@2

"You two okay in here?" she asked as she walked in, still in her own nightshirt. I could just make out the outline of her areola and the slight protrusion her nipple made in the lightweight summer nightgown. She walked over to the bed, the thin thigh length nightgown allowing her body to be backlit by the sunlight shining through the door from my sister's open bedroom door. For the briefest of moments I swore I could see the outline of her pussy through the teal colored material.

"Yeah. Just talking," my sister said with a shrug.

"Jenny? Really? We could hear the bed banging all the way down in the den. It didn't sound like talking."

"No. Just talking after watching church."

Mom was silent for a few moments. "Do you two have something you want to tell me?"

"What?" Jenny asked innocently. "Okay, fine. We were just wrestling a little."

"Wrestling? Really?" she asked, looking back and forth at the two of us.

"Okay Mom. You caught us. We were just both butt naked fucking like animals. I was just sitting on his cock and bouncing like a mad woman!" Jenny said in an obviously sarcastic voice. "Really Mom? David and me?"

"Wrestling?" my mom finally asked again.

"He said something stupid and I was trying to beat him up over it and we were rolling around on the bed wrestling," Jenny answered.

My mom looked at us like she didn't believe us and then got up and walked to the door. "Next time you have to wrestle, try being a little quieter," she said before she walked out of the room and closed the door.

Jenny broke down moments later, giggling, covering her mouth to muffle the sound in case mom was still standing at the door listening. "Oh my god," she finally managed to say. "She really thought we were fucking up here."

"Well, we were!" I said in a loud whisper. "God, I couldn't believe you said that!"

"Why not? With mom, the best defense is to make her think she was jumping to conclusions. And the best way to do that is to make it sound like her conclusion is completely ridiculous. So ridiculous in fact, that you say it yourself. It always works."

"God. I don't believe it," I said shaking my head.

She reached under the sheet and grabbed my surprisingly still hard cock. "You want me to do something about this?" she asked with a giggle.

"After mom coming in here like that?" I asked. "Really?"

"Suit yourself," she said as she got up off the bed. She walked to the door, opened it and stepped out, leaving it wide open. She walked to her room directly across the hall and stood in the open doorway. She pulled the night shirt off and tossed it towards her bed. Standing naked in the door she reached up and cupped both tits, squeezing them and letting her thumbs stroke over her nipples until they were hard. She blew me a kiss and then closed her bedroom door.

"Damn," I groaned before climbing from the bed, pulling my sleep shorts up as I did so. I walked out of my bedroom and the very short distance to the bathroom that I shared with my sister. It didn't take me long to strip down and get the shower running. I stepped into the shower and let the water cascade over me as I stroked my still hard cock, thinking about how Jenny had looked bouncing on my dick. It didn't take long to finish what she started, my cock spewing several strong shots of cum against the wall.

Sunday was usually a relaxing day around our house. Other than a few chores that needed to be done, I was able to spend the day lounging on the sofa in the basement den, watching movies. I probably would have enjoyed it more if I'd have been picking all the movies, but after Independence Day was over, Jenny changed the channel to a Hallmark movie. The sappy predictable, guy and girl get each other in the end, movie held few surprises. My sister, on the other hand was much less predictable. She started out laying long ways on the sofa, her head on one armrest and her legs stretched across my lap. Halfway through the movie she started to rub my crotch with one foot, getting my cock hard in my shorts. I politely asked her to stop which to my surprise, she sweetly agreed to. At the next commercial she got up and went to the bathroom. When she came back she laid down the other way, laying on her side with her head now resting on my lap and her legs hanging over the armrest at the end of the sofa. It wasn't long before she searched out my hand and pulled it down to her body, placing it on her breast.

In an instant I knew what her bathroom break was really all about. The bra she had on only a few short minutes ago was now missing, and my hand was separated from her bare skin by only a thin layer of cotton t-shirt. The effect was immediate, and as predictable as the plot of the movie. It didn't take long for my cock to be uncomfortably bent as it hardened in my pants. I tried to slip my hand into my shorts to straighten myself out.

"Getting uncomfortable?" Jenny asked quietly, lifting her head to give my hand room to slide into my shorts and briefs.

"A little," I agreed as I straightened my cock and then pulled my hand back out of my pants. She laid her head back down on my lap and reached for her t-shirt. She pulled the shirt tail up her body, baring her stomach and side, pulling it up far enough for her to move my hand under her shirt instead of on top, my palm now on her bare breast. "You trying to get us caught?"

