Another Time, Another Place

"Yes," he replied, the single word spoken breathlessly.

"Craig," she repeated in that same tone, "would you like to spend the night here ... with me, I mean," she added with a pause that seemed an eternity before she clarified her statement beyond any misunderstanding.

"Oh God, yes!" Craig replied as he kissed her again, his mouth crushing against hers.

-=-=-

Craig was a long way from being a virgin, going back to his senior year of high school in fact. Yet, as they continued to trade kisses, he suddenly felt like he was one again. In that moment, his mind flashed back to the first time he'd thought of Kay Parkes as a woman, and not just one of his friend's mother. Even after all these years, he could remember the exact day and hour of that change.

It had been a hot August afternoon, during which he, George, and a few girls they had invited over, were cooling off with a dip in the Parkes' backyard pool. Afterwards, they had been relaxing around the patio table, discussing the things teenage boys and girls discuss when Mrs. Parkes had appeared with some snacks and casually mentioned that if they were done with the pool she was going to make use of it and also cool off a little.

George just as casually said they were finished swimming; his attention focused more on Betty Arnold sitting to his right than his Mom. Craig remembered turning away from Jenny Miller on his left to see that Mrs. Parkes was wearing a blue terrycloth robe. He continued to watch her for the half a minute it took her to walk over to the pool and, before diving in, drop the robe over a lawn chair.

The bathing suit the thirty-eight year old wife and mother wore that afternoon had been a simple one piece, the kind one might expect of someone her age. True, the front displayed a good amount of cleavage, but compared to the tiny bikinis the girls at the table were wearing, or almost not wearing as the boys liked to think of them, the single piece might as well have been a nun's habit.

It wasn't until a short time later, after Mrs. Parkes reemerged from the pool, that Craig changed that opinion. Now totally soaked, the material of the suit clung to the brunette's body like a second skin, highlighting every curve and more noticeably, the thick erect nipples in the center of her breasts. Up until that moment, he had never noticed that any of the older women around him even had nipples, much less ones as large as Kay Parkes's.

It didn't matter that both of the teenage girls at the table had exhibited similar displays after their own time in the pool; on them it was a common and expected sight. On the older woman, Craig couldn't keep his eyes off them, especially not after she stretched out on the edge of the patio to dry off and enjoy the afternoon sun. The recliner she'd chosen to use was directly in Craig's line of sight. From that day on, Craig had never been able to look at his friend's mother and not remember what her nipples had looked like on that day.

As they continued to make out on the couch, their hands explored each other's bodies. It hadn't really been a conscious thought, merely a reflex action to do what came naturally. It was only when Craig realized that his open palm was pressed against those very same breasts he had long admired that he reacted, suddenly pulling back with enough force to startle Kay.

"Craig?" Kay said, not sure what had just happened. "Are you okay?"

At first, the young man didn't response, still trying to sort it out himself.

"Craig, I asked if you were all right." he finally heard Kay Parkes asking.

"I'm fine, just fine," he smiled, "I guess I just felt funny for a moment."

"Are you sure that you're okay?" she repeated, holding his hands in hers as she finally realizing what had happened. "Because we don't have to do this if you have the slightest hesitation or..."

"Oh no, I want to do this," Craig quickly interrupted. "You have no idea how much or how long I've wanted to do this."

"All right then," Kay smiled, holding his hands for a moment more before letting go. "Nevertheless, I want to make sure you understand that you don't have to be ashamed of putting your hands anywhere you want on my body. I want you to touch me, in all the ways that a man touches a woman. Because that's what you are now, a man."

Craig smiled as he slowly nodded his head in acknowledgement.

As if to accent her words, Kay reached up and undid the remaining buttons on her blouse, causing it to fall open and reveal the large bust beneath, held in check only by a half-bra that had obviously been designed more to put its contents on display than to conceal them. Then, again taking one of his hands in hers, she guided it beneath her shirt, pressing it against the exposed part of her skin.

"See, just like any of the other girls I'm sure you've touched," Kay laughed softly. "Nothing different about it at all, except that maybe time and gravity has had a little longer to work on it than what you might have been used to."

