Chapter 1: Nerd Gets Smothered and Fucked

Rebecca O’Neil was in many ways your typical sixteen year old girl. She went to school and got good grades and had a close knit circle of friends. She liked to gossip about all sorts of things as teenage girls are wont to do. She even had some secrets she wouldn’t dare tell anyone else. And she had yet to have her first kiss.

At the same time, her friends had told her all about some of their experiences with other boys and she would listen with awe of every lurid detail and sensational word that came out of their mouths. Especially her best friend Lauren Lash. Rebecca had known that outgoing strawberry blonde since they were classmates in kindergarten at the age of four and the two had remained fast friends despite being total opposites. By the time Lauren had turned thirteen, her body was already well developed with a perfect hourglass figure, long legs and a tight little ass with breasts that were just right, and was no stranger to dressing up in provocative clothes, proudly relishing in all the attention she got. Now at sixteen, she was captain of the cheerleading squad too.

This skinny girl in her big glasses with her long black hair was nowhere near as confident as her longtime BFF. Next to her fabulous friend, she felt like she was always the cute one but always the one that would get passed up for the hot one. Rebecca only wished she could be so lucky.

At night in the shower and in her bed, she would touch herself and fantasize about different guys she knew and saw in school and on the streets, and sometimes even Lauren herself. She was always able to bring herself to orgasm with her hands, playing with her small breasts and sticking her fingers into her wet pussy as her juices ran down her thighs until she couldn’t take it anymore. And then she would drift to sleep in absolute bliss and happiness.

Only to wake up the next morning for another day. She had enough to be happy about, she wasn’t bullied and despite her parents often being away from work, they still loved her. Nobody would suspect just how bad she wanted another’s touch. But she had a way of putting on a brave face to mask that need.

Yet despite her jealousy, Rebecca could at least relax and be herself around her. When she went on over to her house, there was nobody else there but the two girls and her mom. The father of the house had abandoned them long ago leaving the mother to pick up the pieces and start over a whole new life for her and her daughter. Sometimes she’d wonder how her friend could look so good. Then she’d look at her mom and know why.

Her mother Jessica Lash was a pure blonde. Despite being so much older than her teenage daughter, she still had it too, and sometimes Rebecca thought she looked like more of a bombshell than Lauren did. She not only had that classic beauty that you’d find on the cover of a magazine and could make guys horny and other girls jealous in equal measure with natural full lips and a beauty mark just below her eye, with a refined elegance to her which only came from wisdom and experience, usually wearing refined hairstyles and makeup that made her look like a goddess while her daughter was far more wild and free-spirited, letting her hair run loose. Rebecca being a little more shy in certain situations, realized she didn’t have much in common with Lauren at all and instead looked to Jessica as a beauty role model. She only wished she could come off as so alluring.

Not making things easier was how she liked to hang out together at Lauren’s house. With just the three of them being ladies not only knowing each other so well but also with nobody else around, they felt no shame in just walking around in their underwear. The two Lash ladies were none too shy about showing off their bodies usually showing off some underboob or even fully baring their breasts without bothering to cover up, and Rebecca could only dress so modestly between this hot mother and daughter duo. Even with how they were all good friends, she started to get a little jealous of how many people must have wanted those sexy bodies. She never considered herself a lesbian either, but she felt herself wanting them more than a little bit too.

Sometimes Lauren would be away from her home either doing after school cheer practice or just going to the mall with her other friends. Rebecca’s own parents were often out too at work. That left her idle and left with not much to do. So she’d go to the Lash household just to hang out with Lauren’s mother.

Every single time this woman would greet her still not wearing much at all. Sometimes it was better than way. This woman was a dancer when she was younger, and after retiring, her once fit muscular body immediately fell out. That left her with smooth curvy hips, a big bouncy ass and full tits any man would be desperate to start sucking. Wearing tight clothes would just accentuate how good she looked. No matter the situation, clearly she had just as much confidence as her daughter. “Hey you wanna come in?”

“S-sure...” Rebecca would say. Just the two of them alone together, she saw this woman in a totally new light. Despite there being a clear age and experience gap between the two of them, it didn’t feel nearly as big as the one between her and Lauren. She felt like the friend she never knew she needed.