"By who? Mom? She and Dad are on the patio reading. They aren't coming down here," she said as she moved her hand to the crotch of my shorts. She lifted her head and undid the snap on my shorts and pulled the zipper down.

"What are you doing?" I asked, trying to move my hand from her tit, only to have her clamp her arm against her body, trapping my hand against her.

"What? You scared?" she asked, twisting her head to look up at me. "Or don't you like having your cock sucked?"

"I didn't say I didn't like having my cock sucked," I answered quietly. "I just don't want to get caught by mom."

"You weren't worried about that with Molly, were you? I KNOW mom caught you at least once with your cock in her mouth."

"How do you know that!?"

"Easy. She told me," Jenny said with a giggle. "Now you leave your hand right where it is, and let's see if we can make 'mister happy' here even more happy!" She released my hand and then wiggled around to work her shirt a bit higher, both breasts now sticking out of the bottom of the shirt. "There. Now you can play with both of 'em."

"And you're not at all worried?"

"Uh uh," she said. "Brian and I fooled around down here a lot and never got caught."

"You never got caught messing around?"

"Uh uh. Not like you. How many times did mom catch you with your hand up Molly's shirt or down her pants?"

"Too many."

"That's because she figured you'd do that and came to check. She didn't figure that I'd let Brian do anything like that to me. She still thinks I'm a good girl," she said with a giggle. "I dare you to push my pants down and check out what kind of underwear I have on."

"You do huh?"

"Uh huh," she answered as she went to work working the elastic waistband of my briefs down to free my cock.

"Fine. I'll call your bluff," I agreed, reaching down to undo the front of the tiny micro shorts she had on. I worked to push then down, working the material down over her bare butt until she was naked from her thighs to her tits while she gently stroked my now exposed shaft with one hand. "None I see."

"That's right," she said as she let go of my dick for a moment. She reached down and pushed her shorts down her legs far enough to work one leg out of them and then hung her now free leg on the back of the sofa so that her legs were splayed apart. "Now. You make me come and I make you come," she said before engulfing my engorged head with her hot mouth.

I couldn't believe that she was doing this, right out in the den like this, but it didn't take long before I didn't care. I slid my hand down between her legs and gently started to stroke her wet pussy lips. I let my middle finger slip between her lips and push deeply into her waiting depths. I was rewarded with a moan that vibrated my cock in her mouth, adding to the excitement my body was enjoying. She bobbed her head slowly, teasing me with her tongue as she teased me, working me hard enough to push my level of excitement close to climax, but not quite enough to get there.

While she sucked me I played with her pussy, plunging my finger in and out of her like a small dick for a few moments and then sliding it along her lips to her clit, rubbing it in circles before sliding back down again. The movie was long forgotten as we both teased each other, not quite letting the other come to climax, just holding each other within moments. It was a race to see who could keep the other at the edge without going over. Ultimately I lost, or won, depending on how you look at it. My body suddenly decided it had enough and I felt it jerk. Time after time I felt my cock spurt cum into my sister's mouth, while I frantically rubbed her clit to finish her off with me. She opened her mouth and gasped as her own climax overtook her. Her whole body started to tremble and shudder on the sofa as she came. I heard another sound, another gasp, one that wasn't on the sofa. I jerked my head around, and had a fleeting glimpse of my mother, her panties and shorts around her knees, one hand between her legs and the other pushed up under her shirt. I only saw her standing in the doorway for a few moments, maybe two or three seconds, before she realized I was watching her watch us. She quickly stepped out of view and seconds later I heard her feet going up the basement stairs.

"Shit," I whispered as Jenny's climax subsided.

"What? Didn't enjoy it?" she asked.

"No. I mean Yes. I enjoyed it just fine. But we weren't the only one's enjoying it. Mom was watching us!"

"Mom saw us?" Jenny said, sitting up and looking around.

"Yeah. When you were coming."

"Oh shit. If she tells dad we're screwed, and not in a good way."

"I don't think she'll tell dad," I said quietly, maybe hopefully.

"No? Why not?"

"Because of what she was doing."

"Come on spill already. What was she doing that would make her not tell dad?"

I looked at her and softly told her, "She had her pants around her knees and was fingering herself while she watched us."

"OH SHIT! MOM?" Jenny asked incredulously. "For real?"

