Date: Thu, 20 Mar 2014 22:11:28 +0000 From: william Subject: Mother, Lover and Friend Mother, Lover and Friend I wasn't thrilled with the idea of going back to school. First, I was moving up to the high school, which meant starting over at the bottom of the social ladder. For a reasonably unimpressive tenth grader, the prospects were pretty dim. The second problem was I had just been through the most amazing, if not a little weird, summer I could possibly imagine. But first, a little back story. It was just my mom and me, living in a house that had been in the family for the past seventy five years. It was kind of on the small side, but there was only the two of us. It had been well maintained so there were no serious issues there. It sat on a piece of land that had been ours for twice as long. According to family history, it started out as a wooded tract that was slowly timbered off and converted to both farm and pasture land. After a while someone got tired of farming and used a good piece of the property as a car wrecking yard. I can still vaguely remember finding bits and pieces here and there as I played away from the house. The business had to close when the county made changes to the land use laws. Everything was sold off for scrap and the land went back to farming. What Mom inherited was a number of acres leased to a hay farmer. She added to this with a small but steady sewing business. She's really talented that way. Things have gotten interesting in the last couple of years with this shale gas boom or whatever they call it. Some company paid Mom a fair chunk of money to do some exploring and they've drilled a couple of test wells. If they find what they are looking for the royalty money could be significant, but that isn't really important right now. What is important is what happened at the start of summer. It was the end of June and one night the small A/C window unit in my room died while I was sleeping. I had taken to sleeping naked and I guess as the night went on the temperature in my room went up. From what I found out later, my Mom snuck into my room in the morning to get my laundry hamper and there I was with the covers kicked off, naked and my morning hard on in full view. It needs to be mentioned that although I didn't turn sixteen until mid October of that year and I only stood about five feet six or so, I had a man sized cock and balls. And then some. Figure around nine inches or so and you can't get a dollar bill around it, I tried. Anyway, as far as I knew, I was having a really great dream about this girl from middle school playing with my hard cock behind the building. Of course it was a dream since the girl in question wouldn't have anything to do with me but that's what dreams are for, right? At some point she let her wet full lips slide over the head and I jerked at the sensation, and woke up. And that's when the dream really started. I was pretty sure I was awake, since the ceiling was the same one I've been staring at for the last fifteen years. But I was still feeling those full wet lips moving on my cock. Looking down along my chest I had to admit I was pretty freaked out at first. Crouched between my legs, her hands at the base of my cock, was my Mom sucking my dick, with maybe half the length in her mouth. I could make out the top of her head, with all that thick auburn colored hair and her rounded ass, clad in skin tight blue jeans. As you could probably imagine, my first response wasn't smooth and cool. It was, "Holy shit, mom, what the hell are you doing?" In response, she slid her lips off my dick, but kept her hands wrapped around the base of the shaft. She looked up at me, her bright blue eyes seeming to sparkle in the sunlight coming through the window. "That should be obvious, now shush and let me do this. We'll talk about it later." With that she dipped her head down and swallowed the top half of my cock again. A few words about my mom would be helpful here. I know next to nothing about my father. Apparently it was a short lived thing and he was gone shortly after I was born. But Mom was more than up to the challenge. She has a very outgoing personality, a wicked sense of humor and a spine like steel, or so my granddad used to say. She also has a body that has been attracting my eye ever since I started noticing girls. She's only about five feet four, but she has nice hips and the rounded ass I just mentioned and a pair of full, heavy tits that have a tendency to bounce when she moves. Her hair is long, about midway down her back, with a bit of a wave. Her face is pretty, her eyes amazing and when she smiles I get tingles were boys shouldn't get tingles about their moms. And right now that mouth was wrapped around my dick and moving with slow, skillful strokes. I said the hell with it and just lay there and let her do what she wanted. What she wanted was to see if she could work the whole thing into her mouth but she came up an inch or so short, but whenever she was looking up at me with those eyes I could tell she was enjoying herself. After a while she let my cock slide out of her mouth and slap against my stomach. She sat back on her heels and with a smile proceeded to peel off her T-top, revealing a well stuffed, white cotton bra. She reached behind her back and popped the clasp and there was significant movement on her chest. She slid the bra off and tossed it to the floor. She took her tits in both hands and massaged them slowly. "Oh, that feels so much better. I love letting them out of that nasty thing." Then she rose up on her knees and undid the button on her jeans. While she kept smiling at me as I lay there naked, she shimmied her pants down to her knees, revealing some little white cotton panties and then rolled over onto her side and pushed them all the way off to join the rest of her clothes on the floor. She rolled over so she was laying on her stomach, resting on her