The Girl Next Door (art, Powers)

 

Pool Days #3 (FF/mmmm, CFNM, momdom)

Quick programming note: I'm working on Sex Powers University 3.5 right now, but don't expect it until after the 4th of July.  Things are really coming to a head, so to speak, for Troy and the gang, and it takes time to make sure all the plots get the time they deserve!

(And yes, of course this is a work of fiction, and everyone is still 18+.  Enjoy!)

My mother's spanking was fierce and merciless.

At any other time I would have been mortified, to be buck naked over my mother's knee in my own back yard, getting my bare ass reddened in front of my best friends and the incredibly sexy older neighbor from next door. But after the first ten rapid-fire spanks from my mother's open hand on my naked rear, all I could think about was the PAIN.

I hadn't been spanked like this since I was ten! Back then I had cried like a baby, but surely I was tougher now, older and stronger!

I kept that fiction for about ten more hard spanks as the incredible fire grew in my rear, as every one of my mother's full force swats landed perfectly my sit spots, the lower round of my butt.

My mother was pissed.

“Mom! STOP!” I yelled, my voice higher than I wanted it to be. “I'm SORRY!”

“You will be!” she replied, not stopping for a second. “How dare you cum like that- and all over a female guest to this house!”

“Oh Kate, the boy barely got any on me,” Mrs. Barros laughed, crossing her long legs. “I managed to point his little penis away just before he spurted by accident.”

By accident?! Mrs. Barros had made me cum, while I sat helplessly on her lap!

And another life-changing humiliation I hadn't been able to process yet: because of my mother's nude swimming rules for me and my friends, the former Brazilian beauty queen who had been in my masturbation fantasies since she had moved in next door now knew I had a humiliatingly small penis!

And so did all my friends- Tommy, Hank and Uri had started calling me 'Shorty' at the mall the other day, in front of some girls we knew!

“No, it's the principle of the thing, Isabella!” my mother said, spanking with every few words, her anger starting to run out. “My little boy has a premature ejaculation problem, and I want it to stop! Last week he came in front of me too, without even touching himself!”

I couldn't believe she was telling Mrs. Barros this! But more immediately, I needed this spanking to stop- my entire ass was on fire!

I tried not to sob like a baby as I spoke, but-

“MOM please!” I bawled, my tears falling into the grass in front of my face. “I'll never do it again!”

She spanked even as she spoke. “Do what again?”

“Cum too fast!”

“Damn right you won't,” she laughed. “Twenty more and you'll really remember not to!”

“NO! Please!”

I tried to get up, but she just put one leg over both of mine like she had with Tommy and kept on spanking.

I tried to cover my ass, but she just grabbed my arm and twisted it behind my back.

I tried to shift, buck, make the spanks fall anywhere else but the zone she had concentrated on, but she held me perfectly in place.

There was nothing to do but stay bent over my mother's bare leg and take it.

I was crying, sobbing, kicking my feet like a mindless little boy when she finally, eventually stopped.

She was breathing hard, her flat stomach pressed against my side with every inhale she took.

“Now, Jeff,” she laughed, wiping her glistening brow with her arm, “have you learned your lesson about shooting off your boy goo whenever you want, like a selfish little child? Or are you going to hold it in until a woman gives you permission, like a man?”

“Hold in it!” I sobbed, tears soaking my face.

“Even when you get really turned on? I let you boys do nude swimming as a privilege. Now I don't mind if you boys get the occasional boner, but cumming like that, out of the blue, is not allowed! What if you had been in the pool?!”

“I'll be good!” I cried. “I promise!”

“I promise, Mommy,” she laughed, slapping my burning ass once more.

“I promise, Mommy!”

Now my face was really red; I hadn't called her that since I was 10 either! I could hear Tommy and the guys laughing to themselves, and Mrs. Barros snickering behind me!

She patted my butt again, and even that hurt.

“I'm glad we had this talk. Now go soak these hot buns in the pool.”

I couldn't jump off her lap and dive into the water fast enough!

The cold water did feel great on my burning rear, but more importantly, I could hide my burning face!

I had sobbed like a baby in front of all my friends! And called her 'Mommy'! In front of Mrs. Barros too! I bobbed in the deep end far from everyone, just my nose and eyes above water. And I even considered lowering one more inch, just to end it all.

“Well, now that law and order has been restored to my backyard,” my mother laughed, adjusting her blue bikini from where it had bunched during my and Tommy's spankings, “what do you say we finally relax and enjoy some sun, Isabella?”

“Ahhh, mi bellisoma, that sounds great. Do you mind if I go topless?”

And then she was standing up to untie her thin sundress!

“I don't think the boys would mind,” my mother laughed, smiling at my three shocked friends, who were lying face down on the grass next to her towel. “Tommy, Hank, Uri? Any objections?”

Their jaws dropped, as did mine, as the long-legged, big-breasted Mrs. Barros slipped out of her dress to stand before us only in her g-string panties!

I, of course, had seen her breasts before, during that magical week when she had tanned nude in her own yard. But that was at a distance, furtively peeking through my blinds as I jacked off. But up close, they were even more magnificent!

Her surgeon had been an artist; the implants sat perfectly round and symmetric on her ribs, fuller and prouder than any eighteen-year-old's. They must have been bigger than half a grapefruit each, but those perfect round orbs still looked like they belonged on her body, like a gift from God.

The way they gently rocked side to side as she bent over to shimmy out of her dress was practically hypnotic.

“Fuck,” Tommy cursed under his breath, lifting his hips and reaching down to adjust himself.

I saw Hank and Uri surreptitiously shifting their hips against the grass too, making space, and I felt a burning stab of jealousy.

Here was Mrs. Barros, my masturbation fodder since I had been 12, topless in a g-string in front of me, and due to the incredible pain from my mother's recent spanking and the 'accidental' load Mrs. Barros had just forced me to shoot, I couldn't even get hard! I was limp as a wet dishrag between my legs!

From that one weekend where I had secretly borrowed Tommy's Lingerie issue Playboys, I knew that I could get hard almost fifteen minutes after I had just had a hard cum. I just hoped Mrs. Barros stayed topless that long!

“Ahhh, it is good to be in civilized society again,” Mrs. Barros laughed, lying on her back on the grass, her magnificent breasts jutting towards the sky. “If you're going to start a nude beach in your backyard, Kate, I'll be your first customer!”

“I've already got four lifetime members right here,” my mother chuckled, nodding at me my and my friends.

I gasped, almost swallowing a lungful of water.

She couldn't be serious!

“What do you say, boys?” she laughed, looking at my friends. “Worth the price of admission?”

My friend's faces were red, but they were all smiling!

“Yes ma'am!” Tommy laughed, his eyes locked on to Mrs. Barros' breasts, as they rose and fell with her relaxed breaths.

“So you're okay with a forced nudity beach? Any time you four come over?”

I was about to scream in protest- I couldn't let that happen, I was in this backyard all the time!- when Mrs, Barros' fingers started pulling down the waistband of her panties!

