"Your Mom is Passed Out?

It was funny how over the summer my friends changed. With school out, the neighborhood became more important than the sports and popularity cliques, and this year it meant hanging out with Jerry Mallory more. Something I would NEVER do in school. He was a nerd and outcast, but he had his own group of weirdo gamers to hang out with, birds-of-a-feather and all that.

During the summer break, Jerry had 5 things going for him which hadn't really mattered much before, and were now changing my opinion of him as a friend.

1) Although he lived in a different neighborhood, much more upscale, he only lived about 150 yards away, 3 blocks over. If I cut through the Davis's side yard, and went through the alley, it was almost like we were on the same block.

2) He always had spending money. His second stepfather, though never around, was a generous old fart. Jerry had a debit card that we could run a couple of hundred dollars a week through without hearing a peep about it.

3) He had a great yard. Their pool was flanked by a long building which included the pool-house, a billiards room (with a half dozen genuine arcade machines), a completely outfitted workout room, and sauna.

And then there was the backyard eye-candy. Specifically:

4) Danielle. Jerry's stepsister was home from college, and the first time I saw her I almost crapped my pants. Un-fucking-believable, like she'd just stepped out of the pages of Playboy. She spent most of her days out by the pool, wearing the smallest of bikinis, with an assortment of friends coming and going, and sneaking beers whenever nobody was looking. Any excuse to see the second best looking girl in the neighborhood worked for me. And if that meant weird Jerry was my new best buddy, so be it.

5) Jill. His mother, Jill, was the best-looking woman in the neighborhood. Hands down. Mrs. Mallory wasn't always half-naked by the poolside, like the aforementioned Danielle. She was too busy watching after her 3 kids, Jerry and the step-kids who were still at home. She was occupied with clubs, causes, and all the other crap that came with being a trophy wife. She still made the occasional pool appearance, but didn't seem to like Danielle's crowd. If I timed it right, I could workout with her in their gym. She was fanatical about her 'personal' time, and spent easily two hours a day in there. Her trainer Donna, yet another hotty, was around a few times a week to keep her in line.

Getting to work out with Jerry's mom usually required either going over early, like before 8:00am, or staying around late, around nine-ish. The morning was more interesting, since that was when she worked out with the weights. In the evening it was mostly cardio on one of the stationary bikes, but at least a couple of times a week that was followed up by a late swim. For me, that was the grand prize. Those nights she'd work out in tight shorts and a top that wasn't much more than a sports bra, which struggled mightily to contain her bodacious knockers, especially when the big screen in front of her bike showed her climbing the steep hills. She'd rise up on the pedals, and pound away at them, her magical tits bouncing and swaying with each new stroke of her leg.

It had been about 4 weeks since school let out, and I was becoming a fixture in the Mallory household. Danielle seemed to have gotten over her condescending attitude and even remembered my name occasionally. I learned a little more about her as my constant presence was tolerated and even taken advantage of on occasion. Jerry's Mom had ruled that Danielle and her friends were not allowed to drink at their house. Some history there I guess. One afternoon, when the backyard was unusually empty, I decided to be brave and stretched out on the recliner next to her. I had a beer with me; they didn't seem to mind if Jerry and I had the occasional brew. Danielle looked over at me peeling off those sunglasses to give me one of her vicious condescending glares. Instead she surprised me with a little smile.

"I'm thirsty, mind if I have a sip?" she asked nodding toward my beer.

"I'll get you one if you like."

"No, I don't need a whole one. We could just share yours." She even deigned to smile at me.

I was excited to think of her lips touching the same bottle as mine. We shared two beers by the pool, and she seemed almost pleasant. A little later Jerry pulled me to the side. "Don't let Mom or Dad catch you giving her beer. She knows she's not allowed."

"It's just half a beer," I told him.

"I'm not kidding. You'll be cut off too."

I took the warning to heart, and was much more aware of who was around when I offered to share my beer with Danni. Much more careful to disguise it as well. We never went through more than a couple together. She was a much nicer person with half a beer in her. Almost likable. She'd even chat with me.

Jerry's mother grew tolerant of my constant presence. If her trainer wasn't with her when she worked out, there was a good chance I'd be around. If she needed help with anything, I was the man. Unload the van? In a heartbeat. Anything to be in her presence.