elbows, her tits resting on the mattress. She took hold of my cock again and began to lick it like a big popsicle. After a while she went down and began to give my ball sack a good licking. While it was true my equipment was man sized, I lacked most of the hair you might think to find. Just a touch under the arms and a bit above my cock. As she licked my balls she rubbed my cock on her face. What came next was really fun. She got on her knees again, pushed my legs together and straddled my thighs. She brought her panty clad pussy to rest against my cock and she began to grind her hips. First her hands began to work her tits and then they slid up and she began to run her fingers through all that hair. She held my eyes with hers and she wiggled her eyebrows a bit as if to suggest something. Since her tits were hanging there, I reached up and took one in each hand. She tilted her head back and moaned as her pussy continued to rub along my cock, the panties getting a big wet spot on them and her hard nipples pushed into my palm. We continued along these lines for some minutes. Mom had taken her hands out of her hair and placed them over mine and she gave me a brief lesson in how she liked her tits played with. Finally, she dropped her hands and slowly lowered herself until her tits were pressed against my chest. With her face inches from mine she purred, "Roll us over, cupcake, I want to show you something really fun." Now, Mom has been calling me cupcake ever since I can remember. She claims it had something to do with me getting hold of a container of ready made cake icing and smearing it all over my head, but I can't be sure. By the time I was ten, I thought it was a terrible thing to call a growing boy, but right now, it sounded hot as hell. I snaked my arms around her back and pushed sideways so that I wound up on top, my cock pressing into her panties and her tits pressing on my chest. She looked up at me, her face glowing and she whispered, "Get rid of those panties for me, please, baby." I smiled a bit myself and then pushed myself back. I hooked my fingers in the sides of the now quite wet panties and snaked them down over her hips. First she helped by lifting her ass, then she pulled her legs straight up and I quickly pulled them up and off, tossing them in a fair imitation of her earlier. Her legs spread wide and fell to either side of me. "Alright, baby, nothing fancy this time," she said as she grabbed hold of my rigid dick. "Just get this big gorgeous manly cock inside me and fuck me until I can't see straight." I was too turned on to be shocked but my mom didn't usually say things like 'fuck' unless she was really mad. I guess being really horny was kinda like being mad. She rubbed the head along her wet lips a few times and then brought it to a spot near the bottom. She tugged a little so I added a bit of push and watched as the head pushed the lips aside and began to disappear. "Ohmigod," she hissed. I figured I was on the right track and I started to push some more and she added a hand to my hips and encouraged me. With pushing and pulling it wasn't long before I was all the way in, my balls resting on her ass. Another 'holy shit' was the best I could come up with. She put a hand on each side of my hips and pushed out, until I was almost all the way out and then she pulled me back in. She didn't have to do it again as my hips began to work on their own. Her arms came up around my back as her legs pulled up, knees high. She pulled me back down so that her tits were again pressed against my chest, her one hand drifting down to hold onto my ass. I continued to pump my hard cock in and out of her dripping wet pussy. She was moaning all kinds of things into my ear in between kissing the side of my neck and face. I knew that this was not going to be a marathon session. Between the amazing blow job, her humping my cock with her panties and now this, it wasn't too long before my balls started to pull up and send signals. "Oh, mom. I'm gonna cum." Instantly her arms tightened their grip and her legs came up to wrap around the back of my thighs. She growled into my ear. "Fill me up, baby, shoot your cum inside me, do it." I was way past arguing and with two deep twitches of my hips I drove my cock as far as I could and I started to shoot my load. The big balls were no joke and my cumshots were long and multiple. Mom started squealing as she felt the hot loads fire up inside her. Finally, I ran out of steam, and cum, and I sort of sagged on top of her. Apparently, I wasn't much of a burden lying on top of her as she wasn't trying to push me off. Just the opposite. Her arms stayed around me, her hands rubbing my bare skin and her legs stayed wrapped around the back of me. She was kissing my neck again and she was whispering different things in my ear, 'amazing' and 'hot' being two that stick in my memory. She was also moving her hips and squeezing my cock with her pussy so I wasn't getting soft. After a bit her whispered words were a bit more coherent and she said, "Roll over again, cupcake." With my hard dick still inside her, and her arms and legs wrapped around me we rolled over so that she was now lying on top of me. She unlatched me but kept her pussy firmly pressed down over my cock. She pushed herself up and sat back on my thighs. She groaned as she wiggled her hips to grind down on my cock. She put her hands on the sides of my stomach and began to do a slow rise and fall. Her wet lips were clamped around my cock and she went up until just the head was still inside her and then a slow slide down the hard wet shaft. Damn, this was sexy. I reached up to take her tits in hand again, and she moaned and swayed her head from side to side, her long hair sweeping across her back. Slowly at first but with increasing tempo, she moved her hips to slide her pussy over my cock. Once, she slammed down hard and seemed to just vibrate in place for