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When I was 14 years old my neighbor Mrs. Tillman asked me to come over and help her move some boxes in her closet. I had always had the hots for Mrs. Tillman because she was a very attractive woman. She was white and around forty-eight years old, about 5'10 with auburn hair. She had a big fat ass with wide hips, and a nice set of plump tits that I would have loved to stick my face in forever.

When I got to her house that day she was wearing a short blue skirt and a sweatshirt. "Thanks for coming over to help me out Will, this won't take long," she said. She was such a sweet women, and I knew she would give me at least twenty bucks for helping her out.

When we reached upstairs we went straight into her bedroom. I had been in her home plenty of times, but never in her bedroom before. It was a real nice room. Everything was pink and white.

Mrs. Tillman's closet was huge. I'd never seen so many cloths in my life. The huge walk in closet was as big as my bedroom. I guess she had already set up, because there was a 6 ft. ladder already set up in the closet.

"Will, I want you to hold the ladder while I pass you some boxes ok?"

I said, "ok."

She started heading up the ladder. When she got almost to the top step, she started fumbling boxes. That's when I noticed she wasn't wearing any panties. My heart started pounding, as I stared at the thickest white ass I had ever seen. To me her ass was perfect, just how I had imagined it when I jerked off while thinking about her. I could see just a little bit of her pussy mound.

My cock started to swell up big time. When she spread her legs and reached for a box at the very top of the closet I saw it all, her pussy was fully exposed. She had a very thick bush, it was fat and hairy.

I was frozen. This was the first real live pussy I had ever seen. Then all of sudden she said, "Oh my GOD! Will, don't look up, I forgot to put on my panties." She looked down at me and saw me looking right up her dress. I have never seen anyone come down a ladder so fast.

When she was down she was right in my face. She was very angry, I don't know if she was mad at herself or mad at me. Mrs. Tillman looked me dead in my eyes and said, "Were you looking up my dress Will?"

"Umm no Mrs. Tillman," I said with my best innocent face.

"I know your lying young man, tell me the truth," she said.

I was so embarrassed. I was a little afraid from the tone in her voice.

"Well what did you see little boy?"

I was busted if I lied she would know. I slowly lifted my head and said, "Everything."

She then said, "I'm going to tell your mother."

I knew I was fucked. About two weeks before my mother had caught me looking up my older sister's dress when she was lying on the couch sleeping. She'd told me if I ever did that again she was going to give me a beating that I would never forget.

"Please Mrs. Tillman don't tell my mother, I'm very sorry, it wasn't my fault I couldn't help it. Its not my fault you forgot to put on your panties."

She replied, "Well even though I forgot to put on my panties, you should have at least shown me some respect and not looked up."

I was so scared, I prayed that she would not tell my mom. I needed to make a deal with her, and then maybe she wouldn't tell my mother.

I said, "Please Mrs. Tillman don't tell my mom, I'll do what ever you want me to do to make things right, I'll cut your grass for free all summer."

Then she stepped back and looked down at my crotch. She gasped, with her hand over her mouth. "Oh MY GOD! You even have an erection!" she cried.

She was right, my cock had not lost its will, and it was still bulging out. I was really embarrassed. I just stood there. It was quiet in the room for a moment. Then she said "Ok Will, I'm not going to tell your mom this time."

I was finally able to take a breath of relief. I guess I'll be cutting her grass for free this summer, so I thought.

Then she said, "But I'm going to have to teach you a lesson young man."

Oh shit! What the hell is she talking about?

"I'm going to teach you a lesson about sneaking peaks at people. I want you to pull your pants off right know little boy."

I was stunned, did she just say what I thought she said. "But Mrs. Tillman..."

But before I could say another word she said, "No buts little boy, you pull your pants off right now or I'm going over to tell your momma that you're a little pervert!"

I was more afraid of my mother then I was of her, so I slowly pulled my pant down. Mrs. Tillman stepped back a few step and folded her arms watching.

After I pushed my pants to the ground, I stood straight up with my hands in front of my crotch trying to hide my still growing cock.

Then she looked at me and said, "the underwear too!"

"But Mrs. Tillman..." I said.

An angry look came across her face, "I didn't have any underwear on, and you looked at me! Come on little boy I don't have all day," she said.

Out of fear I slowly pulled my fruit of the loom underwear to my ankles and stood there with my hands over my now naked crotch.

She said sternly, "Move your hands away so I can see."

With no fight left in me, I moved my hands to my sides and my eight-inch black cock was pointing straight at her. Her eyes locked onto it. I felt my body getting really hot all over. She just looked intently at my dick.