“Oh, it is forced nudity for guests? Should I take off my bottoms too, then?”

“Yes!” Tommy and Uri cried at the same time.

My mother laughed and tossed her hair, pulling at the strap of her tight blue bikini top. “Of course not. It's only forced nudity for the boys, Isa, not us. Ladies can wear whatever they wish. I might even have an elegant garden party back here, with ladies dressed to the nines, with heels, pearls, fancy gowns.” She grinned. “And four teen-aged waiter boys, serving drinks and snacks to all the women, wearing nothing but their smiles!”

Okay, that got me feeling a tingle. Not at the base of my cock, like a normal erection would, but all up and down my spine. What would a party like that even be like?

“Oh, okay then,” my neighbor laughed, and her fingers stopped pulling down her tiny panties, right before they would have revealed her pussy! She even pulled her panties back up, laughing and rolling onto her stomach. “If you do hold that party, make sure to invite me too- I haven't seen a scene like that since back on the beaches of Brazilia!”

“So all the beaches in Brazil are nude then?” my mother asked, rubbing sun-tan lotion into her arms like it was a normal day!

“Some,” Mrs. Barros laughed. “But as I said, Kate, the boys in my family were made to go nude, even on public beaches, until they were nearly eighteen. Latin boys are so willful, so full of false machismo, my mother used beach trips as a chance to remind my brothers who really wore the pants in the family!” She smirked, covering her mouth. “My friends used it as a chance to keep tabs on the length of their dingas.”

“Maybe I should start writing those numbers down too, just like I did with Jeff's height when he was younger?” my mother laughed, lotioning right above and below her bikini top! “Some pencil marks on our kitchen table? Uri at nine inches, Tommy seven, Hank five, and little Jeff at three and a half.” She winked at me. “Right where Sierra could see?”

If my sister found out I had a tiny cock, she'd never let me hear the end of it!

I'd be humiliated my entire life!

“MOM! NO!”

She laughed. “But then we could track your progress as you grew over the years, honey. Three and five-eights... Three and three-quarters... Three and nine tenths... Why, if you eat your Wheaties, maybe one day you'll even break four inches!”

All the people outside of the pool laughed at that, probably picturing me straining against our kitchen table, trying to get my hard dick to clear a four pathetic inches! It was so unfair! It wasn't my fault I was born with a little dick, I didn't CHOOSE it!

And with my mother leading the laughter...

My little four inch dick started getting hard again.

“Did his father ever grow out of it?” Mrs. Barros laughed. “His little problem, I mean.”

“Nope! A sub-four incher for life!” my mother laughed, then covered her mouth. “Ooops! Jeff, don't tell your Dad I just told all your friends that!”

Even as my face burned, I saw Tommy grinning that stupid smile of his again. Now, not only did he know he was twice as big as me down there, but my father as well! This was horrible!

And then the idiot turned over onto his back, to let his thick, hard cock flop against his stomach as he lay just a few feet from my bikini-clad mother.

“Awww, I feel bad for you, Mrs. Gainer. To live your whole life and not have a man around that can really take care of you?” He smiled, his dick getting harder as he sat there, pulsing in the air. “Now I know why you love having me and Uri nude around you all the time!”

“Don't flatter yourself, Tommy Thompson. If I made you a notch on my garter belt, you'd be the second smallest boy I'd ever slept with.”

The shit-eating grin fell off his face. “What?”

She laughed. “I went to college in Atlanta, dear. Lots of chances for me to find strapping young men who could 'take care' of me. You wouldn't stand a chance.” She looked right at Tommy's erection, which was easily twice the size of mine, and laughed at it! She scooted closer to the shocked boy and held her hand three inches out past his twitching, dripping cockhead. “Try again when you've out to about... here.”

Tommy was beside himself. I guess no girl had ever called his dick small before! “Yea... but, but... I've got stamina that those other guys can't-”

“Honey, my first time was with the starting linebacker for our college football team. He was as black as night, 270 lbs of pure muscle, and even better hung than Uri. And I went up from there.” She laughed at the flustered boy with his slowly wilting dick. “If you tried to keep up with me in bed, I'd break you in half!”

His face was red, his dick shrinking. “But, but-”

My penis on the other hand, was rising to full mast.

Thinking about my mother as a young, sexy co-ed, moaning as she took a monster cock between her legs- a monster black cock- while an impossibly-muscled, angry young man rocked back and forth between her spread legs, thrusting that missile in and out of her wet privates...

“Oh fuck!” I gasped, my dick going fully hard, just ten minutes after I had cum. A new record!

Time stopped as my mother turned to me, saw the expression on my face, and giggled.

“Honey? Why is your face so red? You don't have an erection in my pool, do you?”

I was as hard as I had ever been in my life. “NO!”

“You know the rule,” she laughed. “No erections in the pool! Come on out.”

I didn't want to, but my ass was still aching from the last spanking she had given me. I sure didn't want that again!

I cringed as my hard dick broke the surface as I climbed the ladder, especially since both women were looking right at it.

“Did hearing about my wild college days make you feel funny down there?” she laughed as my hard dick throbbed in plain sight. “Awww, honey...”

“At least he recovers fast,” my neighbor chuckled, sitting up right to stare at me, totally topless.

“Last time I let the boys stroke themselves off in front of me if they had erection problems in the pool,” my mother explained to our neighbor. “They all came in less than thirty seconds, Isa, you should have seen it!” She looked at her watch. “I wanted to get in a little more tanning today, but what do you say Isa? Should we let the boys relieve some 'tension' again?”

My neighbor smiled, crossing her long, nude legs, her tits bare to the world. “If it is tradition, I suppose we must!”

“Okay boys, up and in a line! You know the drill.”

I couldn't believe I lived in a world where my friends beating off nude in front of my mother was a 'drill', but I had to have a good cum this week- I couldn't take another ruined orgasm!

“Oh, little Jeffie wants to get in on the action this time too,” my mother laughed, pulling up a chair for her and Mrs. Barros in front of us. “Good, Jeff, I'm proud of you. Just because you've got a little tiny wiener doesn't mean you can't pull it for women like Mrs. Barros from time to time.”

“All I let the smallest ones do is stroke off in front of me,” my neighbor laughed, slipping back into her dress and then sitting down next to my mother. “They look so cute when they try not to cum too fast!”

“Then you'll love this,” my mother laughed, squirting sun-tan lotion onto her hands again. And then she reached forward and grabbed Hank's stiff cock! “I did promise you a little treat, for going the longest without masturbating this week, Hank. So enjoy!”

Hank was already gasping, his eyes bugging out as my mother's slick hands slid expertly up and down his shaft. “Please Mrs. Gainer! Slow down!”

“It's his first handjob,” she giggled to Isabella. “Ever.”

“Then I'm surprised he's even lasted this long,” the Brazilian woman laughed. “Go faster, Kate. I want to see him try to fight it.”

“NO!” Hank cried, as my mother's slick hands sped up the pace, one hand rubbing his balls, one twisting his cockhead on every stroke. His fists were clenched white at his sides. “Ma'am!”