a bit. Later she told me that was the second time she came while we fucked. The first time she was on her back but I missed it completely. Finally, I could feel my balls start to pull up and I ground out. "Gonna cum." She slid her hands along my body until she was pushing her tits against me and her ass was still bouncing up down, hard and fast. When I knew it was time to shoot, and remembering last time, I grab her hips and pulled down hard as I pushed up and buried my cock inside her as I began to cum. Again, my big balls emptied in hard, full shots and I felt Mom tense up again as she had her third cum. This time I could feel something wet leaking onto my belly and balls. Then we were done. She sagged on top of me for a moment and then slowly slid off to the side, my cock slowly sliding out of her cum soaked pussy. "Just stay like this, baby, and don't let go of me," she whispered. So I did, and we stayed like that until we woke up around noon. She must have come around a bit ahead of me because I felt her kisses on my face as my eyes opened. The she took my chin in her hand and tilted my head in her direction and for the first time, pressed her lips to mine. It didn't last long but I can still remember the feel and taste. Then I was looking into those amazing blue eyes. "Get yourself cleaned up and then come into the kitchen. We'll eat and have a little chat," she said. With that she rolled over and off the bed with a bit of a bounce. I watched with fascination as she bent over to gather up her clothes, her round ass pointing back at me. Then she walked to the door, an even more amazing sight. Just before she left the room she turned a bit and blew me a kiss. I stared at the empty doorway for a minute and then slowly climbed out of bed. I looked down at my cock and it was mostly soft and very messy. I made my way to the original bathroom down the hall, while mom used the one in her room. One nod to modern times was that the somewhat overlarge main bedroom was reworked to include a bathroom with just a shower stall. In less than half an hour we were sitting at the kitchen table, me in baggy shorts and a t-shirt, her in those skin tight jeans again and another Tee top, but it was obvious there was no bra on underneath. I guessed the same was true for her panties. "Sweetheart, first I have to say that I haven't felt this good in I don't know how long. I can't believe how much you've grown," she said, her grin going a little wicked. "I also want you to know you don't have anything to feel bad about. It was my idea. Although, I have to say I was thrilled with how you joined in with so much enthusiasm." I blushed so hard you could have made toast with my cheeks. "Don't be embarrassed, baby," she said, taking hold of my hand. "You were amazing. When I saw that big beautiful cock of yours I just couldn't help myself. All I was hoping for was the feel of it in my mouth and maybe have you cum for me. Instead I got three orgasms and two wonderful hot loads inside me. I can't believe how lucky I am." "Um, that reminds me, Mom. Was that such a good idea? I mean your still pretty young," I asked, my face staying red. "Oh, sweetie, no, that's not a problem. I never told you but I can't have any more children. There were some problems when you were born and...oh, no don't look like, it wasn't your fault." I did feel really bad, who wouldn't but Mom was all over me at that point, standing behind me, hugging me, kissing the side of my face, telling me what a terrific boy I was. It was a good thing I had shot two loads a short time before otherwise her tits pressed against my back and the smell of her perfume would have had a tent in my pants in next to no time. When she felt I was sufficiently soothed she slid back into her chair but she still held on to my hand. "So, how are you feeling about what happened?" she asked me. "Well, it's kinda weird. I mean moms and sons really aren't supposed to do this, right?" "You're right, of course, sweetheart, but to be honest, there's a few things about me that you'll find are what people normally don't think are right. I'll tell you about those one of these days." Considering what happened that morning, my mind began to spin with the possibilities. "Now, I'm sure you know this but I'll say it any way. Nothing about this can go beyond these walls. It's really not in my life's plan to be some skanky lesbo's prison bitch." My eyes bugged and Mom broke out in loud laughter. After she ran down, she pulled me close and gave me a big kiss, then went and made us something to eat. I spent the whole time watching her ass move around the kitchen. Near the end of the meal she looked at me with those crystal blue eyes and said, "Now, sweetie, I have to go into town and drop off those bridesmaid dresses I've been working on. You'll be okay here for a bit won't you?" "Sure, Mom, I'll practice my guitar and maybe take a nap," I replied, smiling a bit at the last. "Good. I have plans for this evening and I want you well rested," she said with a wicked grin. My only response was a tightening of my pants. Mom smiled again and after a quick kiss on the lips she went and put on something more business like. Then she took the arm load of dress bags out to our old van and left for town. The van was a beat up old thing, but after spending about one tenth the price of a new car out of what the gas drillers gave her to fix it up, it was running well, and it was safe and reliable. At least I wasn't going to have to worry about that thing in the school lot when I was a senior. My grandfather, who ran the wrecking yard, had set aside a 68 Mustang that had come his way and put it in the old garage that was behind the house. There was also a pile of parts that he had gathered from here and there. I would be taking auto shop so I could learn how to put it back together again. Mom said that if we got anything more out of the gas company, she'd