At first she was patient with me, slowly growing more receptive to my presence. Before long she seemed to enjoy my company, and became more chatty while we worked out. Jerry wasn't into the workouts much, even though he was the one who needed it most. On occasion he'd join us if his mother badgered him enough, but the last week or so she'd given up on him, accepting that he'd rather park himself in from of his Xbox and play with the new Kinect rather than exercise.

I wasn't complaining, Jill, as his mother insisted I call her, was more open when he was around. The previous week I'd gotten a little more daring and climbed on the exercise bike beside hers, thinking we could have a nice extended talk, instead of the little moments between sets or when helping out. That was a lesson in humility. I might be bigger and stronger, but on the bike she ruled. I thought I had decent stamina, but half-an-hour later I was gasping.

Two days later I was up beside her again, and she gave me a quirky smile. "Back for more punishment?"

It was nice to hear her open the conversation. Initially I seemed to start every conversation. "Here for training. I've learned my lesson, I definitely can't hang with you. Not yet at least."

Her smile was magnificent. "I'll tone it down a bit. I admit it, I was showing off a bit. Yesterday I was sore as hell."

I lasted a little longer, maybe forty minutes before I was completely gassed. She got up and fetched us both waters from the mini-fridge, insisting I keep going, as slowly as I wanted, as long as I didn't stop. The mirrors across the back wall of the room were a Godsend, allowing me to watch her every movement, everywhere she went. I pouted when she left for a moment, then perked up watching her every move when she returned.

I guess I was staring. She walked over to me, put a finger on my cheek and turned my head forward. "Eyes on the monitor. Pedal. Nothing to see over here."

Nothing? Crazy woman.

I somehow stuck it out the last 10 minutes or so, and crawled off the bike, my legs shaking.

"Good job, Alex. That's a hard course."

"Thanks," I groaned, "didn't look too hard for you."

"It's your second day on that bike. I've had years." Instead of heading out to the pool, she turned to the connecting door. "I'm gonna take a sauna. You should too; it'll really help with the soreness."

I sat in that steamy hot room, wearing nothing but a towel and deeply aware she was in the same boat. I kept fantasizing about Mrs. Mallory casually removing her towel and leaning back letting me ogle her magnificent tits.

Let's face it. She had an incredible bod. Narrow waist flaring out to full hips, a bubbly round ass, with toned thighs and calves. Her legs were slender like her waist, and tanned to perfection. Moving up from the waist were two of the most audacious tits imaginable. Full and firm, they made her look top heavy, too big for that small body. Thankfully that juicy ass balanced her somewhat.

If that wasn't enough, her face was so beautiful it could make you forget about the rest of her. A long slender nose, full but not exaggerated lips over a generous mouth, huge mesmerizing green eyes, and that sexy dark brown hair, worn shoulder length. Think Evangeline Lilly with fuller hair and a little more heart shaped face. Stunning.

We chatted about school and exercise and about summer plans, but I can't recall any of it. I only remember sitting and staring at that evil towel enveloping her breasts, and trying my damndest to telekinetically make it open. That and hoping she didn't notice there was huge tent action going on underneath my towel.

The next time we worked out together, she made a show of turning on the sauna even before we got on the bike. Big mistake. That left me riding with a hard-on most of the time, and I was miserable. I was sweating bullets, and constantly trying to surreptitiously adjust myself. Damn it!

She took pity on me eventually, reaching across the gap between our bikes, and resting her hand on my shoulder. "Take it easy, there's nothing to worry about. So you're a little excited. You're a teenage boy. These things happen. Nobody's around to see, right? Nothing to be embarrassed about."

She was wrong. There was one person there to see it. And clearly she had. Still it did allow me to regain my sanity and my aching erection slowly calmed down to a simple obscene swelling.

I wondered if she'd cancel the sauna, but she seemed eager to sweat out the poisons. Of course the erection I'd finally managed to get under control on the bike was back with a vengeance. I tried to ignore it, and we were able to talk about life, dreams and aspirations, a heady conversation for somebody like me to have with a woman like that. To be honest, once I got her going, she mostly talked and I was happy to just listen. I loved her voice, her laughter, the way she moved when she spoke, how her hands gestured, everything.

