My best friends Mom was a real hot cougar. She dressed young for her age but she could. I felt bad lusting after her as she was my friends Mom but at eighteen the cock is in charge. How her husband could have left her I could not understand. She had amazing curly brown hair that she wore in a big loose perm and a tanned body she kept in amazing shape by jogging, tennis and aerobics. The times I had seen her following her pursuits had become staples of my jerking off fantasies. She always caught my eye when I saw her jogging down my road, or working up a sweat in front of her TV as I waited for my friend, or delivering a forceful forearm at the tennis courts. I always fantasized about her reaction when I unveiled my 12 inch long cock, placing it between her firm thighs and thrusting it home. I never dreamt that it would happen, until one late summer evening before I left for college, when I went to my pals house to see if he wanted to go for a cruise. His Mom was there, dressed up to go out. She looked fantastic in a long red halter neck cocktail dress, the neckline slashed almost to the waist emphasising her very large breasts and the hem almost to the top of the thigh. She quickly said that my friend was already at the Mall, but that she needed my help. She had dropped her car keys in the pool and was wondering if I could dive in and get them. Eager to help I went round to the pool and stripped down to my briefs and dived in. My friends Mom came out to help me find them on the mosaic bottom of the pool, and as she crouched down to point them out I got an amazing veiw up her dress, as well as a good view of her perfect breasts. In the growing darkness, and the glow of the pools lights thay looked fabulous. Of course, the inevitable happend and my cock began to press up against the waistband of my briefs and around my waist. Each time I came up for breath, my cock strained more urgently agains the wet fabric until I had trouble keeping it contained. Finally I found the key and got ready to leave the pool by the set of steps along one side of the pool. Unfortunately, my friends Mom was waiting with a towel and although I tried to hide it, my arousal was obvious. She gave me the half smile that had become so familiar whenever she caught me staring at her toned lycra clad body as it pumped and gyrated during aerobics or the white panties stretched over her firm butt when her tennis skirt flicked up. Slowly but firmly she bent slightly and took hold of my wrists and freed my cock to push past my waist band and stand throbbing at the base of my ribcage. She gave a little gasp, before composing herself and assuming her half smile again. She pushed her hand into my pant and gripped the shaft of my cock, just above the balls and began slowly pumping cooing "My, you are a big boy" If felt like I would come straight away and she must have felt my cock twitch as she then said "....and eager too" She stepped back and undoing a couple of clips removed her dress. She stood before me naked apart from black stay up stockings and a black lacy thong. She perched on the side of the jacquzzi and beckoned me towards her. As I approached she pointed at her crotch and said, "Eat me big boy" I knelt in front of her and put my face into her warm soft pussy, I worked her panties aside with my tongue and began to lick with all my might. As I did that she kicked off her shoes and began stroking the full length of my shaft with her feet. As she did so she cooed "You like that don't you sweetheart, you have been waiting for this haven't you, I used to get hot when you watched me at aerobics or tennis, oh yeah, I could see your big hot cock straining against your jeans, did it hurt ?" As she did so she pushed my face hard into her cunt so that I could only respond "mmmm, mmm, mmm". She put my hand on her breast and I could feel her nipples were erect and hard as rock. She moaned in response as I pushed my tounge deeper and deeper and her juices began to spurt out of her pussy and onto my chest. I began to thrust against her feet until i was at the moment of orgasm, at which point she firmly pulled my face away from her pussy and clamped my twitching cock with her feet. Looking deep into my bleary eyes she explained breathlessly "I must have you inside me".