"For real," I answered her.

"Oh god. Maybe that's why she never caught us. Maybe she did and didn't stop us."

"Why would she do that?"

"I dunno. Maybe she likes to watch me sucking a guy's cock?"

"Maybe not just you. Maybe she just likes to see a guy's cock being sucked."

"Maybe. Shit! What do we do now though?"

"Not much we can do. If she tells dad, we'll know soon enough."

"Yeah. He'll come down here pissed as hell."

"Well. We can check."

"How's that?"

"You know the little window in the furnace room?"

"Yeah."

"You can peek out and see the patio if you stand on a stool," I said.

"Oh? How do you know that?"

"Cuz I used to do it."

"Peek out? At what? Why?"

"Well. Mom used to turn her chair when she was tanning, so that her back was to the fence. I couldn't see from upstairs because of the pergola. But I found out I could look right up between her legs from that window."

"So why would you wanna look between her legs? Jenny asked curiously.

"Think about it sis. I was a teenager with hormones. Why else would I want to look between a woman's legs?"

"Oh shit. You mean she was...?"

"Uh huh. She was. Frequently," I answered.

"So you stood down there and jacked off watching her?"

"More than a few times."

"Damn. You little perv!" she said shaking her head. "If she was playing with herself, maybe she needs a little more attention?"

"You think instead of telling dad she'd doing something with him?"

"Well. He hasn't come down here, right?"

"No."

"So, let's go see," she said, pushing herself up off the sofa. We headed to the furnace room and moved the little metal step stool that dad stored there over by the window. The two of us climbed up onto it, holding onto each other so that we could see what was outside. The window was fairly dirty, but not dirty enough for us to not be able to see. Dad was sitting in one of the Adirondack chairs, his butt slid almost to the edge, his legs pushed apart and his dick sticking up out of his pants. Mom was completely naked, her clothes under her knees as she knelt between dad's legs, one hand holding his cock while she stroked her mouth up and down it, her other hand between her own legs.

"Fuck. Her tits look even bigger than I remember," I said quietly as I stared at my mom's naked tits, one of them being held in one of dad's hands, the other hanging down from her chest like a huge teardrop. Her nipple jutted down from her slightly swinging breast at least as far as my thumb was wide. "God. Now we know why dad didn't come down mad."

"Yeah. She's sucking him like a pro!" Jenny whispered, watching our mom bounced her face up and down, her hand staying just below her lips, her hand twisting as she moved it up and down his shaft.

"Oh fuck honey. That feels so good," he groaned. "If you're planning on getting this anyplace else, you better think about doing it soon."

"Maybe. I can always get you up again."

"Oh shit," he groaned as she put her mouth on his cock again. Up and down her face bounced, speeding up slightly as his hips started to push towards her with each stroke. It was pretty obvious what was about to happen. In moments his body was bucking and spasming. She pulled her mouth off his cock and wrapped both hands around it, aiming it at her chest as she stroked his cock wildly, coaxing shot after shot of cum to spew out onto her huge chest. "Ohhhhhh damn," he groaned as his cock started to soften, mom gently caressing and occasionally sucking it to draw out any remaining cum.

"So. How long do you think it'll take before I can get this into my pussy?" she asked.

"Hell, I'm game if you are," he said. "I don't know what got into you all of a sudden, but I ain't complaining."

"Good," she said with a grin.

"Come on," Jenny said, stepping down and coaxing me down with her.

"Where?"

"You heard 'em. They aren't done, so it's a perfect time."

"Perfect time for what?"

"To fuck again, silly! She's not going to be coming down here if she's trying to get fucked by dad, right?"

"Oh. Yeah. Right."

"Well, sucking your cock was nice and all, but I really want a cock in me," she said as she lifted her t-shirt off. "So you can fuck me here, or in the den, but one way or another you're getting that hard-on into my pussy right now."

"Hard-on?" I asked before looking down and realizing that my dick, still sticking out of my shorts, was poking out like a flagpole. Watching my mom's body had clearly turned me on more than I would have expected. "Fuck," I swore quietly.

"Yeah. That's the idea," she said as she pulled me out of the furnace room and down the short hall to the den. She stripped off her clothes, tossing them aside, before stepping in front of me and pushing my pants down my legs. She pushed my chest, shoving me back onto the sofa, and then crawled onto my lap facing me, her bare tits practically rubbing my face. "I think you like mom's tits," she said as she reached down between us and grasped my dick. "Cuz you got a big fucking hard-on watching her sucking dad. Do you like my tits? They're not nearly as big as mom's, but they're bigger than Toni's and Molly's."