I was given the task of adding water to the lava rocks. Sitting back down after the latest dousing, I planted myself a little closer. We'd started a good five feet or more apart, but after I got up each time, I tried to sit a little nearer. I now was perched with my leg up on the bench, my knee only inches from hers. I turned to her and asked her to tell me something about her favorite foods. I saw her look down below my waist, then she reached for my cock.

Oh God! It was going to happen!

I was wrong. She reached for my towel and pulled it up and over to better cover the beast down below. I realized that sitting as I was, she had a view right up my towel. With the full blown tower of my erection, the towel was not covering very much. Like I said, she pulled the towel over, and gave me a little pat. Right there. I nearly had a stroke.

She leaned forward. "It's Ok that I make you hard. I get it. You're a teenager. It's even kind of cute. But I don't need to be shown it, Ok?"

I stumbled over an apology, promising it would never happen again.

She placed her hand on my bare knee and gave me a pat. "Take it easy. We won't make a federal case about it. You've got wood. Just keep it under wraps."

She turned away from me, leaning back against the wall and breathing deeply of the steam. Her hand stayed on my knee, just resting there. Take it easy? If I wasn't careful, I was going to blow any moment.

Somehow I survived our sauna, and in the shower, dealt with my not-so-little friend. My inspiration was waiting for me in the exercise room, and she reached out and tousled my hair. "I appreciate the company. And I'm glad you were able to take care of things." She nodded below my waist, which no longer looked comical. "Thanks. Sometimes it's kind of lonely around here with Bob gone all the time, my boy surgically attached to those damn games, and Danielle off to college. Occasionally I just need time with an adult."

"You're welcome, of course. I'm sure you know I like being around you," I tried to be casual.

She smiled. "Yes, I can tell. There's little doubt about that."

I blushed, tongue-tangled, but she reached out for me again. "It's alright. It's nice to be wanted. It just can't go anywhere, you understand?"

"I understand."

But that won't stop me from trying, I thought.

* * *

A few days later I was headed back over to Jerry's after checking in at home. I ate dinner over at his house several times a week, but tonight was some kind of spinach cannoli, so I went with my fallback plan and let my family know I was still alive, and had Mom cook me up a burger.

Full, if not satisfied, (if you get my drift), I had gym shorts and a t-shirt on, ready for a workout and a swim later. I let myself in the back way, and headed for the game room where Jerry was parked most of the time I wasn't there. I'd taken a quick glance at the backyard, but it looked like Danielle and her crowd were out somewhere. Too bad. She was always good for fueling a few of my late night fantasies.

I grabbed a beer out of the refrigerator and then it was up the stairs to spend a couple of mindless hours gaming before my planned workout session.

I didn't recognize the current game and with the headphones on Jerry couldn't hear me come in or ask what he was playing. I had to step in front of him to get his attention.

"What's the new game?" I asked him after he cursed me for getting him killed.

"Child of Eden. It's really pretty incredible," he answered, looking like he'd just run a marathon. Of course that's how he looked after he'd walked up the stairs. He really needed to be joining us in the workout room, but who was I to pressure him?

He showed me the game but it looked kind of faggy, so we fell back on the old standby, Call of Duty: Black Ops, which I have to admit, he was pretty kick-ass playing. An hour later I was peeking out the back window to see if the exercise room light would come on.

"If you plan on working out, you're on your own tonight. Mom's out of it," he said when he caught me looking out the window.

"What, is Bob in town? Did they go out or something?"

"Hell no. Bob's still somewhere in Taiwan, I think. Supposed to be back this week, but who knows? She just had one of those days," he explained while lighting up some noob's ass for about the 20th time in a row.

"What's 'one of those days?' A time of the month thing?"

"Jesus, Alex! She's my mom, I don't even want to think about that."

"Well, what is it?" I kept insisting.

"You know. She gets all freaked out about her life and stuff. Pops a few Valium, has a couple of drinks, and then passes out for a while. Last Christmas she didn't wake up for an entire day - I thought we'd have to take her to the hospital. When she starts drinking the Vodka, it's a dead giveaway."

Hospital? Jill?

"You're Mom's passed out? Don't you think we should go check on her?"

"What for? It's not the first time. It won't be the last. Sometimes she just needs to kind of escape, I guess."

I heckled him into looking in on her and followed him to her room. Sure enough, she was in the bed, arms akimbo, mouth open and snoring. He turned on the light without a care for her. Not a single sign of movement.

