My Son's Best Friends

I led him towards the stairs as the three remaining friends began to chat excitedly amongst themselves.

Poor Ben shook terribly as I led him into my bedroom and closed the door behind us. I turned, and he stood, looking pale and very scared. I slid my arms around his neck and looked into his eyes.

“Relax, Ben. This is going to be fun. You have nothing to worry about.”

Then I kissed him and soon realized that he knew nothing about kissing. I spent a few minutes showing him how to kiss and what to do with his tongue. Then we lay down on the bed, and I stroked his back as I let him explore my body. His trembling fingers felt nice as he gently caressed all over me. I explained about my nipples and how sensitive they were. He loved it when I let him lick them. And I stroked his hair as his lips worked on my nipples.

I moaned as he played with my clit after I’d explained where it was and how much women enjoyed it being played with. He enjoyed it when he slid his finger inside me; he felt pussy for the first time. I kissed him once more and whispered.

“It is time, Ben.”

He knelt between my legs and looked down at my pussy. I held my lips open for him, and he guided his cock between them. He closed his eyes as he slid it inside me, and I moaned; it felt so hard. Young guys' cocks get so damn hard. He was in, and he started to thrust when he cried out.

“Oh, God, no!”

I felt him erupt inside me, and he collapsed on me. He was devastated; he'd come almost straight away. I held him as he lay on me, and his cock pumped inside me and emptied his cum into me. When he rolled from me, he couldn't look at me. He tried to get up, but I held onto him.

“Where do you think you’re going?”

He looked so embarrassed.

I pulled him back into my arms and cuddled him.

“Stop it. That happens a lot. I’m not done with you yet, Ben.”

He looked at me.

“You’re not?”

I shook my head.

“You’re young. You’ll be ready again soon.”

I kissed him and then slid down his body and took his semi-flaccid cock in my fingers and stroked it gently. It was still smeared with his cum. I looked up at him as he stared at me, and then I slid my lips around the head and slid them down the shaft as I took his cock into my mouth. He groaned and threw his head back as he felt my tongue slide over his cock-head and lick down his shaft. I could feel it begin to harden almost as soon as I got it into my mouth.

My head bobbed up and down on his shaft as I sucked him and toyed with his balls. He moaned and groaned, and his fingers stroked through my hair as I gave him his first blow-job. It took only a couple of minutes, and he was hard again. I smiled at him as I pulled his cock from my lips.

“See? I told you so,” I said.

I knelt up and pushed him down onto his back and straddled his legs.

“I’m going to ride you this time. As I do, you can play with my tits.”