Feeling the warmth of her flesh in his hand, Craig took a deep breath. Back in high school, he would've killed for an opportunity like this, never mind what George might have done to him had he ever tried it. However, Kay had been right when she said that he was no longer a teenager, and those few years made all the difference in the world.

She was wrong, he decided, when she said it wasn't any different than any of the other girl's breasts he had held. Aside from their size, which was another thing Kay had him common with her porn star namesake, the rounded globe in his hand was real, totally natural. Julie Madison's breasts had been just as large, but it hadn't taken him long to discover that they had also been surgically enhanced. Once he realized that, he'd lost most of his interest in them.

The awkward moment behind them, their lips met again in a kiss and Craig began to massage the soft flesh in his hand. His thumb rubbed against the still covered nipple, causing it to grow hard against it. At the same time, Kay's hand had returned to his upper leg, quickly moving upward until it rested once more against his reawakening manhood.

With what almost seemed a practiced skill, Kay one handedly undid both his belt buckle and the zipper to his pants, much like the way a guy might just as easily worked the clasps of a woman's bra. Never pausing in her kisses, she slipped her hand down his pants and closed her fingers around his cock.

Craig let out a loud breath of air at her touch, one cut short by another kiss. Her fingers gently glided down his length, cupping the even more sensitive flesh of his balls before working their way back up again.

"Feel good?" she asked, pausing long enough to ask and wait for an answer to her question.

Craig of course answered in the affirmative; after all, a guy would have to have been a complete moron to say anything different. Kay closed her grip a little tighter and began to gently pump his cock up and down. An action that sent tiny jolts of excitement racing through his body. Kay smiled as she watched the reaction on his face, giving it a few more tugs before withdrawing her hand completely.

"Why don't we give Mr. Happy here a little more room to breathe?" she suggested, and she tugged on his pants, pulling them down just enough to do just that. Craig had been wearing boxers so it was easy to pull them down at the same time.

Craig looked down and in the moment before Kay again closed her hand around it, saw that his cock had grown to its full length and now stood quite erect on its own. He also realized that he was no longer embarrassed in the least.

Kay picked up where she left off, starting a conversation with him while she played with his cock, acting as if it was the most normal thing in the world. That the subject of the conversation was the matter in hand, so to speak, made it anything but.

"You know," she said, "back when George first began to bring you and his other friends around, I sometimes used to wonder what some of you were like, cockwise I mean. Where you big, small, or really big? Not that my late husband was lacking in that department, but I was just curious. Aside from Jim's, I'd only seen two other cocks in my life up to then. I'd seen pictures of course, that's really not the same, is it?"

"I guess not," Craig agreed, not sure what else to say as her fingers continued to play with his cock, the pleasing sensations from which were spreading out across his body.

"And I know that some of you were looking back at me," she went on as she again picked up the tempo, "and while I'm sure some might have considered it wicked, I enjoyed having you look. You did like to look, didn't you, Craig?"

"Yes," he admitted, again feeling almost embarrassed as he did.

"I knew you did, but it's nice to hear you say it," Kay smiled as she quickened her manipulation even more. "When I was young all the boys used to think I had great tits," she continued. "Do you think I still have great tits, Craig?"

"I think they're beautiful," he said, looking down at the barely restrained globes only a short distance away.

"Then why don't you undo my bra and get a better look at them?" Kay replied.

Craig reached out and quickly found the small clasp in the front that held the twin half-hemispheres together. It quickly came undone and her bra fell open, leaving her large mounds to fall into his hands. His first thought was how heavy they were, then how soft and warm. All of those were quickly superseded however by the now unrestricted sight of her oversized nipples, both of which stood out firm and hard.

He gently squeezed both mounds and as he glanced back up at Kay, the smile on her face reflected his own. Then, without further delay, he lowered his head to between her breasts and after kissing each of them, closed his mouth around the nipple to his left.