She’d also help around the house with chores. Her mother was always grateful, and would give her big kisses on the cheek to show her gratitude. She especially liked it when she wore red lipstick. They were meant as small gestures of kindness, but they always made the teen girl blush beet red, these little affections touched something in her she didn’t know she needed. At this age, whenever she’d go on over, sometimes she hoped Lauren would be away so she could just be alone with her mother.

Though she didn’t mind one bit when all three of them were together. Even with how much she thought the other two ladies looked better than her, all she could do was stare at their sexy bodies, their tits and asses hanging out, moving with every step they took. She’d also make no small amount of effort to ‘accidentally’ bump into them, or whenever they were having a lot of fun, she’d always be the first person to propose a bunch of group hugs. Feeling their hands all over her, getting the opportunity to grope their tight bodies and firm asses right back under the pretense of having fun, they would always start groping her right back in ways she always wanted to be touched, jokingly pinching her nipples and grabbing her ass. It wouldn’t be too long before the whole lot of them would fall over each other and giggle all over the place.

And that would be it for her. She always got so horny that she would immediately excuse herself into the bathroom right after and play with herself, pinching her nipples and fingering her pussy, quickly cumming all over the place. In that moment of privacy, she would happily clean the juices off her fingers. She would look at her reflection in the mirror and realize what a mess she made of herself. But there was no doubting the giddiness on her face. Only for her to step right back outside and look at these two goddesses and want far more than the satisfaction of her own hands. She wondered how she’d ever step things up a bit.

Making things worse was that Rebecca and Lauren were more like sisters. Always confiding in her about some of her personal problems or whenever a boy broke her heart. They would stay up late at night talking on the phone. This time in early May with the end of the school year in sight was no exception.

“I really wish something like that would happen to me soon,” Rebecca would sigh. “I’m sixteen years old and I still haven’t gotten with a guy yet!”

“Girl you’re lucky,” Lauren said. “You have no idea how much of a pain guys can be.”

“You ever think about ... I don’t know, trying something with girls?” she said, giggling to herself. That was just a joke but she craved physical touch and Lauren was one of the few people she could trust perfectly.

“I only wish, right? Sometimes I wish I was gay. My mom once told me she had a bit of a phase back when she was younger. I just wish I could quit guys, you know?”

“Yeah...” Rebecca said, her voice trailing off.

“Don’t worry, I’d never choose a guy over you. You’ll always be such a good friend to me!”

“A good friend, huh?”

The next day Rebecca went to the Lash house. She was hoping to find Lauren but her mother answered the door. Just as ravishing as before, she could only stare at this woman, she was only wearing a set of elegant robes which hung loose to reveal her cleavage popping out short of showing her nipples and so much of her legs. Her long blonde hair had just been curled and was flowing down her shoulders. Rebecca blinked hard at the sight of this elegant beauty before her.

“Oh hey,” she said said. “You just missed Lauren. She went to the library to study. Apparently you two have a really big test on Wednesday?”

“A math test. Yeah, it’s tomorrow...” Rebecca said listlessly, distracted by her beauty. It was true, there was a math test, but the bespectacled girl knew she would ace it no problem, math was her speciality. But she was thinking of other things then. After hearing right from Lauren that this older fox once had a lesbian phase, she saw her in a whole new light. She was staring at her chest, wondering just how good those nipples underneath that silky robe would taste. Then she caught herself and said, “Right!”

She looked at Rebecca quizzically, confused by that response. Even with how big those glasses were, she was definitely sure the other girl was staring at her chest and didn’t know how to respond. She wanted to change the subject. “You sure you shouldn’t be studying for it, too?”

“I already have. I just wanted to take a break for a bit...”

“I can drive you over to see Lauren if you want. I’m sure she could use all the help she can get.”

“No actually, I just need some time to myself to sit and recover. I just studied a whole lot and my brain is all messed up!”

That confirmed it. She knew exactly why this girl was here. Jessica gave her a smile that was so sweet Rebecca’s heart leap right up in her chest. “Oh okay. Sure thing sweetie.”