pitch in, so fingers crossed, you know. So, like I said, I practiced for over an hour, locking down some of the tougher licks of a song. Then I started feeling the effects of the morning and I curled up on my bed and went to sleep. I'm not sure when it happened but I became aware of a warm weight against my back. When I became fully aware I felt an arm around my chest and warm breath blowing on the back of my neck. At some point Mom had come home and apparently decided to join me in my nap. I could feel those big tits pressed against my back, her legs pressed up against mine and her arm holding on tight. Despite the heat of the day it felt nice so I just drifted back to sleep. I was pretty sure I was eventually going to wake up with a major hard on. I was right. Someone shaking my shoulder woke me up and some wet lips pressed against my ear. "Wake up, sleepy head. Time to get dinner ready." Trying to blink the sleep out of my eyes I rolled over onto my back and saw my Mom sitting on the side of the bed, smiling brightly. Her eyes got very big when she looked down towards my waist. Looking down I could see that I had a major erection going, pushing up my pants leg. "Hmmm, that looks so nice," she said, as she ran her finger along the bulge. "But you'll have to leave it alone until after dinner. I have plans." Then she leaned down and planted a somewhat lingering kiss on my lips and then bounced off the bed. Watching my mom walk toward the door, I realized I had just found my new favorite spectator sport. But I did get up and for the first time since I started getting hard ons, I didn't worry about this one showing. When I walked into the kitchen Mom was busy and she started to order me around, in a good natured way, to set the table and carry some stuff for her. Dinner was no different than any other, with good food and light conversation. One thing that was different was the feel of Mom's foot as it would occasionally run up and down my leg. When we did the dishes afterward, her washing, me drying, she managed to bump up against me, laughing as she did so. When we were done she turned to face me and wrapped me in a hug, which I returned and she said, "All right, cupcake, now for some fun. Go get into something loose and easy to take off and I'll do the same. Meet me in the family room as quick as you can." She finished up with a hot short kiss that began to revive my softened dick. We broke the hug and hurried to our rooms. I pulled out my baggie basketball shorts and a tee shirt. I went commando since it didn't seem like she was going to want to work through multiple layers. And I got there first. I had to wait another ten minutes or so but, damn, it was worth it. When Mom appeared in the doorway, I thought I'd shoot my load right there. She wore a pair of those high waisted panties that still showed half of her ass cheeks. The top ended just below her tits and clung to them like a second skin and showed lots of cleavage. I wondered how those skinny little straps didn't break. She had fluffed out her long hair and did some minor but very hot looking make up. Damn, she was gorgeous. "So what do you think, baby. Do I get your motor running?" she asked, striking a pose. "More like a melt down, Mom. Jesus," was all I could say. She laughed and sort of pranced into the room, her tits bouncing and she dropped down next to me and wrapped her arms around my shoulders and planted those hot, wet, red lips on mine. I thought it was going to be like the other kisses, but she just kept grinding and pulling me against her and I put my arms around her and we were making out like a couple of horny teenagers, which I was. Pretty soon I had a hand on her ass and she had one leg hooked up over mine and we were trading wet tongues. Even with the T shirt I could feel those hard nipples pressing through her top. I'm not sure how long it lasted but eventually we came up for air and I was looking at those brilliant blue eyes just a few inches away. "Oh, baby, that was wonderful. It's been so long since I've had someone I could kiss like that. I hope you don't mind if we keep doing this for a while. We have plenty of time." I just smiled and nodded, and then my lips were hers again. I got the feeling I was supposed to be learning something here so I tried to pay attention through the lust I was feeling. I tried to use my tongue like she did and make the occasional switch to kissing her neck, nibbling on her ears, and based on her reaction, I must have been doing pretty well. I was so into it I was able to ignore the achingly hard dick inside my shorts. But Mom wasn't. She would let her hand run down to rub the bulge with the palm of her hand as I played with the bare skin of her lower back and her thighs. After a while she leaned back, our lips still locked, and pulled me down on top of her, our legs interlocked so that my thigh rubbed her pussy and hers massaged my big cock. It felt so good and having those big tits pressed between us was even better. I felt her hands moving around on my back, and then up under my shirt. I had no idea that just a pair of bare hands could feel so good, and then it got better when they slid down and under the waist band on my shorts and she started playing with my ass cheeks. I really started grinding my hips into her. Then she started tugging on my shirt and I pushed up a bit and she got it up to where we had to stop kissing to get it off completely. I was ready to start kissing again but Mom had other ideas. She grabbed hold of my face in both hands and said, "Time for you to learn something new, cupcake." With that said, she pushed on my shoulders until my head was down by her panties. I had a pretty good idea what was going to happen but I was willing to let her run the show, because it was obvious she was enjoying it. "First, get my panties off, sweetie. And lose those shorts of yours." I eagerly did as I was told