"I think they're...just fine," I answered as I slid my hands up her nude body to capture her tits. I grabbed as much of her tit as I could, squeezing it slightly to make her rock hard nipple poke out towards me. I aimed her right breast at my face and closed my lips around her nipple.

"Oh fuck yes," she moaned softly as I swirled my tongue around her nipple teasing both it and her puckered areola at the same time. I felt her hand stroke my cock a few times and then guide me to her wet pussy lips. Her hot wetness pressed down over my head and then slid slowly down my shaft as I continued to tease her nipple. "Oh god I love how your cock fills me up," she moaned as she started to bounce slowly on me, driving me up into her until her bare ass slapped lightly on my thighs. "I don't give a fuck if you are my brother. I haven't had a good cock since Brian screwed us over."

She bounced more quickly, gasping and moaning, maybe a little too loudly for my comfort. I switched nipples and licked and sucked her left nipple as I had the first, now adding a little nibbling and pinching with my teeth, something I'd learned frequently pushes their excitement a little higher. "FUCK! You're gonna make me come," she moaned as she bounced faster, her ass now slapping loudly on my thighs. If anyone came in the house right now, there'd be no way we wouldn't get caught. All I could do was hope that mom and dad were still engaged outside.

I started to think about mom's body. Her big tits hanging down as she bounced her head in dad's lap. She clearly enjoyed seeing him cumming all over her tits. I remembered seeing her lifting and holding one of her big breasts up, teasing her hard nipple across the tip of his dick, wiping his leaking cum on her nipple and then using her nipple to smear it around his head before she sucked it into her mouth again. I could imagine dad sitting in the chair, with mom bent over, her ass pushed back at him as she levered her ass up and down, her big tits hanging down and swinging as she pumped her pussy up and down his shaft.

"Oh fuck," I groaned as my body suddenly jerked and spurted a shot of cum up into Jenny's pussy.

"FUCK YES!" Jenny practically screamed as my head banged against her cervix. She slammed herself down on my spurting cock, her whole body suddenly trembling as she sat on me. "Ohhhhhh fuck yes. That surprised me," she panted as we both slowly recovered from our mutual orgasm. "I didn't think you were going to come that fast. I thought I had lots of time yet, and then, wham. You sent both of us over the top."

"Sorry," I panted.

She chuckled. "Yeah. Right. Be sorry for giving me a good orgasm? Sometimes I wonder about you big brother."

"Well, you can wonder while you get dressed. Who knows how long they'll be busy."

"Yeah. Good point," she said as she climbed off my lap, my softening dick slipping from her pussy. "Mom sure enjoyed doing this," she said as she lowered herself to her knees between my legs. She gripped my slimy cock and lowered her face to it, tentatively licking it and then closing her mouth around it. "Not all that bad. I mean I like the taste of cum okay. I gave Brian a shit ton of blow jobs, but I haven't ever tasted my own pussy before."

"Yeah?"

"Uh huh. Not too bad. Have you tasted your own cum?"

"No," I answered.

"But you like pussy? More particularly, my pussy?"

"Yeah. I do."

"Well. You ought to taste them together then," she said standing up.

"How am I supposed to do that?"

She grinned and then stepped up onto the sofa. She pushed her pussy towards my face and giggled. "Dig in!"

"What? Lick you?"

"You expect me to taste me on you, the least you can do is the same, right?"

"Well. Yeah. I guess," I answered, tentatively reaching my tongue out to her pussy. I could taste her wetness and as I licked up her lips, maybe a little slimier than normal, but not incredibly unpleasant. As long as I didn't think about it being my own cum anyway. "Okay. Now get your ass dressed before we get caught," I said, slapping her bare ass cheek playfully.

She squealed and then climbed off the sofa, quickly dressing while I stood up and pulled my pants back up from where they had gathered around my ankles. Fortunately for us we hadn't wasted too much time. Mom came back down less than ten minutes later, her clothes looking a little disheveled and her face still flushed. She settled on the sofa next to me. "So, what's it about?" she finally asked."Um. This girl is trying to figure out how to keep her inn and this jerk guy that she's bound to fall in love with is supposed to be sizing it up to be bought by his boss. Kinda predictable."