Now instead of being scared, I was even more aroused then before. My cock seemed to have a mind of its own, it started to pulse, and move all by itself.

Mrs. Tillman said, "Why is your thing moving around like that boy?"

"It does that all the time," I mumbled.

Then she said in a much softer tone, "You sure have a big one for a boy your age."

I kind of felt the attitude in the room change. Then she walked over to me and said, "Did looking up my skirt cause you to get like this little boy?"

I said, "I can help it, my umm.... thing gets hard all the time." With that I felt her hand wrap around the shaft of my cock. A soft moan escaped my lips, it was so strange to have this happen.

In what seemed like a few seconds the whole situation had changed. Mrs. Tillman slowly moved her hand back and forth; ever so gently she pulled on my cock. For the first time in my life, someone else was touching me.

I looked up at her and then she said, "My god boy, its so hard, does it hurt?"

"Yes maam,"

Then she said, "Do you like it when I rub it little boy?"

"Yes maam."

Her hand was so soft, much softer then my own. Then she said in a very sexy voice, "That's what you get when you look up an old lady's skirt little boy," as she continued to stroke my cock.

Mrs. Tillman then asked me, "Do you jerk off little boy?"

"Yes maam," was the only word that could come out of my mouth. I was totally lost, I started sweating. It felt like it was 110 degrees in that closet. I just closed my eyes and relaxed against the wall while she stroked my cock.

Then I felt something warm and wet engulf my dick. I looked down and Mrs. Tillman was kneeling in front of me and sucking on my cock. Her mouth was warm and wet and I could see my black cock sliding in and out between her pink lips.

After a while she pulled my cock out of her mouth and asked, "Do you like that, you nasty little boy?"

"Oh yes Mrs. Tillman, that feels really good, I never thought it would feel this good."

She then licked the shaft of my cock and started to tickle my balls with her wet tongue. I could hear the slurping sounds that her mouth made as she sucked my black cock. I was in heaven. I knew I wouldn't last much longer.

I guess she felt the same way because she started really sucking my cock a lot faster. I put my hands on the sides or her face and started to hump her face. The sound of her moaning with my cock in her mouth, and the slurping sounds of her saliva coating my thrusting dick sent me over the edge.

"Mrs. Tillman I'm cumming!" I shouted.

She grabbed my ass and pulled me deeper into her throat. My cock exploded sending a big thick blast down her throat, blast after blast of hot cum shot out of my dick. It felt like I would never stop cumming. I shot so much cum into her mouth that it started to overflow and run down her cheek, it was thick and heavy looking. Big goops of cum were leaking out of her mouth and landing on her sweatshirt. It was really cool to watch.

It took me a moment to catch my breath. My cock was all shiny, cum still slowly oozing out of the head. Mrs. Tillman continued to suck on my black cock, licking the last bit of cum of it.

"Did you like that little boy?" she asked.

"Oh yes Mrs. Tillman, that was great, thank you so much."

Then she said, "damn Will, your still hard as steel!"

"I'm sorry Mrs. Tillman, I can't help it, you're such a beautiful women." Then I said, "You're the most attractive women on the block. I've always found myself excited around you.

She replied in a soft voice, "You're just saying that Will, I'm an old lady. There are a lot of pretty girls around here."

I said, "You've always been so nice to me Mrs. Tillman. When we first moved into the neighborhood, the other white people wouldn't even talk to us. You're the first white person to except my family into the neighborhood."

She started stroking my cock again, and then she looked at me and said, "I always knew you liked me Will, I could always tell by the bulge in your pants."

It took me a moment to realize what she just said. I thought to myself, "She set me up, she knew she wasn't wearing any panties when she went up that ladder." Mrs. Tillman set me up big time. The thought of this women going through all this careful planning to seduce me, energized me even more. "Will come here, lay down on the floor."

I took a few steps forward and laid down on my back, right there in the middle of the closet. I didn't care anymore about anything. Mrs. Tillman could do whatever she wanted to me. My cock was sticking stiffly out into the air. I couldn't wait to see what she would do next.

She started pulling my pants completely off. Then she crumpled up her skirt and straddled me.

I was on fire, I could feel her warm body sitting on me, her flesh was so soft. I could feel her pussy hairs on my abdomen. My cock started to pulse again. She bent forward and gave me a very soft passionate kiss on the lips. It felt magnificent.

She pulled her face about 5 inches from me and started to smile. That's when it hit me. I truly treasured this woman. Without saying a word almost like she could read my mind she gave me another deep passionate kiss. I wrapped my arms around her and just sucked her into my soul.