“This is going to be your first orgasm at the hands of a real woman,” she told my friend, grinning at his tormented face. “You're going to remember this for the rest of your life, Hank. What's it gonna be? That you held out and experienced a skilled, sexy older woman to the fullest? Or that you yelled and came in less than thirty seconds like a cute, immature little-”

“AAHHHHHH!” Hank yelled, cumming all over my mother's tits. He shot his warm cum all over her chest and she didn't even flinch, laughing as my neighbor looked at her watch.

“Fifteen seconds!” Mrs. Barros laughed. “Kate, your hands haven't lost one spot of their magic!”

“I knew all that practice I got in high school would be good for something,” she laughed, making Hank's last spurts pleasurable ones, using her thumbs to rub his cockhead as he gasped and twitched.

I almost shot off right then.

Besides being a size-queen slut in college, my mother was also the hand-job queen of her high school?!

Oh god...

“Fifteen seconds, Hank Goldstein?” she laughed, wiping off her gooped cleavage with a tissue. “I didn't even have time to duck! Goodness!”

His face was beet red, his breath, coming in heaves. “I'm sorry ma'am!”

She patted his deflating cock, giving it a loving squeeze. “We can try again next week. I'm going to make it my special project to get you over a minute in stamina!”

“You might as well teach sheep to talk,” Isabella laughed, then scooted forward in her chair too. “Let me try one!”

And then she was grabbing Uri's hard throbbing cock!

“Awww, you took the biggest one!” my mother pouted.

She was so interested in big cocks! My dick almost shot off my body again!

“I also took the smallest one,” my neighbor laughed, making my face burn. “Unless you were going to help your son.”

“My son can help himself,” my mother laughed. “He does, in the shower every morning. I can hear it every time.”

My mother knew, every time?! That was even more humiliating!

For his part, Uri was holding up well to Mrs. Barros using two dry hands to stroke and rub his massive member.

Two hands?

When I beat off, I barely filled my one, and pumped up and down in short fast strokes! But Mrs. Barros was sliding her hands down Uri's cock like a handrail with long, slow glides, and still couldn't fit it all!

“Such a gift,” she purred, getting into a steady rhythm. “You will please many squirming girls with this wonder some day, young man.”

His eyes were closed, his breath getting faster. “Thank you ma'am!”

“He likes it when you watch him though,” my mother added. “Open your eyes, Uri! I want you to see me looking right at you when you explode. I'm going to be looking right at you, watching your entire body shudder as you cum. And there's not a thing you can do to stop me-”

“Sheiss!” the Russian cried, and suddenly he was cumming like a fountain!

“Oh no!” Mrs. Barros gasped, letting go of his cock.

“Isa, no!”

“Arrrrgh!” Uri growled, grabbing his spurting dick in front of everyone and pumping away as his orgasm dribbled out. “NO!”

My mother was laughing. “Isa! You ruined it!”

“I did not expect him to cum so quickly!” the Brazilian laughed, looking at the embarrassed cum-covered boy. “He was doing so well!”

“It must have been something he saw,” my mother laughed, crossing her long, bare legs with satisfaction, bobbing her foot in the air. She was flirting with my friends again- pleased that they could bare last around her! “Pity, Uri.”

“Maybe a few more years before this monster can please women,” Isabella laughed, patting his softening cock. “We can try next week as well.”

My mother laughed. “Two premature shooters down, two to go! Okay, Tommy, think you can beat Hank's record of fifteen seconds?”

“I don't WANT to beat his record!” the jock said. “I'm a man, not a boy like them!”

“Oh, you're a man, huh?” my mother laughed, putting a squirt of lotion on her hands. And then a second. And a third. “You think because you've bagged a few clueless high school cheerleaders you can hang with women like Isa and me?”

Watching my mother rub the insane amount of lotion between her hands, scooting forward in her chair towards his dick as she did, my friend swallowed.

“Well, I mean, I ain't going to shoot off in fifteen seconds like Hank did!”

“A minute then? Surely a big tough man could last a minute before messing himself. It's just a handjob, after all.”

“Yeah, I can last a minute!”

“But if you don't,” she giggled, her hands absolutely dripping, “both Isa and I get to spank you like a little boy if you get erections around us again! Little boys don't get to be hard around older women. And if you do, I'll go topless next week.”

He gulped, but nodded. “I can last a minute!”

My mother grinned. “Time me, Isa.”

I braced myself.

“Go!”

And then she did the most amazing thing.

She used her slick, dripping, nimble hands to reach around and grab Tommy's bare buttcheeks, yanking his hips towards her.

And put her whole mouth around his cock.

My mother was sucking off Tommy Thompson, right here in my backyard!

“Oh jesus- oh FUCK!” he cried, pumping his hard dick down her throat.

And my mother was doing something with her hands, between his buttcheeks, reaching her fingers into his crack...

“OH JESUS!” Tommy gasped, going up on his tiptoes.

“Fifteen seconds,” Mrs. Barros laughed. “Better hurry, Kate.”

I saw my mother tip her head, and then her nose was bumping his pubic bone with every downstroke. She was deep-throating him!

My balls started to pull up.

“Thirty seconds! Tommy, you're looking pretty close- you've gotten blow jobs before, right?”

“Never.... NEVER LIKE THIS!” my friend cried, fucking my mother's mouth.

Or more precisely, her mouth was fucking him. She was definitely the aggressor, forcing him in and out at her crazy fast pace, jamming his hips forward to get him deeper, playing with his balls, sliding a slim finger up his ass.

She had her middle finger up Tommy's lubed ass!

As I watched her, hair flying, her breasts shaking in her bikini top as Tommy's knees shook, a living, breathing, mature, sexual dynamo, pulling my cockiest friend's orgasm from him totally against his will, I couldn't help it.

I came.

All over myself.

My untouched dick gave two hard spurts, splashing my stomach and chest, the later weak dribbles coating my balls, running down my thighs. It was a ruined orgasm again!

And then Tommy came too. He yelled and thrust his hips forward, dick clenching as he spurted and she squeezed and milked his balls to make sure she got it all.

“AHHHHHHHH!”

His yell rang off the nearby houses, his mouth wide open as he pumped cum deep down my mother's throat.

Or at least that's what we thought. Because as soon as his hips stopped thrusting, my mother rose to her feet, his balls still in one hand, and gave him a long, deep, French kiss.

Tommy tried to resist, but I saw the hand that had easily spanked me to tears grip his balls even tighter, and Tommy's head rocked back to let my mother's tongue do what ever it wanted to his mouth.

And what she was doing was pushing a huge mouthful of his thick, creamy cum back into his throat.

She hadn't swallowed any of it.

But she was going to make him do so.

I saw her push the last tongue-ful of his own cum back into his mouth, then hold his lips together with her other hand so he couldn't spit, and only then release his balls as she stepped back.

“Sorry!” she blushed, wiping her mouth. “Force of habit!”

I almost fell over.

Did that mean...

With my Dad...