"Yeah. Most of these are," she said quietly. "Not everything in life is though, is it?"

"Nope," I answered.

Jenny got up from the sofa and walked out a couple minutes later, announcing she was going for a drink and asking if anyone else wanted one. Both mom and I thanked her and I asked for a Coke. Mom asked for a beer, which sort of surprised me. She wasn't the biggest beer drinker in the family.

"I know you saw me," she whispered after Jenny left the room.

"Saw what?"

"Saw me watching you and Jenny."

"Oh?"

"Uh huh. I'm thinking that you weren't exactly wrestling this morning, were you?" she whispered. "Don't worry. I'm not saying anything to your father. You two are legally adults, even though you'll always be my children. You can choose to do what you want, but you should probably be more discreet. If you know what I mean?"

"More discrete? Like you sucking dad's cock on the patio?" I asked, quickly regretting the defensive response.

"You saw that?" she asked quickly. "How?"

"Does it matter?"

"No. I guess it doesn't. I think we need to talk about this later though," she whispered as Jenny came back down the stairs holding two cans of soda and a beer.

Later turned out to be nearly eleven that night. There was a soft knock on my door and then, before I could answer, mom pushed the door quietly open and stepped inside. She closed the door softly behind her. "I saw your light was still on," she said quietly as she walked towards me. I set the book I was reading aside as she sat down on the edge of the bed. "Can we talk?"

"Sure Mom," I answered with a shrug.

"I don't want you to think I'm judging you. Because I'm not. When I was closer to your age, I had sex with my brother. I understand how devastating that your breakup with Molly was too. It came as quite a shock to all of us."

"Yeah. Not as much of a shock as finding out she's pregnant with Brian's baby," I said with a frown.

"I know. Emily told me."

"Mrs. Ericson told you?"

"She tells me a lot of things," Mom said quietly. "Probably a lot more than you would think."

"Oh," I said nervously.

"Don't worry. I'm not telling your father. I doubt he would understand. He isn't the most accepting of...non-traditional situations. Frankly, I was surprised that he allowed me to do what we did on the patio this afternoon. Not that I gave him all that much choice, once I was standing naked in front of him. Hopefully, he enjoyed it enough that we can do some other things too. But we'll have to see."

"Yeah."

"Speaking of seeing. I know you saw what I was doing while your sister was sucking on your dick. I shouldn't have done what I did, but when I walked in I just couldn't help myself. I wasn't going to say anything, but the longer I stood there the more my body started demanding attention. I'm sure you can understand that, right?"

"Yeah."

"So. Well, I guess I got a little carried away."

"That's okay Mom," I said, still not at all sure where this conversation was headed.

"So, I guess you and Emily have been sharing some extracurricular activities?"

"Um..." I said awkwardly, not wanting to lie to her but also not wanting to exactly admit that Mrs. Ericson and I had been fucking multiple times.

"It's okay," she said quickly, reaching out and touching my leg through the bed sheet. "She told me way back about teaching you and Molly. She said you were a very fast learner."

"She told you about that?"

"She did. She also told me that she participated to make sure you were doing things the right way. She wasn't exaggerating, was she?"

"Uh. No. She helped us get it right. At least I think it was right. I haven't had any complaints."

"I'm sure you haven't. At least not from what Emily has said. In fact, she's indicated that you are quite skilled."

"Uh...Um...Thanks?" I answered, not sure how to respond.

"Am I making you nervous?"

"A little."

"Why?"

"Well. I guess because I figured you'd be kind of upset if you found out I was having sex with Mrs. Ericson."

"You might as well call her Emily, since you're having sex with her," she said with a soft chuckle. "No. Your father would be more than a little upset if he knew, but then, he's always been pretty reserved in that respect. Today was actually pretty out of the box for him. He's...Traditional," she said with a firm nod.

"Yeah," I said with a nod, remembering all the times he laid down the law about something we did as kids that he didn't like because it wasn't how he was raised.

"I love him dearly, and I wouldn't ever do anything on purpose to hurt him, but I was thinking you might be in a position to help me out with something."

"Help you out?" I asked a little confused.