We kissed passionately for a few minutes. I could feel her pussy heating up, and getting moist. Then she put her cheek next to mine and whispered in to my ear, ever so softly, "Do you want to fuck me little boy?" (I love it when she calls me little boy)

"Oh yes I would like that!" I was burning up with anxiety.

She slipped her hand down between our bodies and wrapped her fingers around my throbbing black cock, and brought the tip to the entrance of her pussy. I could feel the intense heat of her pussy on the tip of my cock. Her sweet pussy was dripping pussy juice now.

I think she was enjoying watching me suffer, because she had the most devilish little grin on her face. "Would you like to stick your cock in me now little boy?" I asked.

"Oh yes, please I can't wait any longer, PLEASE!"

Mrs. Tillman then said, "Tell me little boy, tell me you want to stick your cock in my pussy."

"Yes, yes Mrs. Tillman, I want to stick my cock in your pussy, please let me stick it in, please!" I begged.

She continued to stroke my cock. I could feel the outer lips of her pussy massaging the tip of my cock. For a second I thought I was dreaming, but when I felt the warm, wet, silky folds of her pussy push ever so slightly against the tip of my throbbing cock, I knew I was awake and this was not a dream.

She then said, "I need to hear it again Will, tell me you want to fuck me, say it baby, just say it again."

I looked into her eyes and said, "I need you Mrs. Tillman, I want to fuck you, please let me fuck you, please let me fuck you." I kept on whispering, "Please let me fuck you," over and over again. I guess that did it for her because, the next thing I felt was my cock sliding deep inside her body.

The warmth of her inner flesh was incredible. She was soaking wet and so hot. When my cock was all the way in she let out a soft moan. She looked at me and said, "Do you like that, does it feel good little boy?"

The only thing I could say was, "Yes Mrs. Tillman your pussy feels really good."

She started to slowly move back and forth on my cock. I could feel her pussy squeezing my cock, as she road up and down on it. Mrs. Tillman had her eyes closed while she fucked me real slow. She looked like she was in another dimension, lost in another sexual world. I thought to myself "How many guys actually get to fuck the women of their dreams?"

Then she increased her pace. And soon she began bouncing up and down on my cock like a wild women. Then I felt her pussy contract around my cock, and she started to shake violently. Mrs. Tillman bent over and began to kiss me even more passionately then before. I don't know what possessed me; I put my arm around her waist, and rolled over. Now I was on top. I broke our kiss and said, "You just fucked me Mrs. Tillman, now I'm going to fuck you."

Then I slammed my cock deep into her sweet pussy, and started to pound her pussy like some kind of caged animal. Finally I was the one in control, and man did it feel good.

She was moaning so loud. Thank god we were in her closet. Her pussy was leaking so much pussy juice; I could feel her sticky goo on my balls. For some reason I can't really explain I grabbed her by her ankles and spread her legs as far apart as I could. She had a huge wingspan with the juiciest pussy in the middle.

I watched as my big black cock disappeared and the reappeared from her delicious pussy. That's was all I could take. "Oh Mrs. Tillman I'm gonna cum, I can't hold back!"

"Do it baby! Cum in my pussy! Harder baby, harder, cum deep in my pussy! Fuck me little boy!"

When she said, "come in my pussy little boy" I exploded into her, I couldn't help myself, I shot my load deep into her womb not caring about anything else but getting off in her.

She started screaming, "Yes. yes. YES! Do it, do it, cum baby, cum, cum."

My cock kept on spewing cum in to her body. Her pussy was doing things I hadn't known were possible. It felt like her pussy was sucking my cum from deep within my balls.

Finally breathless I sat back on my heels to catch my breath. Then it happened, I watched my thick hot cum slowly start to leak out of her pussy. Thick globs of white gooey cum leaked out of her pussy and down the crack of her ass. I bent over to her and gave her a passionate kiss. Then I whispered into her ear, "Thank you Mrs. Tillman, I love you." She said to me, "I love you to Will, I always have." Her words were soft and tender. For the first time in my life I felt like a man.

Then she said, "Will you know what we just did was wrong in the eyes of some people, and you must promise me that you'll never tell anyone. I'm an old women, and I could go to jail for having sex with you."

I said, "I promise Mrs. Tillman I will never ever tell a soul."

Mrs. Tillman got up off the floor and headed into her bathroom. I sat back on my heels looking down at my slimy cum coated black cock, feeling like a grown up. Then I heard the shower running from the bathroom. Mrs. Tillman yelled over the sound of running water, "Come in the shower and get cleaned up little boy before your mother comes looking for you."

Her words brought me back to the reality that.. I was still a little boy.

THE END


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