Working out in Mrs. Johnson's Gym

I grew up in small-town Michigan, way up in the UP. I liked my humble roots for a variety of reasons. I liked the atmosphere we got on Friday home game nights in the Fall, and the fact that I could typically name most people when going out to pick up groceries for my parents. Everyone knew everyone, and the typical small-town charm shaped my upbringing. Following my high school graduation, I moved to a big city in a neighboring state to go to college. Each summer, I'd come back to live at home, help my parents around the house, and relax as much as possible by any nearby lake. Small towns are good, because even though I might not see neighbors for years, one day I'd see them at the bank, the movie theater, or wherever, and we'd hug and catch up like old times. This included all my friends' parents, whom I had grown very close to over the years. I always felt comfortable to stop by their house to have a chat, grab a free meal, and to talk about what their kids were up to nowadays.

I was particularly fond of the Johnsons. Matt had been one of my closest friends since I was 5. His parents owned a gym and chiropractic business in town, and so I used their gym every summer when I was back. It was amazing; three stories, with saunas, showers and weights. Unfortunately for the Johnsons, it was typically empty, but I enjoyed being able to have my own gym whenever I went. I could use whatever machines I wanted, go naked in the sauna (occasionally), and sing in the showers. I always worried that they'd have to close it down, but the gym was still running last summer when I came to live at home during grad-school. It was especially nice to get a look at Mrs. Johnson when I'd go, because would sometimes walk-through and say high when I'd be working out, since the Johnsons lived on the fourth floor of the building.

Mrs. Johnson looked amazing for being in her early 60s. She kept an active life with the gym being just under their home. Shorter brown hair, perfect tan olive skin, massive ass and big, albeit a bit saggy tits (reminded me of Alia Janine's). When she'd come, and talk to me during my workouts while wearing a low-cut top that showed cleavage, my cock would literally swell. I wouldn't be able to continue working out before going downstairs to the locker-room to rub one out to get rid of my massive hard-on. I'm sure Mrs. Johnson had caught me staring at her from time to time. I grew up as a horny teenager, and her continuous presence in my life got me hooked on older women from an early age. However, she was always too nice, and I don't think she would have ever said anything had she seen my eyes falling on her ass in jeans or tits underneath a sweater stretched too tight. My lustful appreciation continued into my late-20s, and this story centers around last summer when I chose to work-out one late Wednesday night.

I got into the gym around maybe 7:00pm, and no one was at the front-desk. This was typical as I don't think the gym made enough money to staff someone there full-time, and so Mrs. Johnson would usually open and close, do walk-throughs to say hi to members, or to refill the towel rack and so on. I was feeling relatively good that night, and so I decided to hit the weights extra hard. I was on the bench, when I saw Mrs. Johnson come around the corner, looking fantastic. She was wearing black Nike leggings that showed her thick legs and ass especially well, and a white spaghetti-strap work-out top that was having some trouble containing her bouncing tits while she walked over with a smile.

"Hey Kevin!"

"Mrs. Johnson! How are you!?" I stood, realizing immediately my poor choice if my cock happened to fill with blood on seeing a sweaty Mrs. Johnson.

"I'm alright, thought I'd come down for a work-out tonight since I was just being lazy, watching TV this afternoon". She said with a smile.

"Good choice, I was thinking the same thing. Looks like we have the place to ourselves tonight", I said, hoping this didn't sound offensive for their lack of business, and that it didn't sound like a come-on.

"Yeah I don't like to work-out with a huge audience anyway, can't keep up with you young things anymore." She gave me a playful push. My cock was half-full at this point and visible though my athletic shorts.

"Oh come on, you look great, Mrs. Johnson, are you kidding me?" That sounded like a come on, a total come on I thought, half regretting what I said.

"You're too kind, I almost believed you! Well I'm going to go onto the treadmill for a bit, and feel free to stay as late as you want. No one else is in by the looks of it so I locked up early."

"Sounds good, would you mind if I used the sauna after working out? I'll turn it off after I'm done and will make sure the front-door is locked downstairs when I leave." Fuck, I needed a way to hide this thing before she sees it and it creeps her out.

I saw Mrs. Johnson briefly look down at my cock and back up as quickly as she could. She must have seen the outline of my cock, I thought, and she must know it's getting harder and harder by the second, mustn't she?

