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It had been a few days since I(M21) walked in on my best friend Jake (M21) with his cock down, my ex girlfriend, Mia’s (F20) throat. I hadn’t talked to either of them since I did, ignoring their phone calls and text. I found out through other friends that this hadn’t been an isolated incident and that they had been hooking up over almost the entire winter break.  Some people even said they wondered they were dating now.  I knew Jake was attracted to Mia before we started dating, but I never expected him to go after my sloppy seconds especially after everything else she had done. 

I spent the last few days plotting my revenge. I didn’t know exactly how I’d pull it off yet but I was determined to make them feel the same betrayal I felt now.

It’s now the weekend before classes started back up and we’d all go back to school. I decide it’s time to put my plan in action.  I wait till that Friday afternoon and call Jake’s little sister Shelby (F20). I knew she’d be home, she isn’t much of a partier and usually stayed in unless Mia, who was also her best friend, convinced her to go out. She had mentioned she wanted my comment on some clothes she had bought so I offered to come over and help her.  She sounded so excited on the phone, “Yay, ok ok just give me 10 minutes then you can come over.”

I take my time walking next door to their house.  As I walk up the drive way I notice Shelby seems to be home alone.  I was hoping Jake would be there so he’d question what I was doing with his sister, but oh well that can wait for another time. 

Shelby answers the door, pulls me in and  gives me a tight hug.
“Thank you so much.  I really need a guy’s opinion. I want to look good when we get to school.”
She grabs my arm and pulls me to her bedroom.

Her room decoration hadn’t changed much since high college.  Posters of boy bands and pictures of friends hung all around and a bright pink bed spread.

I sat on the edge of the bed while she went behind a divider she had set up next to her closet to change into her first outfit. I watched her silhouette as she changed her shirt and shimmied into a pair of tight jeans.

Shelby peeked around the corner then came out shyly, closed off slightly like she was embarrassed to show off her body.  She was a very cute girl.  Taller than Mia, she was still almost a foot shorter than me at 5’4″.  She was thin with small perky tits and a tight ass.  Her black straight hair came down slightly past her shoulder.  She twirled her hair in her fingers nervously as she waited for me to give her my comment.

Her first outfit was a little more modest than I’d hoped it would be.  She was wearing a nice blouse and tight jeans that did make her ass look good. I stood up and walked to her grabbing her hand and telling her give me a spin.  She did.  I told her she looked very cute.  Hearing this she smiled and loosened up a little but then pouted.
“That’s something a brother would say.  I want a regular guy’s opinion. I want to look sexy.” She blushed realizing what she had said.
“Well in that case this might not get you the attention you’re looking for.” I told her.
“Hmm, ok let me try the next one then. Mom didn’t like it but I think it’ll be better.”

She slipped back behind the divider and I watched as she slipped out of her jeans and pulled on a skirt and changed her top. This time I noticed she slipped out of her bra as well. When she emerged this time she was wearing a mini skirt and tight  tube top with straps that hung down below her shoulders around her arms. 

“Now that will get people’s attention.  Very sexy!” I told her.
She blushed again, “Oh I forgot one thing.”
She turned around and bent over to grab a pair of heals out of her closet.  As she did her skirt rose up and I was able to see her pink panties covering her ass and pussy.  I could feel my cock begin to grow.  I had worn a pair of gray sweat pants with loose boxers on purpose.  You could clearly see the tent growing over my crotch and I made no attempt to hide it.  When Shelby turned around her eyes were immediately drawn to the bulge in my pants.  Her cheeks turned an even brighter red and she pretended like she didn’t notice but I could see her nipples become hard and begin to poke through the thin fabric of her top.  She bit her lip and I could tell seeing me like this had made her horny.

The fashion show continues for quite a while.  Outfit after outfit each one seemed to get skimmpier and more sexy.  I got more aroused with each new look and continued to compliment Shelby on her sexy body.  She was eating it up and even started to pose more provocatively showing off her ass and being more flirty.  Each time her glance lingering longer at the erection hidden in my pants

After about an hour of her showing off she finally ran out of outfits.
“Thank you for doing this! I feel so much more confident now.”, she said giving me another tight hug and pressing my still hard cock against her stomach.
“It’s no problem. I really enjoyed the show.” I winked at her
“I noticed,” She blushed again then got serious, “I was worried you wouldn’t want to come around here anymore. Mia told me what happened and I’m pissed at both of them.  I don’t know if I can still be friends with her.”
“Don’t worry about that and try to forgive her I’ll be fine.” I told her. Them staying friends was crucial to my plan.
She said she’d try and then we just stood there for a moment silently looking at each other. I was trying to find out my next move when she suddenly spoke up.
“Um so do.. do you want to watch a movie or something?”
I said that sounded like a great idea and her face lit up.
“Ok great. Let me change.  There is one more thing I want to show you.”
She went back to her closet but in her excitement started stripping of her shirt before she was out of sight. I caught the quickest glimpse of side boob before she disappeared.

When she came back out she was wearing nothing but a silk nighty with thin lacy straps. One of which had slid down over her shoulder.
“Isn’t this nice and it feels so good. Want to feel?” She asked innocently.
I wanted to feel more than just her clothes but simply nodded yes. I placed my hand on her hip and slowly moved it up and down her side feeling her toned body underneath the smooth fabric.
“It does feel nice.” She did a slight shutter as I spoke and caressed her side.
“Ok… so a movie.” She stammered and then climbed onto her bed to turn on the tv still wearing just the nighty. 

