Let me start with this, my mom’s best friend is HOT. They have been friends since grade school. When I was a k**, I spent a lot of time with her. She would watch me when my mom traveled. If I got out of line, she had no problem putting me over her knee and swatting my ass. I always thought she was beautiful and was attractive. As I got older, I developed a huge crush on her. She is sexy and classy. One day we had a party at our house and she was there. There were some people I didn’t really know there too. One guy, seemed cool, I could tell was checking her out. She must have noticed and she started talking to him. They seemed to hit it off and had a nice time that day. I was in high school and really hadn’t had much experience with girls. Jenny, my neighbor, me and her had fooled around a little but no sex yet. We had kissed and she let me play with her tits and she gave me a handjob, that’s about the extent of it. As the day wore on, I went downstairs to a closet where I had stashed some porn. Our basement was empty so I thought I would be alone. Then I hear footsteps coming. I peek out and see my mom’s friend and the dude who was flirting with her. They sat down on the couch and started talking. It was sexy seeing her sitting there. I stayed quiet so I could spy on her. He then put his hand on her thigh and told her how gorgeous she is. She smiled so sexy. I noticed her legs open a bit. She was wearing a little skirt and a tank top. She looked him in the eyes and slowly guided his hand between her smooth legs. My heart started pounding. I couldn’t believe it. His hand disappeared under her skirt. She moaned softly. He said I think I can do better than this, then he pushed her back and lifted her skirt, exposing her little panties. She looked sexy and my cock was hard as a rock. He got down, rubbed her pussy over her panties and then slowly spread her legs wide. His right hand grabbed her panties and pulled them to the side. Her pussy was now in full view. I didn’t blink. It was the 1st time I’ve seen a naked woman in person. Her pussy was amazing, it was so sexy. He stared at it for a minute and said, my god, you have the cutest little hairy pussy I’ve ever seen! She giggled. He then moves in close and kisses her clit and pussy lips. Then his tongue went to work. He was licking and sucking her pussy so good. I was taking notes! She was moaning but covering her mouth to muffle her pleasure. It was incredible. I could tell her pussy was dripping wet. He even commented on how wet and sweet she tasted. Then without warning, her back arched and she exploded. I’ve never seen a woman cum like that. He kept his tongue in her pussy the whole time. When she finally stopped, he gave her a couple more licks and kisses, then he leans up and kisses her sweet lips. She moaned so sexy. She smiled and said, you’ve earned my best buddy! Then she gets on her knees and unbuttons his pants. She reached in and said holy shit! When she pulled his cock out, it was so fucking huge. She said…Oh my god… that is so fucking big! He said, I think it will fit. She said I don’t know. She took her time and stroked it, kissing and running her tongue on it…then…she took him deeply in her mouth. She was now sucking his cock and sucking it well. He was standing with his hands on his hips, admiring her work. She was amazing and it was beautiful to watch. The best blowjob I’ve ever seen. I now had my cock out, and was stroking it. My crush was about to get fucked and I felt part of it. She had beautiful long hair, and his hands were now in it. He said, Baby, I need to fuck you! He lifted her up and laid her on her back. Her legs were now wide open. Her bush was glistening with her cum. He told her to grab her knees and open her legs wider. She did. Then he gets between her legs and slowly spanks her pussy with his cock. I’ll never forget that sound. She was squealing. She lifted her head and said, I need you inside me! I almost came! He lined up his cock, and asked her if she was ready. She said YES. He slid his cock in her all the way to his balls. She arched and moaned. He started fucking her hairy pussy so hard. She was moaning into a pillow. She cried out… you’re so big! He just kinda laughed and kept pounding away. I was so jealous. I wanted to be him at that moment. He had no mercy on her pussy. His cock was big and hammering away. I was no more than 10 feet away and could hear her wet pussy getting fucked. I could see her lady cum covering his cock. It was the sexiest thing ever. He then pulled out, bends her over and spreads her cheeks. Then he went back to work. I swear he fucked her doggy for another 10 minutes. She came twice on his cock. He would take his thumbs and spread her ass open to see the view. He kept telling her how good she felt. He swatted her cute ass a few times, the sound of her bare bottom being spanked made me cum. I thought about the times when she spanked me and now she was in the most submissive position ever. He said he was going to cum soon. He grabbed her hips and grinded deep! He let out a loud moan as he came deep in her hairy pussy. He grinded in her for a few more moments then slowly pulled out. Cum was dripping from her wet pussy. I couldn’t believe what I just watched. They kissed for a minute then collected themselves. They went back upstairs, not knowing I had been there so close. She never knew. To this day, when I see her, I still get rock hard thinking about her getting fucked. She would be mortified if she knew I was there. Oh well, I’ll never tell her. I never saw that guy again, but if I did I would shake his hand. He owned her pussy that day. It was the moment I grew up. Thanks b*o!