Jill was lying there, dead to the world, the covers thrown off and just a sheet covering her. One bare leg was sticking out, and I fantasized about where that thigh might lead, just under the cream colored 800-count cotton sheets.

"She's really out of it, isn't she?" I whispered.

He laughed. "You don't have to whisper, an earthquake wouldn't wake her up. WOULD IT MOM?" he practically shouted.

Didn't get the least reaction.

"Damn!" I told him approaching the bed. "You aren't kidding." I reached out and shook her leg, my fingers tingling where I touched her smooth skin. "Mrs. Mallory, are you Ok? Do you need anything?."

"Forget about it. A few months back she didn't even make it to the bed and ended up in the middle of the floor all night long. The maid screamed and thought she was dead. It took us ten minutes to get her back in the bed, and she never snapped out of it."

My mind was working overtime, and my thoughts were probably the same ones you'd have in my shoes. "Do you think she's naked under there?"

"No way," he said. "She's pretty careful to stay covered up at all times. This is definitely a 'no nudity' house. Anytime Danni gets even a little out of line, Mom sets her straight. Only the bathing suits get a little leeway. She's probably wearing a nightgown or shorts or something.

I moved a little higher up the bed, and grabbed the sheet that was the only thing between me and visual Nirvana.

"What are you doing, Alex?"

"Just taking a peek." I explained as I slid the sheet aside, exposing Jill in all her glorious MILFishness. Naked. 100%. Not a stitch on her. Score one for Aleximus Magnus. Called that one!

"Fuck!" Jerry cried out taking a step back. "She's naked!"

"Yes she is. Sweet, huh?"

"Cover her up. What if someone comes in here?"

"Like who?" I asked while my gaze took in those fabulous tits which had bewitched me night after night from behind her workout top.

"I don't know, somebody," he whined.

I sat on the edge of the bed and placed my hand on her smooth belly. "Jill?"

"Come on, I told you that won't do anything? Let's get out of here."

"Where is everyone, anyway?" I asked, as my hand caressed her soft curves.

"Shit, I don't know! Danielle's at her friend Caitlyn's for the weekend. The monsters are with their mother until next Friday. Bob's in fucking Asia somewhere."

"So we're alone in this house, right. Pretty good deal, huh? Who's going to walk in?" I lifted my hand off Jill's stomach, and placed it on her tit, feeling its warmth and fullness, giving it a good squeeze. Nothing but gentle open mouthed snoring in response.

"Damn it, Alex! She's my Mom. Have some respect."

Hell, I never thought he had it in him to speak back to me. I knew what I was going to do, and it was best if he was a willing participant. I fondled her fabulous tit, while thinking. Then it came to me.

I got up, and Jerry thanked me for coming to my senses. Way too soon. I went to her dresser and started going through the drawers, quickly finding what I was looking for. A nice sheer nighty.

"God, what are you doing now?" Jerry asked, literally wringing his hands. I didn't think people really did that.

I placed the wispy material over his mother's face. Then I stood back and admired my handiwork.

"What's that about?" Jerry asked.

"Look at her now. Just look at her from the neck down." I waved my arm across her body, for emphasis. "That's not your mother anymore. That's a beautiful, naked woman who's just invited you to do anything you want with her body. Anything. Look at that."

I think it was working. He'd stopped his hand wringing and was staring at his Mom's boobs. Good choice. Definitely worth staring at. I pushed him over next to the bed, grabbed his hand and put it on her nearest tit. He pulled back for a moment, then reached out on his own. He seemed to get the idea and I saw his hand was moving, squeezing it just a bit.

"See? That could be anybody. Taylor maybe, or Maddy Thomas. Except this body is even better than theirs."

"Linda?" he said softly. I assumed he was talking about the Linda that was a frequent pool-guest friend of his step-sister.

"Yeah, Linda. With bigger tits. Naked and begging for it. Anybody."

"Danielle?" he asked, his hand tugging on her nipple.

"Fuck yeah, it's definitely Danielle. Haughty, snooty, bitchy Danielle, unconscious and daring you to do something about it. Are you man enough to give Danielle what she so badly needs? Are you, Jer?"

He reached out with both hands and grabbed his Mom's breasts, squeezing. "Turn down the lights," he said.

Fuckin' A.