Rebecca went inside and the door was shut behind her. With just the two of them, the girl wasted no time in getting her clothes off so she was only wearing her bra and panties. It was a move to relax, especially in this warmer weather, as much as it was bait. Then she lay down on the nearby couch and closed her eyes.

It had been a half hour since she closed her eyes when she felt something touch her legs. She thought it was just the cool air at first coming in from the open windows, but then she realized the feeling was too consistent and soft to just be the air. Jessica was feeling up her legs with those soft hands of hers, moisturized to perfection.

It was gentle at first. The older woman didn’t know if the teen girl would awaken anytime soon. So she made her movements slowly and deliberate just to test the waters. She also lightly blew on the thighs and watched every pore on her skin come to life. If Rebecca woke up, then she could always play the card that she just wanted to help her relax a bit.

But as time went on, she sped up the pace a bit. She still intended to fall back on that massage excuse if the young girl woke up, yet she was intent on putting caution to the wind. She kept looking up at the sleeping girl, thinking just how cute and helpless she looked, and grinned a bit to herself, wanting to make it so much worse. In the back of her mind, all she could think about were those little ass grabs and the ways she would ‘accidentally’ touch her tits. There was nothing subtle about what Rebecca had been doing. Jessica hoped she was right about this one.

And Rebecca couldn’t believe it either. Her little gamble was paying off. She was actually being touched like she had always wanted to all this time, by a woman who had known her since she was little. Now that the plan was being set into motion, she felt more than a little trepidation. But just as she was nervous, she was far more excited too. She couldn’t wait for what would happen next.

When those hands reached her panties, the palms slid onto her crotch. She was touching Rebecca slowly and sensually, nothing at all like she had played with herself at night. It was so erotic and tender that even though it wasn’t as strong as an orgasm yet, she couldn’t contain a small moan escaping her lips. She looked right up at the teenager, hoping she hadn’t awakened her yet.

Rebecca sensed the tension too. She didn’t want to disrupt the moment at all. So she just murmured slightly and turned her head over like she was just shifting in her sleep. She wasn’t disappointed when she felt those soft hands massage her pussy again, this time with a little more force.

As that was happening, she felt those full lips kiss up and down her legs too. It felt so good having her body worshipped like that. She felt like a queen.

Then she felt those same hands grab the hem of her panties and slowly pull them down. Jessica herself was left a little bit in awe at the sight of the girl’s naked vagina. Her dark pubic hair was already damp. To test her again, she slowly inserted one of her fingers into that pussy. It was tight and wet as she had hoped for, but there wasn’t much of a noticeable reaction from the teenager. To the contrary, she was liking it just fine, but she would dare not disrupt this wonderful moment.

Feeling ever bolder, she moved her head forward and stuck her tongue inside her pussy for the first time. This time Rebecca did moan out loud.

Jessica looked up startled. The girl was looking back at her with her eyes opened. The older woman was about to say something when Rebecca just turned her head and nodded her head. Understanding implicitly, she resumed her cunnilingus.

Now with all pretense over, she enthusiastically ate out that pussy. Rebecca could relax a bit more too and embrace the new pleasures washing over her. She even started playing with her tits a little bit as the tongue writhed in her vagina more and more. She had wanted this for so long and now she was having it.

This MILF wasn’t going to let her off easy either. Still eating that teenage twat, she grabbed the girl’s hips and forcefully moved her back and forth in a display of pure domination. Every single second her tongue was still rocking her pussy. Rebecca had only begun to take charge of her sexual pleasure by playing with her small tits, but being moved so roughly like that quickly shook her out of that moment of self pleasure. She had to hold down onto the cushions on the couch to remain steady.

Jessica chuckled. She ate that pussy out with a renewed ferocity, stirring her tongue up inside Rebecca’s cunt in and out as far as she could go and with so much force that the teenage girl almost felt like she was getting fucked by a giant dick, if she knew what getting fucked by a dick was like. It was so intense that she started moving her hips on her own, slamming her cunt right up on the older woman’s mouth.

Still eating that pussy, she intended to finish her off totally. The whole time the girl was getting her snatch eaten out and leaking her juices all over the place, her clitoral nub edged out of the hood under the mass of black pubic hair. She noticed it too and took her tongue out of that vagina. Rebecca barely had time to breathe as her pussy snapped shut only to feel those full lips wrap around her clitoral nub.