and like this morning I pulled them off with some help from Mom. Then I pushed down my basketball shorts and my big cock pointed up towards her. "Okay, baby, get down on your stomach and put your face right here," she said, indicating her smoothly shaved, puffy, wet lips. I lay down so that my cock was pressed between my stomach and the couch cushion. I put my face so my mouth was just above and I let my tongue slide out and gently touch the soft damp skin. "Oooo, yes, cupcake, that feels so nice. Now, run your tongue up one side and down the other. Mmmmm, yes, that's it. Let your tongue get between them and lick up and down. Oh, damn, yessssss." I felt a pair of hands take hold of my head and I just let her push me where she wanted me to go. For a few minutes I worked her lips, loving the taste of her, thinking how great it was that I could make her feel like this with my lips and tongue like she could when she sucked my cock. Then she pulled me so my mouth was right at the top of her pussy and then pressed my face down so my mouth was covering her clit. Again I had an idea of what to do, so I licked it a bit and that got a big reaction, so I licked it some more. This got her moaning and mumbling and I could make out things like 'lick it, baby' and 'suck my clit' so I did. The more I did the more she got into it and her hips were really starting to move so I snaked my arms under her legs and then up over her stomach to hold her in place. With her steady I could concentrate and really give that hard nub a good working over. I sucked and licked as she bucked her hips and then she went sort of rigid all over and let out with a scream. I was a little surprised by I knew she was feeling good because she was still pressing on my head so I just kept going. I think I was beginning to understand why she liked sucking my dick so much. While the other person was getting so much pleasure, you were the one in control. It wasn't long before she bucked her way through another screaming orgasm and she finally pushed my head down but didn't let go so I assumed she wanted more but working a different area of her pussy. I worked my tongue between her pussy lips and as I licked I found that wonderful warm wet place were my cock was this morning. I began licking and probing with my tongue and loved how great she tasted and how wet she was getting. If she wanted me to fuck her after this I was going to slide right in. I still had my arms across her stomach but she was able to move her legs and I wound up with her small feet on my shoulders and her thighs against the sides of my head. She also pushed my head down some more and I wondered what she had in mind but I just kept licking. When my tongue touched that space just below her pussy she sort of jumped and cooed. When my tongue made contact with the tight ring of her asshole she screeched and pushed hard on my head so I went after it hard. I had heard of this before, rimming, I think it was. It appeared that Mom really liked it because after a few minutes of it she went rigid again, her feet pushing hard on my shoulders, her back arching against my hands and she screamed really loud. So loud I was glad our nearest neighbor was half a mile away towards town. And then the scream cut off and she just sort of collapsed. One leg slid off the couch while the other wound up between me and the couch back. Her arms were limp and when I looked up her eyes were closed and her head was turned to the side. Her chest was heaving, which looked really sexy since her tits were still inside her top, although her nipples looked ready to bust through. "Um, Mom. Are you okay?" I asked. "Hmmmmm?" was all she said and after a moment her eyes fluttered open and she looked down at me. "Ohmigod, my lovely boy, I am a whole lot better than okay. That was incredible. Come up here," she directed, her arms held out towards me, shaking a little. I crawled up her body and into her warm embrace. My cock rested along her leg as I lowered myself down onto her. She covered my mouth with hers and kissed me, moaning as she tasted herself. After a time she put her hands on my hips, and I knew what that meant so I got my cock aimed at her pussy and started pressing. Mom let out a long moan and I just kept pushing because as I thought, her pussy was so wet I just slid right in, slow and steady, until my balls were touching her ass. Her arms tight but her legs stayed where they were. I began a steady, strong pumping, my balls slapping her ass as I fucked her. I knew I wasn't going to really last but I wanted her to cum once more with my cock in her so I pushed harder and ground my hips at the bottom and I guess she really liked that because one leg, the one against the back of the couch came up and over my ass and tried to pull me in tighter. It only took a few more deep strokes and she went stiff again and let out a long moan. When she was done, she pushed on my hips and forced me out of her. I wasn't sure why but then she pushed to roll me off the couch and onto the carpeted floor. She slid off and came to rest on her knees at my side, took hold of my cock and began to stroke it. I was looking at her eyes, which looked like blue icy fire, if that makes any sense. She still had the top on but I took hold of a tit anyway and she arched her back, pushing into my hand. Finally, I couldn't take any more and I said, "Fuck, Mom, I'm cumming." Then I arched my back and began to shoot. She had my cock pointed straight to the ceiling and the first three strands of cum shot up past her face, then splashed back onto my chest and stomach. Mom was squealing and laughing. I groaned again as a few more shots flowed out to run down the shaft and over her small, nimble hands. Finally, I just melted into the floor and watched as Mom played with my cock for a bit and then let it drop to my stomach with a splat. She smiled wickedly at me and said, "Stay right