“But you still have to swallow honey,” she laughed, still holding his lips shut. “House rules.”

Tommy looked like he was about to throw up, but trapped nude in my backyard, his warm cum in his mouth, his mouth sealed, he didn't have a choice. After a long few seconds, we all saw his Adam's apple move! Tommy Thompson had swallowed his own cum!

“Kate, you trickster,” Mrs. Barros laughed. “That barely took forty-five seconds!”

“Boys these days,” my mother said, using a swallow of bottled water to rinse her mouth and then spit. She didn't let Tommy do the same. “And he was trying to call himself a man. Little boy Tommy's going to get his butt spanked red by both of us for the rest of the summer!”

His face was deep red, his knees week. “But, I can't-”

“Quiet, cum swallower, or I'll make you do that every week,” she laughed, then turned to me. “And now we'll see how long little Jeffie can-” She broke into laughter when she saw my humiliated face, and the cum all over my chest. “Oh NO, Jeff! Again!?”

“This time I really did not touch him!” Mrs. Barros laughed, making me want to die. “He just... exploded!”

“Oh, Jeff, you know what that means,” my mother laughed, sitting down and patting her nude thighs again. “Another long spanking, and then you boys are going to have a very long, hard summer!”

***

And we did.

My mother and Mrs. Barros made us strip and swim for them every weekend that entire summer, sometimes joining us in bikinis, sometimes staying fully clothed, laughing as we got hard for them anyway.

Tommy did get spanked every time he got hard outside for the next few weeks, but then my mother guessed he had learned his lesson since he wasn't his normal cocky self anymore, and he was allowed to join the rest of us beating off at the end every swim, where ever and however the women decided.

My mother never blew any of us again, although she did use her hands to tease Hank and Uri to full hardness a few times every weekend and to make them cum extra hard and fast when she was feeling naughty. Hank never did last more than a minute with her, either by his hand or hers.

I never got any help cumming, I would always have to pull my little dick myself in front of two laughing women, even when Mrs. Barros started going fully nude during her tanning visits, sometime in the middle of the summer. She loved how hard it made us even when we tried not to be, and had all four of us running around to get her drinks or serve her with bouncing boners, just like she had with her brothers back home.

And once, as she was directing me how to rub sun-tan lotion onto her naked, bronzed back, my penis slid into the soft crack between her oiled buttcheeks, and I gasped and came yelling, making everyone laugh as Mrs. Barros pushed her butt back into me, to give me something to grind against.

It remains the highlight of my sexual life to this day.

***  THE END ***

Pool Days #2: Outta Tha Pool (CFNM, F/mmmm, momdom)

Exactly one week after that horrible day at the pool, my mother leaned against our kitchen counter and asked if my friends were coming over to swim again today.

“Mom, no!” I cried, pushing my cereal away. “Last week you just sat there and watched us swim, totally naked- that was so wrong!”

“Oh honey, it was just a little bit of innocent fun,” she chuckled, making her shiny brown hair sway elegantly around her face. Had she done her hair today? “You boys enjoyed being totally free and unburdened in the water, and I enjoyed watching the beauty of God's creations.” She smirked. “Especially Uri's.”

To hear my grown mother, giggling like a schoolgirl over seeing my friend's cock- one who was easily twice as well hung as I was- was so wrong! But it also made my little dick start to tighten under my sweat pants.

“It wasn't just nude swimming!” I cried. “At the end, you made them all masturbate for you!”

“I didn't make them do anything,” she chuckled, checking her red lips in the kitchen mirror. Was she wearing make-up? She was wearing make up too! “Your friends were more than eager to jump right out of that pool and stroke themselves in front of me. A little too eager,” she giggled. “None of those poor boys even lasted thirty seconds with me.”

“Mom!”

She was barefoot, wearing rolled up khaki shorts and a tight t-shirt. It would have been a cute outfit on any well-figured woman, but to see her dressed like that, while she smiled wistfully about how incredibly quickly my friends had shot their loads in front of her... mothers weren't supposed to look this sexy- especially not mine!

“That was totally humiliating for my friends, and for me!” I cried, tearing my eyes away from the t-shirt stretched very tight over two full tits, or the long expanse of curvy legs she was showing me, from her high upper thigh to her freshly painted toenails. She had even done her toenails! “They're never coming over here to swim again, I promise!”

She picked up her coffee cup with a smile, walking past me into the living room with a pronounced sway to her round hips. “Sure they're not. I'll see you and your friends at noon, honey.”

***

A few minutes after noon, I answered my doorbell to see my three friends standing there in their swim trunks.

“What the hell are you idiots doing here?”

Tommy the jock was just standing there with a stupid grin on his face. The taller but just as muscular Uri was too. At least the shorter, scrawnier Hank had the decency to look a little embarrassed.

“It's beautiful out, Jeff,” Tommy laughed. “The sun's shining, the birds are singing, you couldn't ask for a better day for a swim.”

Uri laughed as well. “Jeff, is your mother home?”

“You guys can't be serious!” I looked away from the two idiots to Hank. “Come on, Hank, you can't want a repeat of last week,” I begged him. “Let's just go to a movie or something!”

Hank adjusted his glasses, blushing. “I mean, I could go either way...”

“Either way! She's going to make us swim out there butt naked!” I hissed, hopefully low enough so the across the street neighbors watering their bushes couldn't hear. “And if you guys do it, I have to, too! Why don't you all just go home?!”

“Sounds like someone wants to swim naked for Kate all by himself,” Tommy laughed, adjusting the backpack over his shoulder. “Now that isn't fair, is it Jeff?”

“Tommy Thompson!” my mother chided, coming into the foyer. “How many times have I told you: you're allowed to call me 'Mrs. Gainer' or 'ma'am'- but never 'Kate'!”

Her appearance must have humbled Tommy as much as it had done me that morning, because he immediately swallowed and lost his cocky posture.

“Sorry Mrs. Gainer! It won't happen again!”

“It better not,” she laughed, looking down at Tommy's and Uri's trunks. “Now boys, if you're here for a swim, you remember the rule we made...”

“Right here?” Hank squeaked, gripping his shirt more tightly.

“As soon as you stepped inside my house, that was the deal,” she laughed. “Unless you boys were just on your way out? In that case, I might go out back and do a little sunbathing myself...” She casually pulled aside the neck hole of her t-shirt, to show the strings of a blue bikini top she was wearing underneath it. I hadn't seen her in a bikini in years! “In fact, it's such a hot day, I might just lose this tight bikini if I do...”

She giggled as she said it, playfully sliding one of her bare feet along the back of her other calf as she grinned at us.

My mother was flirting with my friends!

And it was making me hard!

“No! We'll get naked, ma'am!” Tommy laughed, already pulling off his shirt. He elbowed the tall, blond Russian next to him. “She's already seen it all, right Uri?”

Uri gulped, but followed Tommy's lead, as he always did. “Yes. Of course,” he said, stepping inside the house as well. “No problem.”

“Good. Clothes in the bags, boys,” my mother laughed, producing brown grocery bags with each of their names written in marker on it. How long had she been planning this?