She was screaming at the top of her lungs at that point. The nub was getting sucked on at a fast pace and if those hands weren’t still holding her hips, she would be thrashing all over the place on the couch. Even then she was still jerking her hips up and down, moving all over the place. But she didn’t care. She was going to cum soon!

When she came, she could only sigh weakly. Her throat was hoarse from all her screaming and her body was shaking all over. But it was easily one of the strongest orgasms of her life. Her juices were flowing out of her snatch and the older woman was more than happy to lick up the delicious juices to her heart’s content. As she did so, she massaged the young girl’s inner thighs, wanting to make it easier for her to adjust to that climax.

When she was done, she looked up and stared at her. Rebecca’s head was laying to the side, her cheeks flushed, and she weakly panting. Even in the throes of that intense release, she felt that gaze on her. She looked down at her.

This woman she had known as a child and long admired didn’t look so dignified anymore. There was a predatory look in her eyes as she stared down the teenager, and she licked her lips of all that pussy juice in a lewd grin. But in the midst of that orgasm with what that look was promising, Rebecca wasn’t scared at all. She raised herself up, ready for what was to come. She wanted more.

Then Rebecca looked out the window. She saw Lauren walking on the sidewalk and into the driveway. The mother saw the alarm in her face and looked back too. Quickly, Jessica moved away from her so the situation would look normal.

When Lauren stepped inside, the two of them were standing away from each other, looking a little nervous. Rebecca already got her underwear back on. The daughter caught onto that vibe between these two. “Is something the matter?”

“Um...” Jessica started awkwardly.

“Um no, I was just going,” Rebecca said. “I realized I’ve studied for some parts on test but not all of them.”

“Oh yeah, I think I can help out...” Lauren started.

“No I really think I should do this one on my own!” Rebecca said and then was out as soon as she got in there. Jessica looked at the girl running outside and saw she was still just in her underwear. She grabbed up her clothes and opened the door.

Her movements were still awkward. Her legs felt like jelly since cumming, and with every step she felt like she might collapse. But she was feeling so many emotions in those few moments and needed to excuse herself from that situation. She didn’t want anyone else finding out what happened.

“Rebecca!”

The teen girl stopped in her tracks. She looked back at the vixen behind her, holding her clothes in one hand. She suddenly realized just how naked she was and bashfully ran back to the cougar who just got a mouthful of her pussy. It was to get her clothes back but she also was hoping for something else too.

“Thanks Miss Lash! I um...”

“You should really put them back on. You’re out in public, dear!” That statement embarrassed Rebecca so much she didn’t even notice the other woman was not taking her own advice. In that robe with nothing else on underneath it, a stray gust of wind would easily blow the fabric aside and reveal her big puckered nipples for all the world to see.

“Oh, right!” As she was putting her clothes back on, the older woman sighed disappointingly seeing all of that exposed skin disappear right before her eyes. “So I guess I’ll be going home now.” She turned to go.

“You tasted delicious.” That got her attention and she looked back at this woman who had known her since she was small.

“What? Um...” She turned away and blushed profusely.

“And if you want, I can visit you later tonight. I’ll just tell your folks that I need to know a thing or two about math from you to help my dear daughter study.”

“Oh um ... sure...” Rebecca realized this fox who ate out her pussy was still just wearing her robe with nothing else underneath. But she showed no embarrassment whatsoever to her situation. The teen girl on the other hand was still a little bashful from everything, and was looking down and away from her confident gaze. That just put her eyes squarely on her rack, heaving with every breath she took.

“Then it’s a date.”

“Oh ... okay, wow!” She couldn’t suppress the nervous smile on her face and was giggling uncontrollably.

“Run along dear. I have to get dressed.”

“Yes Miss Lash!”

With that, Rebecca happily scurried off back home.

That evening, Rebecca could barely concentrate. She was poring over her math textbook. But deep down, all she could think about how good it felt to get her pussy eaten out, and that seductive promise made to her. Every second felt like forever and she kept checking her wrist watch.