I laid down beside her as she decided on a scary movie and turned it on. She must have had a plan too because we weren’t 10 minutes into it before she was wrapped around me saying she was scared. She had her arm around me while she buried her face in my chest.  I wrapped my arm around her and ran my hand down her back stopping so my fingers just rested on the top of her ass. I realized then that Shelby had taken off her panties as well.  She looked at the screen just in time for another jump scare which made her cling to me even tighter.  This time she brought her leg up on me to be even closer but then stopped it when she felt my hard cock under her thigh.

I could feel her body getting hot against mine. I knew this was my opportunity. I lifted Shelby’s chin up to look at me.  I told her how gorgeous I wondered she was and started to lean in towards her face. To my surprise she met me half way and our lips locked together.  We kissed each other passionately our tongues darting in and out each other’s mouths.  I slid my hand further down and grabbed firmly onto her round ass.  As I did she began to grind against me rubbing her leg over my cock. I started to kiss her neck using my other hand to explore her body. She let out a soft moan and replaced her leg with her hand stroking my hardon through my sweatpants. 

I lifted the edge of her silk nighty and brought my hand down to Shelby’s tight pussy. She was soaking wet and fully shaven.  Then just before I slipped a finger into her waiting cunt we heard a crashing noise down stairs. We both snapped out of the sexual trance we had been in.
“Damn, mom went out drinking with her girlfriends, she must be back home. She can’t find us like this you need to go.” She said panicked.
I decide it’s best not to argue, gave her a long kiss goodbye and promise her we’ll get together soon.

As I make my way downstairs to try and sneak out I see Ms. Sheila(F43), Jake and Shelby’s mom, laid out on the couch with a glass of wine.  She looks good for a woman her age.  Still very fit like an older version of Shelby with the exception of big fake tits her ex-husband had bought her a few years before he left her for a younger woman. I try to make it to the door but she sees me. 
“Is that you Ricky?” She drunkenly slurs.
“Yes ma’am.”
“Oh good. I was so worried after Shelby told me what Jake did. Come talk with me for a minute.”
I can tell she’s wasted just by the way she’s talking.  She didn’t drink often, that I knew of, but every few months she’d go out with the girls and overindulge.  I walked into the living room and stood next to the sofa she was on.
“I wasn’t expecting to see you here. You’re such a good boy forgiving Jake so soon like this.”
She must think I was hanging out with Jake and not Shelby. I guess that’s a good thing as late as it is.
“Such a sweet boy. I wish Shelby could find a sweet boy like you. She’s so shy you know.”, she’s talking to herself as much as she’s talking to me. I almost chuckled at the irony of what we were doing when she interrupted us.

Then she sat up on the sofa and looked at me, “And you’ve grown up so much. Look at you you’ve got a man’s body.  So muscular and toned.”
As she sat up the low cut dress she was wearing slipped to the side almost freeing one of her gigantic fake tits, half of her nipple now visible to me.  Seeing that and still being incredibly horny from Shelby my dick immediately stood at attention.  I tried to hide it but with were I was standing it sprung up right in Ms. Sheila’s face.

Her eyes lit up when she saw the bulge in my pants.
“Oh my your muscles aren’t the only thing that have grown. It’s been so long since I’ve had a real man. I go out and try to find one but all I get is drinks instead.”
She looks down and notices her dress if ascue.
“Is this what has you so excited?” She says with a devilish grin on her face as she reached down and pulled her dress to the side completely exposing both of her breast.
“You like what you see?
I nodded not believing what was happening.
“Why don’t you show me how much you like it?”
With that invitation I couldn’t stop myself.  I pulled down my pants freeing my gigantic cock in my friend’s mom’s face. She licked her lips before licking the length of my shaft to lubricate it then started stroking me with her hand. She spread her legs and started fingering herself.  After a moment she put my cock in her mouth and started sucking. She was a pro. Swirling her tongue around the tip before taking it all into the back of her throat all the while playing with her pussy.  It didn’t take long before I could feel my balls tighten up. I was about to cum.  Out of respect I told Ms. Sheila I was close. Hearing this she popped my dick out of her mouth.  She pressed her tits together, opened her mouth and stuck out her tongue.
“Give it to me I want to be covered in your hot young cum.”
Hearing this I began to jerk off furiously aimed right at her face. After a few strokes I came.  Painting her face and her amazing tits with my jizz.  She swallowed the cum that landed in her mouth before cleaning the last bit of cum off the tip of my cock.
“I think you should go home now sweetie. I need to go clean up.” She stood up covered in my cum and stumbled to her room.

This wasn’t part of the plan but I can definitely use this to my benefit.  I left out the front door.  As I walked out Jake and Mia had just pulled up and were walking to the door.  If only they had got home a few minutes earlier they could have caught me face fucking his mom just like I had caught them.  Seeing them together still made me angry, but just having my balls drained definitely helped my mood.
“Hey bro. What are you doing here?”, Jake asked confused.
I lied and said I had come looking for him. That I was still hurt with both of them, but had wondered about it and with the next semester about to begin wanted to try and forgive them.  I even went as far as to give there relationship my blessing.  Jake was thrilled especially because this meant we would still be roommates. Mia acted happy but still had a hint of longing when she looked at me.

I took note of that and went home. Looking forward to the adventures I was sure to have this semester.

NSFW: yes

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