She smiled as my friends- even Hank!- stripped totally nude in the foyer, putting their flip flops, towels, shirts and then finally, their last piece of protection, their swim shorts, into the grocery bags, which she started to staple shut.

She smiled at me. “You too, Jeffie.”

She hadn't called me 'Jeffie' since I was ten!

“Mom! No- absolutely not! If you want to do crazy naked swimming with my friends, that's fine! But I'm just going to go for a bike ride or something-”

“You know boys, the most interesting thing happened to Jeffie after you guys left last Saturday...”

“Fine!” I cried, quickly starting to unbutton my jeans. I couldn't have her telling them about how I came all over myself in the shower with her watching! Without even touching myself! I would be the laughing stock of the entire school! I whipped off my shirt, threw it into the bag with Hank's. “Whatever!”

She smiled as I was stripped again, to stand shivering and nude inside my own house.

“There, doesn't that feel better boys?” she laughed, stapling each bag shut with a pleased sigh. “To be as naked and free as babies once again?”

It didn't feel freeing- it felt humiliating! My heart was hammering in my chest and my face was totally red, being nude in front of my mother again! My friends must have felt the same, because they were all slightly blushing and covering their privates too, even Tommy, as the four of us shivered in the foyer.

“Can we just go swimming already?!” I cried, hands over my privates.

She put the paper bags in the coat closet, closing it. “Actually...” There was that smile on her face again! “You boys spent entirely too much time in the water last weekend. Look, you're so pale I can almost see right through your skin in places!”

I was more worried about her seeing through my hands!

“So?” I demanded.

“So instead of spending the afternoon swimming, how would you boys like to spend it tanning on the grass? With me?”

I glanced at my friends- they had expected to be able to at least hide themselves under the water for a bit! Tommy may have been okay waving his pecker in my mother's face, but Uri and Hank looked like they definitely didn't want to go down this path.

Hank swallowed and spoke up. “But Mrs. Gainer- we'd be exposed- the whole time!”

“Oh Hank, lighten up. Are you afraid of a little exposure?”

And then she was pulling off her shirt!

I wasn't stupid, I knew my mother probably had a great rack, under those business suits she usually wore, but to see her tits held up and displayed under just a thin blue bikini top- it was too much! They were much more than a handful, and while the top wasn't cut as small as the girls on the posters in my room, she still had a great amount of cleavage on display.

“We all need a little sun,” she giggled, watching my friends stare bug-eyed at her chest.  "And I, for one, plan on soaking up as much as I can."

And now she was undoing the button on her shorts!

As she pulled her shorts down her round, firm ass and down her thighs, I was about to die. Seeing a girl in a bikini bottom was basically like seeing her in a pair of panties- that's why we always tried to invite girls from school to come swim with us! My mother's suit was cut thin in the front but wide in the back, so not a thong, but still- my mother was basically standing in her bra and panties before us!

She bent over as she slid the shorts to her ankles, stepped out of them with one foot, then used the other to kick them behind her somewhere into the living room.

She stood up, laughing at us with her hands on her- now bare- hips.

“Come on boys, lets go catch some rays.”

And I watched in amazement as my three nude friends followed my bikini-clad mother into the kitchen and towards the back yard.

***

Walking outside buck naked was a surreal experience. Last week we had started off naked underwater; now we had to walk across the hot deck, across half the lawn, out into the bright sun, totally without clothes. And we were going to stay that way for a while!

“Here's a good spot, don't you say?” she laughed, spreading her large beach towel onto the grass. It was the most open and well-lit patch of grass in the entire fenced-in back yard. They could probably see us in airplanes flying over!

“But Mrs. Gainer,” Uri said, blushing as he tried to cover his huge, soft dick with two hands, “you made us leave our towels inside.”

“Towels? You don't need no stinking towels,” she laughed, setting down on her butt, smiling as she looked at us, holding her knees. “Come on boys, stretch out on the grass. Let me see those cute little bodies you've been dying to show me all week long.”

She giggled and whistled when Tommy was the first to uncover himself and dive onto the grass, pressing his stomach down so that his penis didn't show. “Whooo, look at those white buns, Tommy! Don't worry, we'll get them nice and toasted before you leave!”

She laughed when Uri did the same, murmuring as his huge, swinging cock came into view for a brief moment. “Goodness Uri, make sure to keep that monster covered in suntan lotion- we don't want it to burn, okay?”

The boy just blushed back as he hugged the ground. “Yes ma'am.”

But my mother stopped Hank when he tried to do the same. “Hank Goldstein! Stop right there! Move those hands!” And then she broke out laughing when he did. “Hank! You're kidding me-already?”

His five inch dick was rock hard!

And his face was just as red as it had been last week. “I'm sorry Mrs. Gainer!” he stammered, sort of covering himself but sort of not. “It just kind of... happened... when you took of your clothes!”

“Well thank you, Hank,” she giggled, adjusting the straps of her blue bikini and leaning back, a big smile on her face. “It's not as little as the stuff younger girls wear nowadays, and definitely not as risque as all the things I'm sure you boys can find online. But it's cute to see that an older woman like me can still have an effect on you.”

'An effect'? Hank was rock hard!

My mother giggled, crossing one ankle over the other as she sat, legs long in front of her. “But you know I can't let you walk around with that erection all afternoon. So the question is... what are we going to do about it?”

He could barely talk, but still managed to stammer. “I thought... maybe we could... do the same thing we did last week...”

And his hand was already moving towards his hard cock!

“Hank Bartholomew Goldstein! Get your hand away from your penis!” she said, loud enough that I'm sure the neighbors heard it. “Did I say you could touch yourself? Is that how your mother raised you, to play with your little thing in public, without a lady giving you leave to do so?”

His face was as red as a lobster! He threw his hands to his side, standing there exposed for her. “No ma'am! I'm sorry ma'am!”

“I mean, honestly. Your poor guy's just ready to burst, isn't he?” she laughed, looking right at his erection like she was interviewing it. “If I let you stroke yourself now, you'd mess yourself in just a few seconds, wouldn't you?”

And then she was gripping his cock!

My mother's slim, manicured hand was squeezing my friend's cock, testing its hardness!

Hank jumped out of reflex, but her hold was secure. “Mrs. Gainer!”

“Oh goodness, you are stiff enough to drive nails, aren't you?”

I found my voice, even as my own erection was in danger of popping off, just watching.

“MOM! WHAT THE HELL!”

She turned to me with one hand still holding Hank's cock, her thumb rubbing right underneath his tip in slow circles. “What's wrong honey? Are you jealous I'm not touching your little wood sprout like this? I'd only need two fingers for that, not my whole hand like I'm using on Hank.”

My face burned as my little three-inch penis throbbed. I knew I had the smallest dick in the group- why did she have to keep reminding me of that?! I covered my crotch, careful not to touch myself in a way that would cause an accident, even as Tommy and Uri laughed, still face down on the grass.

“Yeah Jeff, want her to do you next?” Tommy teased. “A little Mommy and Me time?”