there, baby. I'll be right back." Again, she bounced up and hurried into the kitchen, returning in a minute with two cloths, one wet, one dry. The wet one cleaned up all the cum and the dry one finished the job, leaving me clean and dry, if wiped out. She wrapped the wet in the dry and dropped them onto the floor. She grabbed my hand and helped me get up, only to push me down onto my back on the couch. Then she shimmed her top over her head and tossed it to the floor. She then crawled on top of me, to lie partly on my side and partly tucked down against the couch back. "Damn, that looked so great, baby. And that was your third cum of the day," she said, and then kissed my face and neck. As I started to recover, a question came to mind so I asked it. "Mom, why?" "Why what, baby?" "Why are we doing this? I know what we talked about this morning but you are so damned hot. Why do you want to do this with me, a kid?" "Oh, cupcake, you are not a kid. You may not be a grown man yet, but a kid couldn't do what you've done today. But I understand your question. This might take a while so let's get comfortable. Squish over a bit." I moved a little closer to the edge of the couch and Mom settled into the space between me and the couch back. Her head shared the pillow with me, her arm over my chest and her leg over both of mine. It felt really good. "Okay, first you should know that I was quite the wild child at your age, younger actually. You know that girls mature sooner than boys, right?" "Yup." "Well, before I turned fourteen, I had this body. It got a lot of attention. And I liked that. I liked that boys, and men, thought I was sexy and desirable. I drove your poor grandfather crazy. But I want you to understand it's not like I was a complete whore. I didn't go in for one night stands or quickies. If I liked a boy and he liked me, well it wasn't long before we were getting naked and having fun, but it was always part of a relationship." As she talked she pressed against me more tightly. Her hair was rubbing against my face. Damn, it smelled so good. "I loved sex, baby, I still do. I loved how it made me feel, and I loved being able to make someone else feel so good. I got through high school and had a lot fun doing it. I didn't go to college, as you know, but I took classes to improve my sewing. I had been making money at it while I was still in school, doing things for other students and people in town. And then I met your father." I guess I tensed up a little because she hugged me more tightly and gave me some more kisses on my neck. I tried to relax. "He was such a wonderful guy. A lot like you, which is no surprise. He was taking classes to become a chef. We had so much fun, I made him some of those chef jackets, and he was also making different food for me. And the sex. He was so caring, but with so much energy. I loved getting fucked by your dad. But we got a little careless one day and the next thing we knew, I was pregnant with you." "So I was, like, an accident?" I asked in a small voice. "Oh no, baby. You were destiny. My destiny. And the destiny of all the people that are going to be lucky enough to have you in their life. Do you understand that?" Mom replied pretty forcefully. "Yeah, Mom, I get it." "Good. So, it was quite a shock as you can imagine. But as time went I began to like the idea of being a mom. To have someone to take care of, to teach all sorts of things to. But like I told you this morning, things didn't go according to plan and you were going to be my only baby. And for some reason your dad couldn't handle it. He hung around long enough to make sure I was strong enough to take care of you and then he took off. To this day I don't know where he went or what he's doing," she said, her finger drawing an idle design on my chest. "I'm sorry that he wasn't around to be here for you. I boy should have his dad around." "He couldn't do any better than you have, Mom." "Aww, thanks, baby," she said with more squeezes and kisses, and a touch of hip grinding. "So, I was twenty years old, a single mom, your granddad was helping and I had the sewing to help support you." "So, you like sex, your single and there's just me around. How did that make this happen?" I asked. "Well, like I said, I love sex but it's been a long time since I've had anyone to play with, sweetie. I work a lot, there's not much to choose from around here, so I've spent a lot of time taking care of myself. Kind of like you." "Mommmm," I said, embarrassed, which was kind of stupid when I think about it, considering I was laying there naked with her. "Oh, come on. I doubt there's a boy your age who doesn't do it. And with something like this to play with," she said, running her hand over my semi rigid dick, "you'd be silly not to." "I'm sorry you have to do that, Mom, it's not fair." "That's very sweet but now that's not a problem, because you and I are going to have so much fun and there's so much I have to share with you and teach you." "Teach me?" "Oh, yes. When some lucky girl gets a chance to experience what I have today, I want to make sure it's the best she'll ever have. I know it could be a tough year for you, starting over at the bottom of the ladder as they say. But knowing how to use this should make it easier," she said as she took hold of my cock and began to stroke it. "You mean you want me to have sex with girls from school?" I asked, kind of shocked. "It's not a matter of what I want, dear. It's recognizing what could very likely happen and I want you ready for it. I think that every boy should be taught how to have sex properly, instead of all that fumbling in the back seat somewhere. And who better to teach him than his mother." We stopped talking for a while since her mouth was now busy on mine and she was stroking my cock as we swapped tongues. The way she was laying had one of my hands trapped between us, so I managed to wiggle around and get