"Mmmm," Kay moaned as she felt the wetness of his tongue swirl around her sensitive tip, even as the softness of his lips massaged the flesh that surrounded it.

Lost in what he was doing, Craig didn't notice at first that the pace of Kay's ministrations had slackened. When he did he realized that obviously Kay didn't want him coming to a climax just yet, which he had just been on the verge of. If he had, he knew from experience it would only have been a temporary interruption in their play. Still, since he was more than happy to let her control what was happening, he was more than content to concentrate his attentions on the bounty at hand, or more precisely mouth.

And concentrate he did, working his mouth back and forth across first one breast, then the other, using his hands to accent the work of his tongue and lips. The spreading warmth across Kay's chest was reflected in an increased moisture between her legs, one that cried out for attention as well. A demand that she put aside for the moment, knowing full well that it would be attended to soon enough.

Releasing her hold on his cock, Kay held the sides of her breasts and pressed them forward, trapping Craig's face between them. He reveled in the soft warmth of the flesh engulfing him, covering all that he could of it with a mix of soft and hard kisses, coupled with the occasional lick. Turning his head in each direction, he gave each nipple a final kiss, then reluctantly watched as Kay withdrew the fruits of her bounty.

His disappointment proved to be too short lived to even register as no sooner had he sat back up against the couch, Kay let her breasts fall free once more as, leaning across his lap, she brought her own head down and grabbing the base of his cock with a now free hand, directed it right into her open mouth.

"Goddamn!" Craig cried out as he felt his full length disappear down her throat, the wetness of her mouth wrapping itself around his skin.

Craig was hardly a stranger to blow jobs but he knew in the first few seconds that this was going to be one he would always remember. The twenty-two year old had never thought of himself as exceptionally endowed, but in the brief comparisons he'd been able to make against other guys in locker rooms, he knew that he was at least in the upper half of average. Still, it came as a surprise at how easily Kay had taken him in his entirety. Even Donna Lewis, who had a well-deserved reputation as a first class cocksucker hadn't been able to do that. Also equally unforgettable was the skill with which Kay was once again quickly bringing him back to the edge of orgasm.

Sliding his cock in and out of her mouth, Kay ran her tongue across its wet flesh, exciting it in ways Craig had never imagined. The fingers of her left hand played with his balls, caressing them gently as the two of them back and forth rolled across the palm of her hand. The location of her other hand came as an unexpected shock as he felt the tips of her fingers slide between the cheeks of his ass to massage the equally sensitive opening there. Normally, Craig would've freaked if anyone had touched him there, even a woman. Yet, this time, he just took it in stride, even when he felt a wet finger actually penetrate him in that most forbidden of zones.

Kay could feel Craig's body responding in reaction to her attentions, building quickly to the point of no return. She paused her efforts, letting his cock slip from her mouth just long enough for her to tell him that she wanted him to come in her mouth. Then, before the words could fully sink in, she took him inside once more.

"Oh my God!" Craig gasped as he felt his cock explode, the tangy taste of his eruption flooding her mouth with such force that it was impossible for her to contain it all, two small streams of white dripping out of the corners of her mouth.

Craig felt the force of his orgasm right down to his toes and across the arc of his back. For all her experience, Donna Lewis had just traded her gold medal for the silver.

Craig had been so overwhelmed by the strength of his climax that it wasn't until it had finally begun to subside that he realized that Kay's small intrusion into his ass had expanded into a major one, the full length of her index finger buried deep inside him. Whether that had added to the force of his orgasm was something to be considered later. As it was, he was glad as he felt her withdraw it gently.

At the same time, his cock was beginning to soften, now being totally spent. Despite that, Kay continued to lick it eagerly, washing away any remnant of his orgasm that she had missed. By the time she finally let it go, it was as clean as the proverbial whistle.

Time stood still for a moment as the two of them just sat on the couch and looked at each other. Craig's gaze fixed on a small dab of white resting on her chin, finding it so incredibly incongruous with the image he'd had of her all these years. Still, that was an image that was now forever changed. Kay was no longer just his best friend's mother; she was a woman in whose mouth he had just climaxed. Almost as if she could see the small imperfection through his eyes, Kay wiped it clean with an outstretched finger, bringing it up to her lips to wipe it clean.