She stood up and pulled the nightgown up and off, letting it fall to the bed. She stood there, letting me stare at her completely naked body. My eyes traveled up and down her body. She was a little rounder than Mrs. Ericson, but certainly not fat. Her mound and pussy were covered in a heavy dark brown mat of curls that hid much of her. Her breasts though were...fantastic, and it didn't take me long to zero in on staring at her tits, mother or not. Each orb looked big enough that I'd barely be able to contain it with both of my hands. Her areola were large and round, slightly dark brown, covering nearly a quarter of the front of each breast. Her nipples were easily as big around as my index finger and protruded twice as far as they were wide. "I see you like my breasts," she said as she lifted her hands to them, lifting each orb and holding them so that they pushed out toward me. She moved back to the bed, crawling onto it and sitting down with one leg cocked under her so that her legs were somewhat spread. I could see her full round hair covered lips and the significant amount of delicate inner lip protruding.

"Jesus Mom," I breathed when I could actually speak again.

"Shhhhh. It's okay. It's not like I'm asking you to have sex with me. I was just hoping that you might be willing to help me out a little."

"I still don't know what you're asking then," I said, looking down from her tits to her pussy and then back up again.

She reached out and drew my hand to her left breast, pressing my palm to her hard nipple. "It's been a very long time since I had anyone touch me in certain ways. Not since before I met your father. I thought, that just between you and me, that maybe you wouldn't mind touching me in those ways. I mean I'd certainly make sure that you enjoyed it, if you know what I mean. I know it's a lot to ask, but after today, well I just thought that maybe.... If not. That's okay. I understand," she said quickly, getting up from the bed, apparently deciding that maybe she'd pushed this too far. She picked up her nightgown and was half a dozen steps to the door.

"Mom. Wait," I said loudly enough for her to hear me. She turned and looked at me, holding the nightgown against her chest. "I didn't say no."

She stood for several seconds and then walked over to the bed again. She sat down, letting the nightgown drop into her lap, leaving her big tits exposed. "You're sure. I mean you don't have to. I understand. It'd be a bit weird, being your mother and all."

"No. It's okay. If I can, I guess I will," I answered. "So what, what do you want me to do?"

"Well. I'd asked your father, but he only did it once for me, and that was a long time ago."

"I can't do it if you won't tell me what it is."

"I'd like you to let me sit on your face and make me climax that way," she said, barely above a whisper. "I know. I know. It's kind of kinky. But if you could, well, I'd really enjoy it."

"It's not all that kinky," I said softly, moving my hand to her bare thigh and stroking it gently with my fingers. "I've done that lots of times. Even to Jenny."

"You've done it to Jenny?" she asked, one hand moving to her mouth to cover it, as if she were saying something dirty. "Really? Did she like it?"

"From what I could tell, yeah."

She stood up and set her night gown on the bed. "Let me go get a towel," she said quickly, moving toward the door.

"You don't need to," I answered, stopping her at the door.

"Trust me honey. You'll want me to get a towel," she said before opening the door. She came back moments later with a big fluffy towel in her hand. She walked to my desk and turned on the little desk light and then back to the door to turn off the overhead light, leaving the room much darker. She walked to me, stopping by the side of the bed. "Let me put this over your pillow," she said softly. I sat up and she turned my pillow sideways and then spread the towel over it. I laid back down and waited. She pulled the sheet and blanket back and then gently pulled my sleep pants off, giving me time to lift my butt to make it easier. With both of us naked, she crawled onto the bed. I expected her to crawl up over my face, but instead she knelt over my feet and bent over. She looked up at me and grinned as she grasped one of her tits and used her big hard nipple to slowly trace up and down my hard shaft, making sure to tease over and around my mushroom head.

"You like that?" she whispered questioningly as she continued to tease my dick with her nipple.

"Yeah. I do," I whispered back.

She grinned and then lowered her head to my dick and gave it a long slow lick. She shifted her weight to her elbows, freeing her hands to gently lift my dick slightly upward while she licked up it like a popsicle. "I can see why Emily likes it so much," she said softly before tilting her head down and engulfing my head with her hot mouth. She slowly drove her mouth down my shaft, pushing her face further and further down, tilting my cock further upright as she pressed further. I felt my head press into her throat, and slide even further into her mouth. I felt her nose press against my body before she pulled herself off of me, my cock now coated in saliva. "God you're big David. I could barely get you down," she said breathlessly before she tilted her head down and pushed her face down my dick again. She let her lips slide down my shaft until she had to open her mouth wider, my head pushing into her throat once again. She held it there and then bounced her head several times, fucking my cock with her throat. "Fuck," she whispered after pulling her face once again off my shaft. She let go of my dick and then leaned her face down to gently kiss my shaft. She started working her way up, kissing my dick inch by inch, until she got to my head. She gently teased it with her tongue for a minute or two before kissing my body just above where my dick was laying. She slowly kissed her way up my body, her soft tits and hard nipples dragging along my body with each inch she worked toward my face.

