina to me. As she directed me, she told me to lick her here, or there, as she coached me in this important life lesson. "If you get a rep at school for being able to please a woman, trust me that the girls will talk, and it will make things a lot easier to get dates, and get somewhere with the girls."

I was enthralled by the aroma, and the feelings it was causing in my body. My dick was back to full strength, but I was enjoying what she was doing so much, I wasn't ready to stop. I gently pulled at her lower lips with my tongue, then my fingers, and used my tongue on her clit, feeling her squirming, and hearing her words getting more breathy and excited.

I stuck my tongue deeply into her body, and licked slowly from one end to the other, then started flicking my tongue quickly over her clit. This was something he'd seen in a porno more than once, and wanted to see how she'd react. Her hands and fingers were grasping at my hair, and her thighs were tightening around my neck, and my ears felt like they were in a vice.

With Julie's thighs clamped on my ears, I was barely able to hear her yelling, but there was no mistaking the fact that she was coming. He'd seen some pornos where the actresses sprayed liquids all over, and others where there was no physical evidence that they had come, possibly because it was all staged, but I wasn't sure what to expect given the broad scope of My viewing efforts.

Having the ambrosia-like liquid pooling on my tongue gave me a start, but it was certainly one that he was enjoying. I dug that tongue inside her cavity as deeply as I could, and tried to tease more out of her. Possibly the scent, possibly the act, or possibly the whole situation, but whatever the reason, I felt as if he was harder than I had ever been before, and this was just minutes after having filled this incredible MILF Julie's mouth with a load as large as I'd ever given out.

"Come back up here and kiss me," Julie said as she tugged on my hair. "I love tasting my own juices on my fingers when I play with myself, and on my lover's face when he goes down on me." As I moved up to kiss her, she stuck her tongue deep in my mouth and played with my tongue. She lapped at my cheeks and chin to get each and every drop, and as she was doing this, she could feel my hard-on pressing against her mound.

"OK, honey, we've gotten the appetizers out of the way, are you ready for the main course now, sweetie?" Julie asked.

"Oh, please, yes Julie. I'll do my best to please you, to make sure that you come, but please, please can we start?" I asked breathlessly.

Julie smiled at me as she reached down between their bodies and grabbed My cock, and centered it at her opening. "Go ahead honey, give it a push and give it to me. I'm tired of waiting too!" Julie said.

I pushed and could feel my dick entering her body, a woman's body for the first time. The warm, wet feeling that he'd encountered as she sucked my dick a few moments ago was pushed to the back of my mind with the way that he felt now. The tightness of her pussy, the warmth, the absolute effortless gliding of my cock deep into her body was unlike anything he had ever felt. Jacking off was never going to be the same from now on, after feeling what a real pussy was like, let me tell you!

I could feel the inner walls of her vagina, the muscle fibers pulling, sucking at my phallus as he pushed it in and pulled it out. I raised myself to my elbows over her, and pumped slowly, in and out, feeling the friction, the sensations, and was in absolute awe at the intensity of what he was feeling. No wonder people went to the troubles they did to find sex. If he hadn't worked myself so hard earlier, with the move, and the sexual things they'd already done, he had no doubt that he wouldn't be able to control myself. He felt like he would have been bouncing on top of her, and would have been unable to actually absorb the different tactile nuances that My body and My cock were feeling now.

The crown of my penis flared a little more than what was normal. Not really enough that you would notice it with the eye, but a sensitive pussy was something else. As I slowly moved in and out of Julie, pumping, groaning, moaning, she could feel her walls gripping that head as it moved in and out through her lower body. This wasn't the biggest cock that she had ever taken, but something about the way it rubbed her insides made this the best she had ever had. Or maybe, it was just because she'd been so horny herself, but whatever the reason, it didn't matter as she was moaning with pleasure herself. Maybe it would be different if he hadn't taken the time to learn about her body with her lesson on loving a woman, but whatever the cause, she was enjoying the effect.

I could feel that he was nearing another orgasm, and was doing all that he could to delay it. More than anything else, as a thank you to Julie for taking My virginity, he wanted to make sure that she was able to cum again. He lowered My forehead onto hers, and whispered to her that he was getting close, and asked if she was.

"Oh, please I, just keep going like you are honey, I'm so close, ugh. AHHH!" she moaned.

I continued on as he was, thinking about other things, trying to hold on for a little longer. He needn't have worried too much about it.

Julie wrapped her legs around me and pulled me in deep with them, and pulled My dick into herself as deeply as she could. "Mmh, mmmh, ohhhhyes!" she cried out as she came with me pumping deep inside her. Her orgasm was enough to finish me off for the second time, and I pushed My throbbing dick deep inside and just held it still as it pulsed out My cream. My back was arched and he kept myself buried to the hilt inside her. He could finally feel myself softening in her, and My dick began to withdraw from her grasp. He pushed myself up on My arms, and pulled myself out. They both looked down to her soaked, reddened lips and watched as My seed came out in a dribble, down her ass, and onto the clean sheets they'd just put on the bed.

we just smiled at each other, and I laid down beside her in the bed. She moved over a little bit to get out of the wet spot, and snuggled up against me.

Julie suddenly got a serious look on her face, and gazed at I as she reached over me to the nightstand beside her bed, and grabbed her phone.

"I can't believe what you've done young man! I'm going to have to call your mother!" Julie seemed upset, and I wasn't sure what to do.

Julie held the phone up to her ear, and after a couple of seconds, spoke. "Hey, its me. Johnathan’s been a fantastic helper, but we've had some problems getting a few things right, and he's going to stay and work on it some more for me. He has a change of clothes there so I think his plan is to get some time with his friends, not sure WHEN he’ll be home." She listened a few moments, then spoke again. "Ok, I just didn't want you to worry. And he's offered to help me put together some other furniture I've got coming in the next few days, too, just so you're aware. Thank you for insisting that he help me. I think he feels all right about it now, after the way he was feeling earlier. OK, Bye."

"We definitely can't assume that the bed was put together correctly, like I told your mother, we'll just have to check it out thoroughly, if you don't mind." I grinned. Anything to help an old friend.
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