“Shut up Tommy!” I spun back to her, still slowly stroking Hank's cock. “Mom!”

“Shut. Up. Jeff!” Hank gasped, his eyes closed, his hips starting to buck. Her hand must have felt great!

“Oh goodness, you're just aching to pop off, aren't you Hank?” she laughed as the boy squirmed and thrust his hips forward to meet her hand. “What's got you so worked up today, huh?” she laughed, adjusting her bikini strap again.

“Mrs Gainer!!! I'm gonna-”

“I know,” she laughed, letting go of his erection a second before he might have cum.

Hank was gritting his teeth, his cock throbbing and on edge as he bucked his hips into the air.

Was he going to have a ruined orgasm too? If he had a public one now, then my private one last week wouldn't be so embarrassing! But Hank controlled his breathing and managed to not cum all over himself while his dick throbbed, untouched. Damn him.

“You okay, honey?” my mother giggled. “You're not going to cum all over my legs, are you?”

If he shot off now, that's exactly where his seed would land, on her stretched legs. Or maybe on her smooth stomach, or if he tilted up, onto her full cleavage- Oh god, I might cum soon!

But, panting and red-faced, Hank shook his head, managing not to orgasm as he stood in front of my mother.

“Hank honey, you really can't get into the habit of spurting so fast,” she chuckled, touching his bare leg, which only made him squirm some more. “Do you get so anxious when girls your own age touch you like that?”

“No ma'am! I mean- if they did- or when they do, um-”

“Hank Goldstein!” she laughed. “Are you telling me you've never been touched by a woman before?”

The humiliated boy couldn't even look her in the eyes! “No ma'am!”

My mother clucked, her hand moving between his legs again. “Not even a quick rub through your pants under the bleachers? Or a little fun in the car after a school dance?”

And now her fingernails were lightly tickling the bottom of his balls!

I almost came under my hands right then.

Hank was on his tiptoes on the grass, his face red, about to cum. “NO! Never!”

“Well, then I wouldn't want it to be over so quickly.” She took both her hand away and Hank slumped back, breathing hard. “A boy's first hand-job should be something special,” she laughed, reaching for her sun-tan lotion. “Just wait until the end of the afternoon and I'll give you something better than a ten-second spurt, okay?”

Hank was in great sexual distress as he stood nude in front of my mother, his cock about to burst, as she applied suntan lotion to her long bare legs, making them shine in the sun.

“But... Mrs. Gainer!”

“I said you'll have to wait,” she laughed, applying the lotion to her upper legs. “And if you keep asking I'll put your bare butt right over these thighs and spank your rear red until that silly erection goes away!”

She hadn't spanked my bare ass since I was ten either!

I was still trying to process if she would seriously carry out her threat when there was a cough from Tommy's and Uri's side of the lawn.

“Ummm, Mrs. Gainer...” Uri said, his face red. He looked uncomfortable, and when he turned over, we could all see why.

His eight inch cock was getting hard between his legs!

“Oh my goodness!” my mother laughed, a hand over her mouth. “What kind of dirty thoughts were you thinking? Come here!”

He blushed even harder as he walked over and stood in front of her as well. Now she had the humiliated and erect Hank standing slightly to her left, and the starting to blush and erect Uri on her right.

“I wasn't thinking ma'am... It was...” He was grasping for words. “You told us not to touch ourselves before we came here!”

“Oh that's right, I did,” she giggled, watching his erection climb. “And how far did you make it?”

“Two days before now! Thursday night!”

She laughed. “That's barely anything! You couldn't keep from touching this monster any longer than that?”

And now she was grasping Uri's cock too!

But unlike Hank's, it took two of her hands to hold it, and she wasn't just testing its hardness, she was fully stroking it, with slow, methodical twists of her wrist at the top!

The boy gasped as she stroked him but didn't cry out; Russian stoicism.

“Two little days,” she tutted as his long cock got stiffer under her hands. “How are you going to become a man if you keep playing with yourself like that?”

“I don't know ma'am!”

He could barely speak- was my mother THAT good at giving hand-jobs? Oh god, what if she was! The thought made me rub my thighs together around my shaking dick-

She looked over her shoulder, still slowly rubbing Uri's large cock. “And how long did you last, Hank?”

“I haven't cum since Tuesday!” the smaller boy cried, hands still not covering himself. “Five days!”

“Well that explains why your little guy was the first to go stiff,” she laughed, making Hank blush a little more. “Anyone else go longer than Hank?”

“I waited all week,” Tommy said. “Seven days and not once!”

“Sure you did, Tommy Thompson,” she chuckled, raising her eyebrow at him since he was still lying face down on the grass.

“I did!”

I wanted to yell- I had gone seven days, not five! And I hadn't gotten to cum last week! But letting them know that would let them know what my mother had been holding over my head to keep me from masturbating this week, and that was too humiliating to reveal!

“Oh my goodness, are all you boys just a bunch of little masturbators?” my bikini clad mother laughed, still working Uri's cock. But then she took her left hand and grasped Hank's pecker again, making him shiver. She was stroking two cocks at once!

“Is that all you boys do, pull on these silly penises in the shower or in your beds, making messes for your mothers to clean up later? How are you boys ever going to meet nice girls if all you do is stay at home playing with yourself?”

“I don't know ma'am!” Hank was a mess; breathing hard, his eyes closed, his hips bucking again.

Uri wasn't so composed either. The muscular nude boy was straining, his hips thrust high. “Mrs. Gainer! I'm about to-”

She let go of both erections just in the nick of time again.

“I know dear; I knew it before you two did,” she laughed, watching both of my friends strain and twitch, teetering on the edge but unable to orgasm. “Keep those hands at your sides now; the first boy to touch his cock without permission will get a spanking over my lap today. And I promise you won't like it!”

She saw me, sitting on the lawn with my hands cupping my crotch and smiled. “That includes you, Jeffie.”

My hands gripped the grass in a flash and my mother laughed, watching my small, hard penis bounce in her view again.

“Oh Jeff, you look so cute, sitting there red faced with the cutest little boner between your legs. Just like you used to look when I let you swim nude in the pool when you were four!”

“MOM!” This had gone too far! “Enough! Let us get-”

As I yelled at her, the side gate to our fence creaked open.

“Kate? Hello? Are you guys back here?”

Our neighbor, a tall, Latin-American woman in a sundress and heels came around the bushes and walked right into our backyard! She saw the four nude boys around my mother, three of us painfully erect, and broke into laughter, holding her chest. “Oh my! Kate, am I over-dressed for this party?”

Tommy blushed and covered his butt as he lay on the ground, Uri and Hank threw their hands over their boners to poorly hide them, but I jumped up and bolted towards the back door of our house. I couldn't let my next door neighbor see me bare ass naked!

Covering my hard dick and balls, I ran to the screen door, twisted the handle and-

-it wouldn't turn!

Oh shit.

I tried the stuck handle again, but by now both my mother and Mrs. Barros were laughing at me!