She smiled and said "Of course not, the sauna sounds good on a cold night like tonight, really gets the blood flowing." With that, she walked over the treadmill, put her headphones in, and started her run.

Fuck...was that a play on words about my dick? Would she even be offended or grossed out by seeing her son's friend's semi-hard cock, or was it kind of a flattering thing? Luckily, I didn't need to finish my work out early, since the treadmills faced the windows and wall, and she had no way of seeing my pulsating cock behind the ineffectual sheath of my athletic shorts. I continued working out, glancing over at Mrs. Johnson from time to time on the treadmill. Goddamn she's such a MILF, I thought. There's nothing I'd rather do than take her sweaty body from behind on that treadmill right now. I'd pull out my throbbing cock, pull down her tight leggings, and fuck her against the window, for all of traffic to see... I'd pump and pump and pump until mountains of my cum covered her giant ass...

I snapped out of it. Phew, I thought, maybe I should go downstairs before I cum in my pants. Her ass looked ridiculous in the leggings, thick and tight from her workouts, but also probably a bit bigger from age. I decided to head downstairs to the sauna to try and clear my head and deflate my cock. I don't know why to this day, but I then told myself I wasn't going to jerk off there today to get rid of it. I changed in the basement's locker-room, rinsed off in the shower, wrapped a towel around my waist and headed down the hallway to the sauna. I wouldn't ever wear only a towel to a sauna in any other gym, but no one was usually there, and it was nice to feel a bit free downstairs. I entered the sauna, and was instantly consumed by the heat and humid wood smell. I love it in here, I thought, feels so relaxing. All my muscles relaxed, and I could even feel my cock move down my leg as it got less and less excited. I was beginning to do some stretches when the door to the sauna sprang open.

"Hey Kevin, do you mind if I join you?"

"Of course not Mrs. J..." I didn't know else what to do. She walked in wearing the clothes from the workout, and I saw her eyes move across my mostly naked body.

"After you said sauna, I felt like it would be the perfect thing to finish the night off, so I hope you don't mind the company."

She was so drenched in sweat from the run, with her tits were visibly glistening while they rose and fell with every pronounced breath.

"Of course not, it's great to have someone to talk to in here. Sorry I'm wearing only a towel, I thought I'd be alone, but I can grab some more clothes if you'd like."

"Don't be silly Kevin, it's a sauna...Don't tell my son or your friends, but Mr. Johnson and I come in here naked sometimes after close. Sometimes I come in her alone naked, it's really nice! Hopefully that doesn't gross you off, thinking of my old body."

I didn't know how to react or what to say. "That's awesome, very Scandinavian..." Come on, compliment her body. "I think you look awesome by the way, no other moms come close to you." Was that too forward? I have no idea what older women want to hear, but it's not what's going on in my mind right now. I can't stop thinking about what titty-fucking her sweaty tits would be like right now.

"Aww thanks, you're too charming! I do try to work out as much as I can, but I know I'll never be 30 again."

I could feel my cock come back to life, but this time it was in overdrive, springing to full action in less than 20 seconds. I quickly tucked it down and put my hands in my waist.

"Oh please, if my future wife can look like you at your age, I'll consider myself insanely lucky. You look fantastic." I thought that was a relatively PC and appropriate response.

"Thanks hun, I knew why you were always my favorite!" She got up to dump water on the rocks. "...Ah damn, we're out. Kevin, would you mind filling up this jug? My legs feel crushed after that run and I don't think I can move much more!" She said while laughing.

I immediately froze up. If I stood up to leave, Mrs. Johnson would come face to face with my 8'' cock pressing up against the towel. I decided to be honest, as she has always seemed cool about issues with sex. I remember her talking to our group of guys about girls, and she was always the cool mom like that.

"Mrs. Johnson..."

"Please Kevin, call me Natalie."

"I have to be honest here..." God it felt like centuries with her staring at me. "I have a bit...of an ere...ction at the moment, and so I don't want you to be offended when I get up."

"Oh my god, is that what you look so worried about, Kevin!? I am 61 years old, I have seen more erections than I can count. If anything, I'm a bit flattered, but don't worry honey, I won't tell a soul."

I got up, starting to stand up when I stepped on the towel and it came down, revealing my diamond hard cock standing straight up and pointing at Mrs. Johnson.