She paused at my chest, softly kissing her way to one of my nipples, teasing it hard with her tongue before kissing her way to the other. She licked and teased it as well until it was hard. "You enjoy that?" she asked softly as she started to kiss her way back to the center of my chest and then up towards my neck. She buried her face in my neck, her shoulder length brown hair cascading over both of us as she gently kissed and nibbled my neck. I could feel her hot wet pussy pressing against my dick, my shaft slipping between her wet lips as she rocked herself, sliding her slit and her clit along my engorged shaft. I could feel her strokes lengthen, her wet lips closing over my fat head at the end of each stroke. I felt like she only needed to move another inch or so and she'd be pushing herself right down my dick.

She didn't though. She stopped rocking and pushed herself up, looking down past her big tits to the little bit of my cock that was sticking out of her wet lips. She reached down and teased her finger over and around my head, smearing her juices around me. "Don't worry. I'll be back to take care of you," she whispered down towards my dick. She looked up at my face. "You ready?"

"If you are."

"Trust me. I'm so much more than ready," she whispered as she started to move her knees up my body. She walked herself up until her legs pinned my arms down to the bed and then spread her knees apart, spreading her pussy and lowering it to my mouth.

I looked up at her as I gently slid my tongue along her slit, dipping between her already wet spread lips. Her juices were sweet and copious, her pussy already leaking around my chin as I found her clit with the tip of my tongue. "Ohhhh yesssss!" she hissed quietly as I circled and flicked my tongue. She reached both her hands to her own tits and began to squeeze and massage them, letting her fingers occasionally capture her nipples to squeeze them as well. "Oh god you're good at this," she moaned as I worked her clit in little rapid flicks before drawing my tongue away again to lick down her slit. Her hips started to rock, much the way they had when she was sitting on my dick, only this time she was grinding her pussy into my chin and face. I concentrated on her clit with my tongue, unable to reach with my hands to do anything. "I hope you're ready for this," she moaned as her legs started to tremble. "It feels like it's going to be a big one." Moments later her whole body tensed and then suddenly jerked. Pussy juice gushed out of her pussy over and around my face, practically drowning me for moment. Again her body stiffened and then jerked, surging another gush of juices out over my face. "Oh shit!" she cried into her hand as a third massive spasm wracked her body, covering me once again with her juices. She suddenly rolled over, off of my body, onto her back, one leg across my body the other curled under her.

I pushed myself up and used the now very wet towel to wipe my face and chest off. I looked over at my mom, laying naked, panting, her legs spread enough to afford me a full view of her pussy. No way that I would ever have expected to be laying naked on my bed with my own mom, let alone what we had just done. Hell, for that matter I never would have figured I would be fucking my own sister either. I mean I didn't intend it, but then Mrs. Ericson, I mean Emily, kind of made that happen. I was perfectly content to share her body, Toni was just a bonus.

I looked up and down her naked body and felt an odd combination of feelings. I mean I love her like a mom, but I was also lusting after her body. Maybe part of it was what I felt for her and wanting to give her pleasure? I dunno, but I did know that my cock was as hard as it'd ever been and my mom's spread pussy was calling me. I set the towel aside and rolled onto my hands and knees part of my body straddling hers as I leaned my face down to her stomach. She flinched as I kissed her firm stomach and began working my way up her body. Her tits seemed huge compared to almost anyone except Emily. Hers were pretty big but not quite this big. I never knew my mom had such huge sexy tits. I started to kiss around the massive mounds of flesh before zeroing in on her big areola and her still hard nipples. I sucked one into my mouth, drawing a soft moan from her lips. As I teased it with my tongue, I could feel It harden even more in my mouth.

"Clearly a tit man," she whispered softly, her hands stroking my shoulders as I teased and played with her nipple.