I got up and went to the wall switch, pulling the slider downward until the overhead was barely lit. He had a good idea there. You could still see her pretty well, but the lighting wasn't as harsh and all revealing. The dim lights of a strip club. Where sin is King. And for tonight, Jill Mallory was Queen.

I went and pulled the covers and sheets completely off the bed. Yeah, that was better. Jesus, she had a hot body for an older woman. "How old's your Mom, Jerry?"

"34."

"34? Are you kidding me, she'd have to have been, what..."

"16 when she had me. And stop reminding me it's my Mom."

"Fine. How old is Danielle?"

"Twenty, I think. Yeah, twenty since March."

"That looks about right then. That's the smokin' body of a 20 year old if I ever saw one."

Jerry wasn't paying any more attention to me. It was obvious he was a breast man, and he had his Mom's nipple in his mouth, suckling like a newborn.

I laid down on the other side of her, and took her other tit under control. She had more than enough to share. Her nipple fit my mouth nicely. Plus my hands were free to explore her body. Soon they were exploring that warm place between her legs.

I know, it might seem kind of weird, two guys just a couple of inches apart, working over a girl's tits. Kind of gay, maybe. It wasn't. We were building a camaraderie. Sharing. It was pretty cool, even. Her tits were simply incredible, and Jerry was obviously content as hell.

Me? There was something else I wanted to suck on.

I grabbed Jill's legs and pulled them roughly across the bed diagonally, giving us plenty of room to work, and sort of daring her to respond. She started to turn on her side a bit; she might be unconscious, but she wasn't dead. I just waited for her to finish, then put her back onto her back, and spread her legs. She had a small tuft of fur above her pussy, easily an inch within her tan lines. I moved closer for a better look, and her smell hit me like a schoolyard bully. It literally knocked me back for a second, then I moved back in, inhaling deeply. Damn, that was one intoxicating scent. A grown woman's pussy. And not just any grown woman, Jill Mallory, the MILF to end all MILFs.

I opened her legs wider, and licked my first kitty.

Don't get me wrong. I wasn't a virgin or anything. Of course not. Fat chance. I'd fucked a lot of girls. Five, now that I think about it, but I wouldn't normally count Cheryl, since she's big, and I was drunk, and I don't remember shit about it. But she remembered enough to fucking follow me around like a stray dog for the better part of a semester.

And there were three more that gave me hand jobs. Eight women altogether, seven if I don't count chubba. Four of them gave me blow jobs. Well, four that at least had their mouth on my cock at some time. Jenna finished me, and even swallowed. Yep, every drop. No wonder Jenna was my all-time favorite.

Until now.

So like I said, I've been around. But I never had a completely naked woman in front of me, and never had my mouth anywhere near their twat.

But thanks to Mrs. Mallory that was changing.

As I licked my first pussy, I realized my cock was aching. I was still fully dressed. No sense in that. I quickly stood up and stripped naked, putting Jill and me on equal terms.

Ol' Jerry was too busy chowing down on his Mom's tits to notice or comment on it.

"Danni's got some sweet ass tits, doesn't she?" I teased.

He actually pulled away for a second and I could see his Mom's nipples were hard and red. "Big ass tits. All real," he said smiling.

"Sweet, hot pussy too. Tasty twenty-year-old pussy, barely legal." I told him, putting up my hand for a high five. He didn't hesitate to give me closure.

"You know we're going to fuck Danielle's ditzy blond brains out tonight, don't you?"

A look of concern crossed his face. "No, really? We don't have to take it that far."

"We're going to fuck Danielle so hard she'll feel it for a week. Every time you look at her she'll grab her crotch, remembering what we did to her."

"Fuck Danielle," he moaned, then went back to town on those tits.

I, on the other hand, went back to learning everything I could about a woman's pussy. Jill was a hell of a teacher, never complaining if I made a mistake, and allowing me near infinite leeway.

After licking her and sucking on her nether-lips, I tried to find out how far up inside her my tongue would go. Far enough to hurt my jaw after a while. I loved the way she tasted and smelled, and couldn't get enough of her. I moved my head back enough to lose the shadows and opened her up, taking in the spongy pinkness inside her, which sucked my finger in with the greatest of ease. The folds of skin at the top, when pried apart, exposed that most elusive of treasures I'd heard so much about. A little pink nub, not much bigger than a pencil eraser, that I could tease and push around with my tongue.