“How long will it take him to figure out the door is locked, do you think?” my mother laughed, spinning the key ring in her hand.

I spun to face them, my bare butt pressed against the cold glass, my hands covering my hard cock and balls.

“Mom!” I demanded. “What's she doing here?!”

“Oh, I just asked Isabella to stop by if she heard us out near the pool today,” my mother chuckled, applying suntan lotion to her arms, like the world wasn't ending! “Jeff, you remember Mrs. Barros, right?”

Twenty years ago, our sexy neighbor had been a beauty queen back in Brazil, my mother had once told me. Not Miss Brazil, but definitely one of the runner ups. Today she had on a colorful sundress and summer heels, but my eternal image of the long-haired, long-legged older woman next door was the time I caught her sunbathing in her own backyard, not knowing that you could see over her fences if you looked out our third-floor attic window!

Having a bikini-clad beauty queen tanning next door was great enough for any boy going through puberty, but after a month of that, there had been one magical day when she had even taken her scant suit off, to lie there wearing nothing but sunglasses and baby oil!

I could still remember exactly how Mrs. Barros' had looked stretched out on that towel, naked from her perfect head to her toes. Her breasts had been incredible; huge, round implants jutting up from her rib cage like two oiled wonders of the world. Her ass had been in the best Brazilian tradition; two firm, high globes that just begged for a cock to slide between them. And her pussy-

The first time watching her, I had cum so fast I hadn't even been able to see her pussy. But the nude show had gone on every day for a week, and the second day I had forced myself to wait until she turned over, and the sight of her perfectly hairless pussy- I hadn't known older women did that- had made me cum all by itself!

She hadn't done it again in a few years- I know, I checked every few days during the summer- but Mrs. Barros lying on that towel was still my go-to when I needed to cum hard or cum fast. I had probably masturbated to her more than any other woman in the world!

So yes, I remembered Mrs. Barros.

My mother smiled, loving my embarrassment. She patted the grass next to her. “Come Isabella, sit. It's been too long since we just relaxed together and talked.”

“MOM!”

And my tall, elegant Brazilian neighbor just laughed. “Si Kate, it has.” And then she was pulling up a deck chair!

“At ease, boys,” my mother laughed to Hank and Uri, still standing in front of her in shock, hands over their crotches. “You can lie face down over there like Tommy is. Or go face up, if your erections need room to stretch.”

She chuckled as both boys scrambled to lie face down next to Tommy, blushing hard and trying to get the earth to swallow them up.

“It is so liberal of you, Kate, to let the boys sunbathe in their natural state,” Mrs. Barros laughed, sitting and crossing her legs. Those long, brown, shapely legs I had lost so many of my young loads to, my dick in my hand- She smiled down at the totally nude and helpless Tommy, Uri and Hank, blushing and laying on their stomachs before her. “Most Americans have such hang-ups about nudity.”

“Well for women, yes,” my mother laughed, relaxing back onto her arms. “But for boys? Pffft.  When I was a girl, my grandmother would tell my cousins to just strip nude when they asked to swim in our river, even when us girls were around. And the YMCA in town required it!”

She was lying- she had to be! 

“It was the same in Brazil,” Mrs. Barros agreed. “Even among poorer families like mine, girls got bathing suits when we went to the beach, but all the brothers in my familia had to go bare, even as they reached 13, 14, 15 years of age.” She smiled at the squirming boys beneath her. “My mama insisted, even when they started to have some very noticeable reactions, in front of me and all my girlfriends?”

“Speaking of which,” my mother laughed. “Jeff! Stop being rude and come over here! You can't just hug the back door all afternoon!”

The hell I couldn't!

“MOM! NO WAY!”

My mother laughed to our neighbor. “Jeff's just being a little shy. He just realized last week that he's a bit undersized down there, compared to all his friends?” And she was making the 'small penis' sign with her fingers again!

“MOM!”

Mrs. Barros laughed at my outburst; I had basically just confirmed what my mother had said!

Since I had seen her sunbathing, I had always had fantasies, of me mowing the lawn shirtless one day, of her leaning out of her house wrapped in just a towel, her hair wet from the shower, asking me to 'help her with something' inside, of one thing leading to another- but now my mom was ruining everything!

My older, sexier neighbor turned in her chair to look at me, and the patronizing smile on her face made me want to jump in the pool and drown myself!

“It is okay, my little bonito- come and join the rest of your friends. I have seen little boys naked before.”

I wasn't a little boy!

But I was almost crying like one!

“MOM! I can't!”

Seeing my distress, it wasn't my mother that got to her feet, but Mrs. Barros. Every step the long-legged former model took towards my nude body made my little dick throb harder behind my hands! I prayed for a runaway police chase to crash into the backyard right now, or an asteroid to hit the house, anything to stop her from getting to me!

But in just a few steps she was smiling down at me in her high heels, as I stood bare-footed, naked and red-faced on my back porch. I couldn't look anywhere but the ground!

“Come little bonito,” she chuckled, reaching down for my hand. “Nudity for young boys is perfectly normal. You don't need to be embarrassed.” And then she was pulling on my arm, moving one of the hands that was covering my crotch! “Come.”

It was stupid to resist; pointless to just stand there- so I let her pull me back to the group. All I had to focus on now was not bursting into tears!

“And how are your classes going?” she asked as she pulled me back to the group like I was just a lost little boy. It was humiliating! “You are doing well in school?”

She was pulling on my right hand, I was still trying to cover myself with my left. “Yes!”

We reached her chair and she sat down first, smoothing the dress over her legs, and then pulled me towards her. She wanted me to sit on her lap!

I tried to resist but I was caught off-balance and Mrs. Barros was too strong. How could a forty-year-old woman be so strong?

I fell onto her lap like a boy visiting Santa, my left hand grabbing the armrest to catch myself. I gasped as my little penis popped free, trying to reach back and cover myself, but Mrs. Barros pushed my hand back to the arm rest. I tried again, but she was too strong again!

“You do not need to cover yourself,” she laughed, resting her hand on my thigh. “I have seen little boys naked before.”

My face burned in shame, even as my three-inch penis sat ramrod straight, right in front of us! I could look right down her low cut sundress, at those incredible fake tits some surgeon had given her long ago. I could feel her silky dress and strong legs under my bare butt, her firm hand on my leg, and she didn't even care that I was fully erect!

Like I truly was just a little boy- not even in the same sexual league as her!  But I was older than that, dammit!

“Thanks Isabella,” my mother laughed. “It's been so hard, convincing these boys not to be so shy!” She playfully pushed her bare foot against Hank's nude butt. “Like they've got something down there we've never seen before!”

Hank just blushed even more, trying to hug the ground harder. 

“Your husband used to be the same way, at my hot tub parties,” Mrs. Barros laughed.

“That's because that's when he realized he had the smallest penis in the neighborhood!” my mother howled, rolling onto her stomach. “And now all the ladies knew it!”

I didn't understand; Mrs. Barros had held nude hot tub parties- and my mom and dad had attended?!