"Not bad for an old lady, huh?" She laughed as again smiled.

"I'd give it a nine," he smiled back.

"Not a ten?" Kay inquired.

Craig damned himself for that having giving that score, thinking that to have judged it perfect would've seemed too self-serving.

"Well then I guess I'm going to have to go for the bonus points," Kay replied, not feeling slighted in the least.

The expression on Craig's face testified that he was certainly all for that.

"I do think, however, that we'd be a lot more comfortable if we moved to the bedroom," Kay went on. "Don't you think?"

Again the younger man had no argument with the suggestion and rose to follow her to the suggested venue.

-=-=-

Like the outer room, Kay's bedroom was a mix of the familiar and new, with an emphasis on the former. So much so he could almost close his eyes and imagine that he was back in their Brooklyn house. The only immediately visible difference was that there was now a much smaller bed. The marriage bed, he remembered from the times he and George had snuck in to borrow his Dad's magazine collection, had been a big four-posted colonial. In a way, Craig was glad to see the much smaller captain's bed, thinking it might've felt funny to be doing it with Kay in the same bed that her husband had loved her in.

"Much like you remember it, isn't it?" Kay remarked as she pulled down the bedspread.

"I think so," Craig answered, not wanting to make it sound like he'd been in it too many times.

"Of course you won't find a stack of dirty magazines in the bottom of the closet anymore," Kay quipped as she pulled down the sheet was well.

"You knew?"

"Of course we knew," she laughed. "The two of you weren't smart enough to put them back in the same order twice. Jim knew from the very first time that you were borrowing them."

"Why didn't he put them somewhere else then?" Craig asked out of curiosity.

"Well, he and I figured that boys were going to be boys and it was only natural that you wanted to look at books like that," she explained. "Besides, Jim used to say that his real worry was that he'd discover that George wasn't interested in looking at naked girls. There was a time that he seemed totally uninterested."

"Oh, you never had to worry about that," Craig said, recalling that George had lost his virginity before he had, "George ..." he started to say then remembered who he was talking to.

"That's something that I don't think a mother really needs to know," Kay grinned. 'Let's just say that his worry was groundless and leave it at that."

"Yeah, I think that's the best thing to do."

"Besides, I think we have a more interesting way to pass the rest of the night besides discussing who my son may or may not have been sleeping back in the day, don't you agree?" she said, gesturing to the now fully turned down bed.

Craig watched as Kay pulled off her still opened blouse and laid both it and the equally loose bra on a dressing chair. Then, with her back still to him, she slipped off her shoes and socks and then undid the thin belt around her jeans. The dark cloth slowly slid down her legs, revealing an ass covered, just barely, by a pair of light green panties that were as insubstantial as the matching bra had been. It only took a few moments more for it to join the pile on the chair.

"Well, this is all there is of me," Kay said as she turned around and let him take a good, long look.

"Wow!" Craig exhaled softly, thinking that he hadn't been half as impressed the first time he'd seen Julie Madison in the all together. But then again, he hadn't spent almost six years wondering what she might look like in that state.

Totally naked, Kay Parkes looked like exactly what she was, a forty-four year old woman. No one was ever going to mistake her for a twenty-four year old, but as he looked at her, Craig thought, who would want to? Most girls his own age were almost interchangeable, one looking pretty much the same as another. In fact, he would be hard pressed to describe the bodies of half the girls he'd slept with. Just looking at Kay, he knew he would never have that problem. Her body had character, with whatever faults that could be seen only adding to that. She was a real woman; the others had just been girls.

Aside from her natural bounty, of which he'd already had first hand, as well as mouth, experience, the first thing you noticed about Kay was the abundance of hair that covered the mound between her legs. Almost without exception, all of the girls he'd known had kept that area tightly trimmed, in two cases completely bare. It might be a generational thing, he considered, but, even if he didn't know why, he found the difference quite exciting.