my fingers on her pussy and I began to return the favor. Her hips started to move and she moaned into my mouth. Then she started to wriggle her body some more and she moved up so that one of her big tits was right in my face, so I turned my head a bit and wrapped my lips around that big fat nipple and began to suck and lick it. She leaned into me so that her tit was pressed hard on my face. God, it was so hot. After a while she said, "Come on, baby. This feels so good but the couch is too small. Let's go into my room. The bed is nice and roomy." She climbed over me and helped pull me up off the couch and then led me to her bedroom. My big cock was leading the way, bouncing along just like her tits. She pulled me up onto the bed and had me lay down, propped up on the pillows. She wrapped her arm around my shoulder and pulled my mouth back to her tits while she resumed stroking my cock. I got my hand back on her pussy and began to finger it again, feeling how wet she was getting. She began to mumble instructions to me, telling me how to make her nipples sizzle and how to best use my hand on her lips, clit and hole. She even taught me how to tickle her asshole. Having cum three times already it was a while before I felt my balls began to pull up, although I was precuming heavily. Mom had one nice, if low key orgasm and when I said I was going to cum, she slid down and popped the head of my cock in her mouth. That did it and my hips tensed and I began to shot my load. It wasn't all that much compared to the others but it was enough and it was so hot the way Mom swallowed it down, just a bit leaking past her lips, which she licked up. Then she crawled up my body and kissed me, letting me taste some of my cum, which wasn't bad. With that we climbed under the covers and cuddled up and went to sleep. And that was pretty much how my summer went. Each morning I'd wake up in my mom's bed, the two of us all cuddled up. She'd play with my morning hard on with her hands and lips and I'd work on her tits and pussy with mine. Then the day would be for business, she doing her sewing and me doing my chores, practicing my guitar and more and more, checking over the Mustang so that when I started school, I'd know what to talk to the auto shop teacher about. And then I was on the bus for the first day at the regional high school. Mom had given me a killer blowjob that morning, after a night of heavy sex in the family room and her bedroom. So I was in a light doze as the big diesel droned on. The first day was the usual chaos, only a lot more so. Since three towns went to this school, for every face I recognized in class, two were strangers. Not to mention all the Juniors and Seniors I had never seen before. Man, some of those older girls were hot. The dress code was petty specific but it was interesting how ways were found to flaunt without violating the code. But since my best feature had to be hidden, I didn't think Mom's idea of giving me lessons was going to help much. Or so I thought. One thing I forgot about was gym class. Between changing and showers, someone must have noticed something. But for the time being I was more concerned with finding my way around and seeing what friends I would be in classes with. The one reunion I had been looking forward to didn't happen until my third day of classes. I took my lunch and was sitting at a small table outside when a pair of strong arms wrapped themselves around me from behind and a wet kiss was planted on my right cheek. I was released and as I turned to look, a fondly familiar face was looking back at me. "Hey, you, I've been looking all over for you." "Mighty Meagan," I said with a smile, "same here. I was afraid they had purposely kept us apart, like they used to threaten us with." A word about Meagan. We met the first day of second grade after her family moved into the area. She's pretty much been my best friend ever since, but in those first few years we were more like brother and sister, joined at the hip. We had teachers threatening to put us in different class rooms etc. It was crazy. But we were always there for each other. She once beat up a bully who was giving me a hard time. Meagan was always the athlete, could run faster or climb higher than all the boys. Used to drive them nuts, but I wasn't athletic at all so it didn't matter, so I didn't mind playing with her. Now as I sat there looking at her I could see that she was still Mighty Meagan, about two inches taller than me, the short cut blonde hair, blue eyes with glasses on at the moment. Not beautiful but still attractive in that outdoorsy kind of way. It wasn't until she poked me in the side that I realized she was talking to me. "Why are you looking at me like that?" "Oh, sorry, Megs, I was just thinking back about how we first met and being in grammar school together. Didn't mean to zone out on you." "It's okay, I don't mind. So how was your summer?" she asked. "Same old thing. Mom worked, I did chores and practiced my guitar. I did start taking a look at the Mustang since I'll be taking shop this year." "Cool, how's it looking?" "Well, let's just say I'll have my license well before it's ready to drive. How about you, how was camp and stuff?" "Soccer camp was soccer camp. They run your ass off all day, and then half the campers spend the night trying to sneak off and hook up," she said with a snort. "Then it was traveling team. I was beat." I sometimes think that she was driving herself too hard but she had her heart set on college and needed the scholarship to make it happen. So, as I often had, I flexed my fingers and said, "Shall I?" "Oh, yes, please." I stood up and got behind her and started to work on her neck and shoulders. My hands had gotten pretty strong from all the guitar playing and Megan had come to rely on my massages. As I worked the tight muscles she just let out a sigh and she leaned back against my legs. I didn't