Every once in a while she'd move her hips or adjust herself, and the first couple of times I almost had a heart attack. But Jerry was right. It was purely instinct; she was out cold. It made me more daring, squeezing two, three, even four fingers inside of her. Four was tough, and she squirmed a little too much, making a groaning noise. I was afraid I was hurting her, and there was no telling if that might wake her up, so I settled for three, reaching in and feeling around, getting the lay of the land, so to speak.

Jill might have been unconscious, but her pussy wasn't and it started to leak a sticky, sweet juice, making the access for my three fingers that much easier. She was enjoying it, even if she didn't know it. Yeah. I was good. Was there ever any doubt about it? Jill was definitely going to find out.

"Jerry, bro. You gotta get some of this. Danni's cunt is as sweet as maple syrup, and she's begging you to take a taste, first hand."

"No shit?"

"No shit man. Sweet and wet and begging for it! You gotta make Danni squirm on your tongue."

Jerry relinquished his vice grips on his mother's abused tits, and climbed off the bed. "Dude, you're naked."

"And you should be too. It's hard to fuck your bitchy-but-hot step-sister with your pants on, bro."

I wasn't going to wait for him to make up his mind. There were tits waiting for me. Big, round, soft naked tits. With huge pink mounds bigger than silver dollars, and nipples almost the size of a cork popping up and begging for my lovin'.

I didn't let them down, sucking and chewing on those babies, trying my damndest to get them to relinquish their sweet juice. I quickly found out you could pull those nipples a good three or four inches straight up, making her titties stretch out, and her nips only got harder. She grunted a couple of times when I maybe pulled too hard, but it was hard to tell. Maybe she just liked it.

I had an idea, and like Mr. Mitchell says, the best time to act on an idea is right when you have it. Good advice. Probably the only thing I ever learned in Biology. Let's face it. Jill Mallory was a hell of a better Biology teacher.

Her nightstand was closest, so I started there, but no luck. I went around the bed, walking past Jerry's naked legs and stocking'd feet, and tried the other side.

Jackpot.

Some sex toys, lubes and even a blister pack of yellow pills in a sealed pack of 4, make that 3, one was missing. Actually two were missing a few seconds later after I helped myself to one. I figured at home, with my handy KY and a roll of paper towels (I like Bounty for their softness), I was good for 2-3 pops in an evening. But with an opportunity like this, I was going to go for an all-time record. Yee-ha.

The lube was a big bottle, practically full, and even had a pump on top, like liquid soap. The label said Maximus. It was like a little message from God. Yep, this one was for me. Alexis Maximus, King of the Bed.

Back to those tits, waiting ever so patiently.

My cock had been hard for at least a half-hour, and I thought it was time I did something about it. Three squirts of that pump down the valley of joy between Jill's magnificent mammaries (and Miss Jenkins thought my writing 'lacked description'!) and another pump down the length of 'John Henry', and I was ready to go.

I laid my cock down between Jill's tits, and pressed those beauties together. Fucking amazing. That's all I've got to say.

Straddling her chest, I worked my cock up and down that slippery channel, watching my proud purple warrior peek out near her neck, time after time. I couldn't stand that her pretty face was covered, so I tossed the nighty aside, and looked at her gorgeous kisser. I imagined her tilting her head forward, sticking out her tongue, reaching for my hard cock at the end of each stroke.

"Fuck me."

In my imagination it was Jill waking up and insisting on a more direct approach. Unfortunately, it was just Jerry standing by the side of the bed, still wearing his tighty-whities, and watching me tit-fuck his incredible Mom.

"Nice, huh? You gotta have some serious ta-tas to make this work. This babe sure has them, huh?"

"Fucking amazing," he said softly, his hand inside his shorts. Not something I really needed to see at that moment.

"I'm going to fuck 'Danni's' tits raw, then come all over her uppity face. See if I can't squirt some of my juice into her hot mouth," I grunted, fucking those titties hard enough to rock the bed.

"Fuck," was Jerry's brief answer.

I didn't need his encouragement. Her tits felt amazing. I kind of wished I had a set of dual ended close pins I could attach one end to each swollen nipple, holding those big fat boobs together. I played with holding one nipple between my thumb and forefinger, and the other between my pinky and ring fever, but no matter how hard I tried to squeeze, one boob or the other would eventually pop free.