My sexy Brazilian neighbor patted my nude back, like she was soothing a horse. “Such a shame, to have such little equipment,” she chuckled as my face burned.  “But do not worry Jeff, look how well your father did well with his- he captured a woman like your mother!”

“Hardly captured,” my mother laughed, swinging her bare feet behind her.

“Kate!” Mrs. Barros laughed.

“I mean, I sat in Ronaldo's lap for most of those hot tub parties-”

My mind was spinning- my mother had sat nude in a hot tub, on Mr. Barros' lap?!

“Kate!”

“It was just a little nudity, Isabella. No one got hurt!”

“If that's so true,” Tommy laughed. “Why don't YOU ladies get naked for us too, Mrs. Gainer?”

He was still lying on his stomach, hiding his shame, but was now propped up on his elbows. I could see the look in his eyes as he alternated staring at my bikini clad mother and my sexy dark-haired neighbor. He was thinking, double the women, double his chances to get lucky- the fool!

But I couldn't say anything- my friends would just laugh at me! I was sitting on a woman's lap like a little kid- with the height of the chair and her high heels, my feet didn't even touch the ground!

My mother raised an eyebrow at my friend. “Because Tommy, Mrs. Barros and I do have something down there you've never seen before. And you better respect that!”

“Oh come on, Kate- I've got a girlfriend- I've seen cute little slits before, you can show us yours!”

My mother was to her feet in a flash. “TOMMY THOMPSON, THAT IS IT!” Before any of us could blink she had her fingers around his ear lobe, twisting it hard so he would have to follow her. “STAND UP!”

She snapped her fingers at Hank. “Get me a chair! NOW!”

The force of her voice made Hank jump to his feet, boner and all, and he ran to get another chair from by the pool, red-faced and trembling as he brought it back.

We all were- I couldn't believe Tommy had said something like that!

But when my mother sat at the edge of the chair and pulled Tommy face down over her lap, I gasped for a totally different reason. He was a senior, could do fifteen pull-ups and was the starting free safety on our school's football team- and now my mother was going to give him a bare butt spanking?!

He did try to fight back, but my mother did a thing where her left leg was under his stomach, her right leg was over the back of his legs, keeping them trapped, and her left arm was holding one of his arms twisted behind his back, making him totally helpless. How had she done that so fast? It was like some magic Mom kung-fu!

“Oh no,” Mrs. Barros laughed quietly into my ear, “someone's going to get it.”

“Do you think it's okay to say things like that to your elders?!” my mother demanded of the shocked and face-down Tommy. “Or to a woman?”

His eyes were big as he realized, this was happening. “NO ma'am! I'm sorry!”

“You WILL be!”

Her hand started falling on Tommy's unprotected ass, fast and without mercy. Each spank sounded like a slap to the face and made the much stronger boy buck against her leg. In the blink of an eye she had given him five, then ten hard spanks.

“Tommy Thompson, if I EVER hear you refer to what's between a woman's legs as anything OTHER than a BIKINI ZONE,” she yelled, still spanking him, “I will CALL your mother and have her spank you like this, EVERY DAY FOR A MONTH!”

Tommy's voice was getting higher pitched- his butt must have started to hurt! “You won't Mrs. Gainer! I'm sorry!”

“We'll see! A hundred to go!”

“NO!”

Watching my mother vent her anger on Tommy's bare butt, her hair flying, her cheeks flushed, her lips set in a grim straight line, was absolutely terrifying.

And so, so erotic.

Her full, bikini-clad breasts jiggled with every stroke. The muscles in her bare arms and legs stood out when she strained, making me realize just how fit my mother was. And seeing Tommy, cocky Tommy, so totally under her power, helpless to stop her spanking him...

“Jeff!” Mrs. Barros chuckled into my ear. “Are you getting harder, watching your mother give a spanking?”

And her hand was in my lap, sliding two fingers up and down my rock hard erection!

I gasped and looked at her, my shocked face inches from her smiling one. “No!”

“It is not right for little boys to have such thoughts about their mothers,” she laughed, still lightly toying with my boner. “It will get you in trouble.”

The incredibly attractive older woman from next door was playing with my cock! The woman who I could barely talk to without stammering as I got our mail, the woman whose nude form I had masturbated to for so many years in shame- she was stroking my cock!

She was barely touching me, but my balls had already begun to tighten!

“Mrs. Barros- please!”

“I know you used to watch me in my backyard,” she chuckled, as my panic started to rise. “Kate told me how you developed a sudden fascination about going up to your hot, stuffy attic every summer, just after I had moved in.”

She knew!

As had my mother?!

My balls were tingling, my dick throbbing!

“I had to tan nude, for a competition I was entering, but after your mother told me how drained you looked, coming out of that attic each day, I had to resort to the tanning beds at the gym!” she laughed, still lightly stroking me.

My mother had known how often I had masturbated that week, and she and Mrs. Barros had laughed about it- probably while sipping coffee at our kitchen table!

“Oh god! Oh GOD!”

I was cumming!

And not gently, but like a geyser!

Mrs. Barros laughed and tipped my penis back towards my body as she stroked, painting my chest, neck and chin with the huge cumshots spurting from my cock. I think some even got on my cheek!

“Aaahahhhhh!”

She laughed as I came, sitting on her lap, stroking me with two fingers faster near the end as I squirmed and kicked my legs, unable to stop her. She wiped her sticky hand on my leg and then gasped, as convincing as any movie actress. “Jeffery! What have you done?!”

My mother looked up from spanking a blubbering, begging Tommy Thompson, to see me gasping and red-faced, covered in my own cum. “JEFF! Did you just- oh my goodness!”

“I barely touched him,” Mrs. Barros laughed, pushing me off her lap. “I was just adjusting him as he watched you and-”

My mother covered her mouth as she laughed, fully and deeply. “Jeff! Did you cum from watching me spank your friend?!  In a bikini?”

I gasped like a fish out of water. I was covered in cum, in front of my mother and all my friends!  And they all thought I had spurted prematurely!

Behind me, Mrs. Barros squeezed my butt, where no one could see. “Say yes, and I may enter a few more competitions this summer,” she whispered. “You and I can tan together.”

“Jeff!” my mother demanded, pushing Tommy off her lap and standing up, hands on her hips. “Answer me!”

Her face was still flushed from Tommy's spanking. Her hair still a little mussed, she was still breathing hard. And her blue bikini top had jiggled lower during the struggle, her huge breasts were on the verge of spilling out- her nipples were almost showing!

I couldn't! But to see Mrs. Barros nude again-

“Yes!”

She snapped her fingers, which sounded like a gunshot. “Wipe off that cum and get over my knee, you dirty boy- you're getting twice what Tommy got! And harder!  Let's see if you think a spanking is sexy then!”

***  THE END***

(Just a little update, I just started writing "SPU 3.4: A Different Kind of Magic" and it will be a BIG stretch to get it out before its end-of-April release date, but I had to rewrite the above story like ten times before I got it to where I want, so I hope you guys will give me a little leeway!  Thanks, P. F. Dee.)