*If you want an image, my cock is about 8'' hard, and it bends down a bit instead of up, looking like the porn-star Voodoo's dick (although slightly smaller than his).

"Oh my god, Kevin. You weren't kidding...I..."

I scanned her face for anger or disgust, but didn't see anything yet. I was wondering why I hadn't got my towel, but I felt kind of liberated in that moment. I had jerked off to this woman countless times for the past 11 years, and now she was standing next to it in a hot sauna, alone, face to face with my 26-year-old hard cock. It felt like ages. Obviously, I wanted to say or do the right thing that wouldn't strain our platonic relationship and make it awkward for her son and me to be friends. But I was also thinking how much I wanted to fuck her face, which raised several issues with choosing my next words.

"I...I should probably grab my towel..." I picked up the towel, water container, and left the room before she could say anything else. I put the towel back on, filled up the water in the nearest faucet, and contemplated what I should do next. Going back in to the sauna would be awkward as hell, it most likely wouldn't end with me fucking her senseless, and our relationship would be forever strained. But for some reason, I felt compelled to be bold, and not embarrassed by the past events, and walked straight back into the sauna. Mrs. Johnson was in the same position, and it was difficult to guess what she was thinking.

"I'm so so sorry about earlier, I didn't think that would happen. I can leave if this is too weird but please I would ask that you don't tell you know who."

"Kevin." She paused. It felt like eternity.

"Don't be sorry. May I ask why it has been so...so... you know...? I saw it upstairs through your shorts and now in the sauna. Does working out make you more excited?" She seemed earnestly puzzled about the situation. She thoroughly didn't get how much I wanted to fuck her right now. Fucking hell her tits looked amazing in the low lighting, I wanted to shower them with cum...

"Kevin?"

"Sorry Mrs. Johnson. Um... not exactly. I do get more excited when I work out, but to be honest... Are you sure this is okay to talk about?"

"Don't worry, this will never leave the sauna. I won't tell a soul, not even my husband." She never broke eye contact, and seemed serious.

"Okay. To be honest about it, it's because of you."

"Me?"

"Yeah, I mean look at you Mrs. Johnson. You're hot as hell."

"Stop it, I don't believe that someone like you is interested in me. Not for a moment. You're in your twenties, and I've met the kind of girls you like to date. Laura, Danielle, that other one back when you were in high school...sorry I forget her name. But not 60-year-old mom of your friends. I haven't even had...sex...for a while with Dave because he's not attracted to me anymore, I can tell."

Maybe I should go for it; you never know what might happen. 90% she tells me kindly to fuck off, but that 10%...

"Mrs. Johnson...I'm being honest, feels a bit childish to say it like this, but you're a total MILF, a mom I'd like to..."

"I know what MILF stands for, Kevin, I've just never seen myself like that. What is it about me that you even find attractive? I don't really have many good features, plus the fact that I'm over 30 years older than you!" She said while laughing.

I needed to be honest, but in a way, that wasn't too crass. I didn't think "you've got awesome tits!" would make her feel any better about herself. I found myself being very concerned with her low self-esteem, it wasn't fair to her that her husband didn't want to fuck her anymore.

"Mrs. Johnson, you're a beautiful woman. You're in fantastic shape for your age. You've got an incredibly sexy and gorgeous face. And don't get me started about your body. If we're being totally honest here, I've spent a lot of time fantasizing about you in outfits like this one, haha." I said as I pointed up and down at her sitting. God, had her tits gotten bigger since we've been in here? I swear to god I could feel pre-cum streaming steadily from my hard cock, still under the towel's protection. I hope she couldn't see the head poking out from beneath it, or maybe I did hope she could see it.

I decided to go for it, to take a huge chance, that could either ruin the moment, or possibly take this a bit further if she wasn't put off.

"Can I admit to something?"

"Go on, Kevin"

"Every time I work out here and see you, it...my cock... gets like this. It would never go down unless I would come to the basement to...to relieve myself in the locker room bathrooms. I hope that doesn't sound too gross, you just do this to me and obviously, I couldn't finish working out every time with a massive erection for every other gym member to see."

Mrs. Johnson giggled a bit.

"Well, I can't say I'd never been curious as to what you looked like down there. You're such a hot young thing, I can't help myself sometimes."

"Can I ask how I looked?"