No, I found the best way was just to grab them both by the side and smoosh them together, trying to get the nipples to touch. A couple of minutes more of that action, along with an added squirt of lube, and I could feel my need peaking.

I held out as long as I could, and at the last possible moment I pulled free, kneeled upright and painted that gorgeous face like Picasso. I was coming like a fire hose. Ok, it felt like a fire hose, the output might have been more in line with that pump lube. Half a dozen streaks of cum across her face, and I was gasping for air.

Damn! Jill Mallory was wearing my cum like a champ. I couldn't let this opportunity go. I went for my pants and found my cell-phone. Thank you Steve Jobs. A little while later I had a dozen or more pictures to last me a lifetime.

"Shit, Alex. Don't do that," Jerry whined.

"Don't worry about it. Nobody but me will ever see these. It would be a crime not to record some of this."

"If those ever get out..."

"I'd be an idiot. Ruin the best thing that ever happened to me. Happened to us? I'm not going to fuck this up. Think I want to jeopardize being around for the next time "Danielle" needs some loving? Or the next time. Or the next?"

"Next time?"

"Don't worry about that. Just enjoy the moment dude. Enjoy the moment. There's a sexy naked woman in front of you, and you've got to carpe diem."

Putting the camera phone aside, I sat down near Jill's head, and reached out to her face. My cum was dripping down her cheeks; no need for that.

I scooped up a stream of cum, pulled her chin down to open her mouth, and slid my finger between her lips.

Apparently, Jerry didn't like that idea. "Don't. Not like that."

"Relax. She likes it, watch her suck my finger."

It took a minute or so, but I had her face almost completely clean. And Jerry gave up on his whining for the moment. I closed her mouth for her, imagining her savoring my taste.

A quick step into the bathroom and I had a clean moist facecloth I used to clean her up a bit. I guess some guys like a messy woman, but she was just too beautiful to sully. Long dark hair, perfect little nose, big green eyes, which unfortunately I couldn't see at the moment.

Plus, I was doing a Jerry a favor, cleaning up her breasts. I figured he'd be back on those any minute, and he didn't need to be playing in my juices. Not cool.

After cleaning her face, I had to study it. So fucking pretty. And that hot mouth. Perfect mouth. God, I wanted that mouth.

I tilted her head to the side, and once again pulled her chin down. A perfect match. My cock slid between her lips, brushing against those perfectly aligned teeth which could smile so prettily. I could push in a couple of inches before I hit the back. Good enough for me.

I stroked her soft hair, while I let her suck me. Alright, suck may not be the right word, but my cock was in her mouth, and I was loving it. It only took a few moment for me to be as hard as ever, sliding in and out between those sexy lips.

Jerry had laid down next to her, opposite me, and was just caressing her, touching her, kissing her skin. When he saw what I was up to, he had to intercede again.

"Please Alex. Leave her face and mouth alone, Ok? You have her whole body to play with right?"

"Right. You want her to yourself. You want to fuck Danni's face yourself."

His voice was soft. "It's not Danielle, it's my Mom. You don't have to do that to her."

He was wrong. I did have to do that. I couldn't stop myself.

A few times it felt like she was getting into it. Maybe it was my imagination, but for a while I know I felt suction. Even unconscious, she was a sex goddess. Looking to my side, Jerry's head was laying on his mother's chest, eyes tightly closed, a nipple between his lips, while he sucked away. If he kept it up, she was going to have hickeys.

I stroked my cock with my hand, while I fed it to her. "Like that, baby? Like my big cock in your saucy, hot mouth. Yeah, I know you do. Suck me. Suck me just like that. You know you've always wanted to."

No doubt about it. She wanted me.

I guess I fucked her face a little too hard. She gagged and coughed, and when I quickly pulled out she turned away, back in snoozeville, after one last little cough. I froze. Had I gone too far? I watched her intently, but that little moment of semi-consciousness was over.

That was Ok. Her mouth was great, but something even better awaited.

I moved down between her legs, and opened them wide. She'd been pretty juicy when I'd had my face down there earlier. Shouldn't be a problem.

I thought better of my actions and got the lube, just to be safe. A couple of pumps later and I was slippery as sin. I opened her up with my fingers, and guided the head between her dark lips, into that great pink unknown.

