When my car broke down twenty miles out of Three Points, Tennessee, I flicked on my hazard lights and settled in for a long wait. People being what they are, I figured I would have to wait for a state trooper to spot me but after only twenty minutes, a red Volvo pulled up behind me and a well-dressed woman stepped out.

"Do you need help?" she called.

I opened my door and stepped onto the pavement. Her bewildered, concerned demeanor calmed when she saw me. She was almost old enough to be my mother but was fit and attractive in her slacks and jacket.

"I don't need help, but I think my car does," I answered.

"Well, you're stranded without your vehicle, so I'd say that means you need help too. Why don't you get in? I'll drive you up the road to the next service station."

Surprised at her offer, I jogged lazily over to her. "My name's Bob," I said.

"Get in, Bob."

We pulled off into traffic and I turned to her and asked, "This is, this is unusual. I wouldn't have expected you to offer me a ride."

She turned to me with a warm, knowing smile. "You seem like a perfectly nice young man."

I stopped to consider how I must appear with my long unshaven face and rumpled, slept-in clothes, but then women smell safety on me. As we drove, I tried my best to relax out of my nervousness. I've always been attracted to older women and I had the strong impression she could smell this on me too. When the air in the cabin grew warm and thick with the smell of her perfume, I let out a slight groan, as much from discomfort as arousal. When I turned to the woman who drove me, she turned back to me with the same warm, knowing smile. She glanced down at my crotch before turning away and murmured, "rub." I stared at astonishment at her. Leaning over the steering wheel, she hummed, "I won't tell you again."

My hand dropped to my lap, to my swollen cock and I began to massage it through my pants, watching my driver, growing hard. She turned to me after a minute and glanced down at my hand, "That's a good boy," she said. "Let's see if we can find a place where we can make you more comfortable."

She turned off at the next exit ramp and I unbuttoned my jeans and slid them down far enough for my dick to spring free. Idly, I toyed with its head, watching this woman who drove past a small collection of gas stations and fast food restaurants to pull off onto an empty road. When she put the car into park, I asked, "Please touch it?"

She chuckled quietly and reached out her hand and wrapped it around my cock. "Thank you," I sighed and relaxed back into the seat, letting her hand work it's magic. "I've needed this for so long," I sighed, woozy with a smothering, heady sense of love.

"I know. I know, baby."

For several minutes, her fist moved up and down and my dick oozed cum, which she would gather with a finger and smear on my lips, pressing ever so slightly into my mouth. "Mommy," I murmured the fourth time and she smiled widely. Something in me sprang to life when I said this word and sexual excitement welled within me, inciting me to whine, slowly and softly at first, then loud as I bucked in my seat. "Mommy, I want to cum. I want to cum so fucking bad," I whined.

"I want that too, Bob. Just as bad as you."

The tempo of her handjob accelerated suddenly. "No, no, no. Oh God, no," I cried.

"Be a good boy and cum."

I sank back in my seat, confused by sex and emotion but knowing she was right. And no sooner did this thought occur to me than the words, "Oh! Fuck! God!" sprung from my mouth, my back arched, and I shot cum in long arcs on myself and over my shoulder onto the seat back.

The woman leaned forward and kissed me lovingly, with passion. "I'll pay," she said.

I shook my head, confused. "Why? For what?"

"For a motel room."

We found a motel back in the area of town near the interstate onramp. My new friend was the soul of discretion as she paid for a room in the lobby with me leaning against the wall behind her. Once inside it, she spun to me as I closed the door.

"Bob," she said. "There's something I want to make plain. I don't do this as a rule, pick up strange men on the side of the road and take them to motels. What I mean is, I'm not sure I'm not at more of a loss than you."

I stepped forward, our eyes locked, and she began to remove her jacket. I unbuttoned her blouse, bringing her breasts into view. I unhooked her bra and began to cup and kiss them as we both disrobed and stumbled onto the bed. She lay on her back, and I lay over her, my mouth on her left breast, on her nipple, suckling. She stroked my hair and cooed to me about how she wished she could feed me. My cock began to grow and leak so I straddled her leg, letting her feel my excitement and my cum on her skin. "I don't want you to hurt anymore," I told her as I nursed at her breasts. "I know this is all we can have but I want this to be enough, I want this to be everything for you right now. You have to know I need you."

"Suck my pussy, Bob," she whined.

"I will, mommy. But I want to fuck you first." With that, I fit the head of my dick to her cunt and pushed into her warm wetness.

"Stop, stop," she said.

I started down, instinctively obeying.

"I want to be on top."

We repositioned ourselves and she began to grind atop me, letting me look up at her form. I wore a dumb, hazed smile that faded to contortion as I gazed up at her, but her eyes were clear. She watched me with a carnivorous stare as she rode me. There was pleasure in her brown eyes and also kindness, but also viciousness. Adrift in a dark lust where I felt used and dirty, my senses too awash with pleasure and love to argue with the sense of wrongness that gripped me till I broke free from all of it and stared with vacant eyes at this lovely woman atop me, my mind free of all thoughts and worries, wanting only what she wanted. "Tell me," I mouthed. Lust seized me and my body contracted. "Tell me what you want."

"Make me cum, Bob."

I bucked my hips harder against hers, pushing her forward over top of me and her jaw dropped. She struggled to push back against me, her face flashing with surprised pleasure until she collapsed on my chest.

"I need to cum," I told her.

"And you promised me you would lick my pussy," she said and mounted my face, bending down to take my cock in her mouth. I buried my face in her, licking and sucking ravenously, not focusing on technique, just eating her out.

"You bastard," she said, taking her mouth off my cock for a minute. I didn't pause to think what she meant. And my mouth was too busy kissing and licking and sucking to reply, even when she said, "You haven't called me mommy in a while." And when I didn't reply, she took her mouth off my dick again. "Would you like to feed some more, Bobby?"

"Yes. Yes," I stammered.

She gathered some pillows and sat back against the headboard and, seeing what she wanted, I lay across her lap and let her cradle my head while I nursed more. She smiled down. Perfectly at peace again, I grasped my cock and began to stroke it. "You like my breasts, don't you, Bobby?" she asked.

I began sucking more firmly in answer. My engorged cock pulsed as I slurped and sucked at her nipples. When I saw her notice it, I asked, "Can I?"

She nodded, "You may."

My hand moved to my dick and I began masturbating furiously as I sucked at her breasts, moaning into her flesh words I hoped she didn't hear. The strange whimpers that I had made before returned and I whined and yelped into her bosom as I neared orgasm. Finally, I let out a pained, cry of pleasure and shot cum over the both of us. "I'm sorry. I'm sorry." I said, releasing her breast from my mouth.

She shook her head. "Go run the shower for me, Bobby. Then we can see about finding something to eat."