"Well if I'm being honest too.." She went quiet for a bit to listen if anyone was around. "I always thought you'd have a good body, but I didn't imagine that, paired with what you've got going on down there."

"Well I'm flattered and embarrassed, thank you Mrs. J" I said laughing.

"Kevin, I think we both know what we want to do next. But I'm married, and you're in the prime of your life..."

My heart sunk.

"...I think I better go back upstairs to my house to shower off and go to bed soon. You've been incredibly kind though, and I hope it goes without saying that we shouldn't mention this again?"

"Yeah, yeah of course. Wouldn't tell a soul. Have a good night Mrs. Johnson, I'm just going to stay in here a while longer before showering off and heading home."

"Thanks Kevin, I'll see you around." She put her hand on my shoulder, and then she left.

Fuck fuck fuck fuck fuckery fuck I screamed in my head. I was so close, and yet she's going upstairs and I'm stuck in a hot box alone with this massive hard-on. Shit, I've never wanted to fuck her so badly.

I took off my towel, and stared down at my cock, pulsing in the heat. Well, if I have this sauna by myself, I'm going to finish the job myself. I started slowly jerking off, which I found incredibly easy with my cock already lubed up from sweat and the moisture in the air. Fuck...Mrs. Johnson...I thought about her head bobbing up and down on my cock...Mrs. Johnson keep going. envisioning her wrapping her two wet sweaty tits around my cock and bouncing up and down. Fucking hell, I want to fuck her so badly, right here in the sauna...Goddamn my cock feels good as I stroked it thinking about what I wanted to do to her...

The door creaked open to the sauna.

Shit shit shit, who is it, I'm sitting naked and spread eagle with my cock in my hands and its pretty evident I'm about to blow a load all over myself.

"Kevin...?"

Ah it's Mrs. Johnson, thankfully and not Mr. Johnson... but still this didn't look good. She walked into the sauna, getting a full picture of what I was doing just seconds earlier.

"Mrs. Johnson, sorry sorry I know this is incredibly inappropriate" as I tucked my cock beneath my legs and looked for my towel, "I thought I'd be alone and couldn't..I couldn't resist anymore."

"No no don't be silly. I felt so bad about leaving you down here like this, and I wanted to come down and apologize. But now I've interrupted you.. I was wondering...if I could watch?"

"Watch me continue doing what I was just doing?" I asked vaguely in case she didn't fully see what I was in the middle of. I just realized how sweaty I was getting, I must have been down here for at least 20 minutes now, wonder how much longer I could go before passing out.

"Yeah...if you don't mind. I probably shouldn't participate, given what I said earlier...but it's not exactly being unfaithful if I'm watching, right? Maybe I've just come down like any other night after the gym has been shut, and decided to sauna in the nude..." She smiled a bit, catching my eyes as I tried to read the situation.

Before I even responded, she started taking off her top, and sports bra, releasing two of the biggest boobs I've seen in real life. Most girls I've dated have been petite, and I've always been a tit man so this was a first for me. They sagged a bit, but definitely picked up size with age and a child.

"Holy shit, Mrs. Johnson, those are unbelievable." I moved my legs and my cock sprang up from beneath them, telling her that I like what I saw.

"Holy shit yourself" She countered, "It's...gorgeous" She started giggling. "Wow, it's...I've never seen a penis so big and clean-shaven before."

"Can I...I start...?" glancing down at the monstrous erection pointing right at Mrs. Johnson

"Please, be my guest." She replied, as she started to touch her left breast.

I started slow, letting, Mrs. Johnson's eyes follow my hand up and down my cock. At this point it was pretty drenched in sweat, and so it felt fucking amazing, allowing my hand to slide with ease. I stared at Mrs. Johnson while I was working my cock, staring either at her face, or her tits, which were looking amazing. Fuck, I hope I don't cum so quickly I thought. I don't want this to be over and I also don't want her to think that I'm a quick draw. But fucking hell, the way she was looking at me, I wanted to tell her to rip her pants off and ride me.

"Kevin, Jesus this is hot. I never thought I'd do something like this." She started to put her hand down her leggings, getting more turned on by what was happening.

"Oh Mrs. Johnson, I want you so badly. This feels so goddamn good, I think I'm gonna...gonna cum soon." I didn't want to, but fuck it, I had a constant erection for almost two hours, my balls were so full at this point I was going to burst.