I wanted to savor every moment of this. Nudging my cock back and forth, spreading her legs as wide as I could, watching the slow progress, feeling her tightness around my cockhead, both fighting and welcoming me. A couple of inches into her, the pressure on the head eased and I gave a slow push, forcing half my length into her tight pussy.

Old Jerry just couldn't let be. "Be gentle with her, Ok?"

I wanted to slap him. Tell him to man up and grow a set. But then I remembered it WAS his Mom. Who the hell knows what it'd be like if it was my Mom. Eeeew. "I'll take good care of her. She's precious."

I pulled back and shoved harder, until I was buried to the root. Damn! The woman had pushed a kid out of that slot, and I felt like she could snap my cock off with one good squeeze. She was at least as tight as any girl I'd ever done, except maybe Traci, who I couldn't even really get it into. It was like somebody had glued that teaser's twat shut. I did fit the head all the way in with her, and she let me rub my cock against it until I came, so I still counted her among the five.

Six, now.

Jill was so much better. She had experience. She was beautiful. She didn't complain or judge me, and I was betting she wouldn't be bitching if I didn't call her the next day. Such a sweet little pussy on such a perfect woman.

I tried a few different leg positions, and found that putting her ankles over my shoulders, and leaning forward offered the best solution. It kept her tight and accessible. And I could real pound into her.

I don't know if it was the pill or the situation, or even who I was with, but I felt harder and bigger than I ever had in my life. It's like my cock was a titanium rod. I'm pretty good sized to start with. I've measured myself at a little over 7 glorious inches, but I swear, looking down at that fat shaft disappearing into my dream woman, it looked like it was a fucking full 9 inches, and so thick it drew her lips after it on each outstroke. I was an animal, a fucking porn God, at least for the night.

I tore my eyes off of where I was putting it to her long enough to check out what silent Jerry was up to. He was still lying sideways on the bed, and I could see he'd covered up his mother's face again. He was facing me, and alternating licks and sucks on his Mom's poor abused titties. I bet they'd be sore in the morning. Or afternoon, whenever she woke up.

He was definitely watching me, and if I do say so, I was putting on a hell of a show.

I pulled her legs off my shoulders, grabbed behind her knees and pushed her legs back almost to her tits. Nice and flexible for an older woman. All that Pilates shit. I leaned over Jill, sweet loving Jill, and gave her what she needed. I pounded that pussy. As out of it as she was, it sounded like she whimpered. Sweet.

"I'm fucking her, Jerry. I'm fucking the shit out of Danni. She's amazing, absolutely fucking amazing."

"Don't hurt her," he said cautiously.

"Hurt her? I'd never hurt her. I love her, Jerry. I love her so damned much. I should fucking die right now. I'll never be this happy or feel this good again."

I eased off and long stroked her. "She loves it too. Look at that pussy, clinging to my cock. Look how wet it is. She's getting off on this. She needs this. She needs a big fat cock like mine."

The need to come swept over me like a tidal wave, unexpected and huge. I let go of her legs, leaned over and sank my cock as far into her as I could, unloading a steamy torrent of juice. I looked up to see how she was taking it, peering over Jerry's voyeuristic head. Jill's face was tilted to the side. She looked like she was biting her lower lip. Was she enjoying this, somewhere deep down in her subconscious, which was alive to everything I did to her? I sensed I was getting to her.

No doubt I was in heaven. Jill's personal slice of heaven, she kept hidden away behind those sexy gym shorts and bikini bottoms. It wasn't fair. It wasn't fair to the world that she should have this goldmine, this diamond strike, this magical gift, and only old Bob should get to mine it.

I didn't get soft. I couldn't, not while I was still inside my Jill. Jill Mallory. Stunning Jill Mallory. I leaned back, pushing my knees in beside her hips, and slowly stroked in and out of her mind-numbing source of joy.

I reached down and touched her, sliding my thumb over her puffy mounds, opening her up, exposing her tender little love button. I slid my thumb inside her pussy, above my cock, reveling in her wetness. She may not know what was going on consciously, but her sweet pussy sure as hell did. Pulling out my thumb, I rubbed her clit, varying the pressure, rubbing little circles, checking to see how her pussy responded for me.

I was sure I felt her tightening, clutching my cock with her moist folds. I couldn't believe how easy it was to stay hard for her, and I wanted to play a different way.

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byTx Tall Tales© 125 comments/ 1538169 views/1100 favorites

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