"Uh huh," I answered as I moved to her left breast and sucked that nipple into my mouth. I shifted my knees, sliding my legs up under hers, which pushed them back and apart, leaving her laying on her back with her knees pushed up and out. I moved my hips down and felt my hard mushroom head press against the wetness of her lips. It only took a small shift in my weight to get my head between her delicate inner lips, moving my hips to search out the entrance to her vaginal tunnel, a little trick I'd practiced many times on the girls at the sorority. They always seemed to love the fact that I didn't need to interrupt sucking their nipples before pushing my fat cock into them. My head found the entrance to her depths and I started to press forward, my head sliding easily into the juice slickened depths.

"Uh uh. Not there," she whispered, pushing with her thighs to force me back, sliding my head back out of her pussy. I immediately felt disappointed. I suddenly WANTED to be stroking into her, to pump my cock deep into her pussy. I pushed back, forcing my cock back into her an inch or two before she pushed back again with her legs, sliding her body up the bed and out of reach of my dick. "David. No. Please don't make me regret what we've already done," she whispered. "Trust me. I won't leave you unfulfilled."

I pulled my face from her tit and looked up at her, nodding, in frustrated acceptance. I'd never forced myself on any girl and I wasn't going to start now. "Come up here," she coaxed, reaching for my body. "Crawl up here....come on. Trust me. I think you're going to enjoy this."

I did as she asked, untangling our legs and crawling up her body, one leg on either side of her. She reached for my hips and pulled on me gently, coaxing me up until my dick was laying between her big tits. "Now. Sit up. All the way up. That's it," she said as I sat up over her, my legs splayed wide and my hard-on laying between her big soft tits. She reached one of her hands past me and moments later drew it back, her fingers slick with her own juices. She rubbed them around my cock to lubricate me and then moved her hands to her tits, pressing them together so they closed around my cock. "I bet this is something your schoolgirl friends can't do," she said with a grin as she looked up at me. "Go ahead. Stroke like you were going to into my pussy."

I looked down and started to rock my hips, sliding my slickened cock in and out of the soft confines her tits created. She tilted her head down and opened her mouth. Each time my cockhead pushed out of the confines of her tits, it slid into her open mouth. She quickly found a rhythm that matched mine, her lips closing around my head and her tongue teasing over, under and around it with each stroke. Her saliva provided plenty of lubrication and I was soon pumping my hips madly between her tits, my orgasm quickly building. I reached down and held her tits along with her, letting my fingers tease her nipples as I pumped in and out of the sexy confines.

"Oh shit. I'm going to come," I grunted as the urgency pushed higher in me. I wasn't sure I could stop now if I wanted to, but I honestly didn't know what she wanted me to do with the cum that was about to become hers. I continued to pump my hips, my head pushing into her mouth with each stroke. My body suddenly jerked, no longer able to hold back. I felt a surge of cum travel up my shaft and spew out, spraying into her mouth as she held her lips closed around my head. My body jerked and twitched, pumping multiple shots of cum into her mouth before I felt it subside to an oozing drool. Only then did she pull her face back and release my cock.

"What did you think of that?" she asked softly. "I know it isn't a pussy, but I hope it was a reasonable substitute," she said as she reached her fingers to wipe a little cum off the corner of her mouth, licking it off her finger. She leaned her face towards my still softening dick and closed her lips around it again, licking the remaining cum from it, leaving it clean as she released her tits. "I think we've probably done enough for one night. We both need to have some sleep for tomorrow. Hell, I have to work tomorrow too," she said with a smile, verbally coaxing me to move off of her. I rolled myself off and sat cross-legged on the bed as she slid off and stood next to it. She let me look for long seconds before she reached for her nightgown and pulled it over her head. "Thirty-eight triple D," she said as she pulled the nightgown down over her tits. "That was what you were wondering, wasn't it?""Actually, it was," I answered.

"And no."

"No?"

"No. I never wear panties to bed. So if you see me running around in nightwear I don't have anything on under it. Ever!" she said with a smile. "Let that sink in a little," she added as she turned and walked to the door. She stepped out and closed the door behind herself. I looked at the clock, it was nearly midnight. I couldn't believe my mom had just spent almost an hour having sex with me. I got up and turned off the desk light and then crawled into bed, the towel lying next to my pillow smelling of her pussy. I closed my eyes and tried to go to sleep.

"She never wears panties under her nightgown?" I asked myself. "Why would...ohhhhhh damn!" I whispered to myself, realizing what she meant. Every morning since I'd come home from school, we'd had breakfast sitting next to each other, her always in either a pair of pajamas or a nightgown. The thought suddenly made it harder to get to sleep.