Lindsay, me and her Mom

My name is Matt. Her name was Lindsay, she was perfect, medium length brown hair, hazel eyes, and the most wonderful smile I’d ever seen. She was 5’ 4”, lightly tanned, with well toned legs that led all the way up to her beautiful ass. Her breasts weren’t large, 32b at most but on her body, they were perfect, just like she was, two small problems, she had a boyfriend and he was my friend.

Her boyfriend, DJ, was a cool guy to hang out with but often times he treated her like crap. A group of us, Lindsay and DJ included, went on a retreat over a weekend. The place only held our group of friends, plus the few chaperones that came (not the least of which was Lindsay’s mom, who was equally as hot as her daughter.). It was out in the boonies but that was fine. It wasn’t much to look at, most of its decor had been killed not too recently and hung on the wall. We each had our own rooms even each of the couples had split, though adjoining rooms. There was a public pool, with a connected hot tub there were a few communal rooms.

Late one night I headed out to the hot tub a pair of swim trunks on, planning to relax, suddenly I hear the door swing open and then slam shut and locking me inside this indoor pool area. It was Lindsay, in a stunning suit but her face looked awful.

“What’s wrong?” I asked.

“Wha-? Oh, It’s nothing really, I just need to relax I’ve had a lot of stress on me lately and I feel so ugly”

“Ugly, why would you think that?”

“Well, DJ keeps paying a lot of attention to Lauren. We rode up here together, the three of us, and they went on and on with each other he hardly noticed me.” She sighed as she sat next to me feet in the water.

“Lindsay, DJ is my friend but you deserve better. You need a guy who can make you feel beautiful all the time and who will put no one before you.”

“Know anyone like that?” she through tears.

“Yeah, I might,” I said wiping the tears from her cheeks and lifting her chin up, I placed a peck on her lips. She followed as I pulled away.

She grabbed around my head pulling me back down into her mouth, her tongue passed over my lips and I echoed her. I began to run on instinct my hands worked their way up her sides from her hips up to her bikini straps as I went to pull her top off, she tensed, then quickly released. Her top fell as my hands replaced their function and began massaging her small tits and pinched her nipples she began to moan into my mouth, I pulled away and planted my mouth on her left areola.

“Oooh!! That’s nice,” she giggled. ”MMM” I kept suckling her tit, as her giggles of delight turned into moans of pleasure. I slid my hand in to her bikini bottom, and began to massage her clit.

“Ahhh” she gasped, “Oh God! that’s amazing, Oh.. OH GOD!!” she screamed in orgasmic delight her body shook her cries grew louder. “Oh God I’ve never felt that before is that what cumming is like?”

“Yeah, and it can get better,”

“Oh yeah? The only thing I’ve ever done with DJ was give him a handjob, he’s never returned the favor.”

“Well here,” I said as I slipped my finger into her, pulling her panties away.

“Ohh” she moaned. I slipped in two more fingers as my mouth began to explore her clit, “OH MY GOD!!!” She cried out as my fingers found her button “oh shit, that’s good” she cried out.

As she came down from her second orgasm I said “That’s all I can do for you,”

“wh- why?