stop until the bell rang and I heard her whisper, "Damn." She sat forward and got up off the bench. "I've got class, thanks for the massage. See ya later," she said with a smile and quick peck on the cheek. She had been doing that since seventh grade. I had study hall right after lunch, so I decided to stay outside and I pulled one of my books out and sat at the table reading. I was maybe ten minutes into my reading when a shadow fell across my book and I looked up and saw an angel. Well, okay, there was no wings or halo, but the silver blonde hair did sort of look like one, and the face was definitely like one, and I had no idea who I was looking at. "Hi," came the golden tones. "Um, hi?" came my croaked reply. "Do you mind?" she asked, but didn't wait for an answer and sat down on the bench. "So, you're the new guy I've heard about," she added with a smile. "I beg your pardon," I replied, really confused now because I hadn't done anything that should have attracted any attention whatsoever. Hell, half the time I'm not even visible walking in the hall. She laughed and edged a little nearer and as she did she put her hand on my knee. "The incoming class is always scouted for new talent, didn't you know that? The coaches look for new athletes, the band director looks for new musicians, but some of us are on the look out for talent of a more, oh, personal nature," the last being said in a bit of a low tone as her hand inched up my leg, which as fate would have it, contained a growing bulge that was inching down to meet her. "What are you saying?" I asked. "How could you know?" "Well, at least you know what I'm talking about now. I was beginning to worry. As to how, let just say, locker rooms and younger brothers. Word gets around." "Oh, god." "Not at all, sweetie. If what I hear is true," she began, as her hand lightly touched where the head of my cock reached, "and it feels like they sold you a little short, you could be very popular around here." "But..." "No, buts," she said with a squeeze, "what's the matter, don't you like me?" she asked with a little pout and I was finished. The Geneva Convention bans a lot of things in war. They should look into pouty angels. It's just not fair. "Come with me, sweetie. We have a little spot where we can have some fun without being interrupted." She took me by the hand and I couldn't help but follow. Somehow my ninth grade dream of being behind the building was coming true. Standing, I could see that this still unnamed girl was just about my height, with a slender body and modest set of tits. The silver blonde hair flowed down her back almost to her ass, which was switching nicely under her skirt, which wasn't particularly tight and reached to just above her knees. It took five minutes to get to her private little nook and by that time my cock was hard as a rock and making a major bulge in my pant leg. She pulled me into a space that was part of the little equipment building for the stadium and turned to face me. Her hand went to my bulge and she cooed. "Damn, you are huge. This is better than we thought," she said, and I found the use of the 'we' both intriguing and a little scary. She proceeded to undo my belt buckle and pants button and zipper. With quick tugs she had my pants down to my knees and my cock in her hand. "Christ, it's so thick," was the only preamble and then her mouth was on it as she sunk into a crouch at my feet. Both her hands were on it near the base as she worked the head into her mouth. She looked up at me with a pair of eyes that looked mostly green with a touch of golden brown. If it was really possible for eyes to smile hers were. She was really going to town on my cock. I don't know if it was lust or just not having much time but she was really working it in her mouth and with her hands. Spit was running out of her mouth and down the shaft. She used her hands to rub it all over the shaft. This was so crazy I was getting a little dizzy. By instinct I guess my hands went to her head to steady myself and she moaned a bit and her hands came off my cock and began to play with her tits through her blouse. My Mom had shown me this so we switched from her aggressively sucking my cock to me fucking her mouth. As it turned out she was only good for about three quarters of my cock, Mom could have taught her something, but it still felt really good. Finally, she pushed me off and said, "Son of a bitch, you're pretty good with that thing. Let's see how good you really are." She stood up, turned around and braced herself against the wall. She looked over her shoulder and said, "Know what to do?" I smiled a bit, because, yeah, I did but probably not what she thought. I flipped her skirt up to reveal a well rounded, firm ass with just the string of a thong splitting her cheeks. I grabbed one in each hand and massaged it a bit and she cooed again, "Hmmm, what nice strong hands, better and better." Then before she could react, I dropped to my knees and got my mouth on her pussy and began to work it with my tongue. She responded with a very surprised yelp, but her body knew what it wanted and she pressed back against my face. Just as she went after my cock I went after her pussy, licking the slit, pushing my tongue in the wet hole and flicking her clit. All the while, she was mumbling into the wall, "Fuck, fuck, fuck." Seems the angel was a bit of a potty mouth. I was really giving it to her clit when I felt her stiffen and it sounded like she was screaming into her arm to stifle the noise. I figured this would be a good time for a change so I stood up, took hold of her ass with one hand, my cock with the other and brought the head to her dripping pussy, and pushed. She leaned forward a bit at first and then began to push back. Once I had a couple of inches of shaft inside, I let go and put both hands on her hips and began a steady back and forth, each time in went a little deeper. In short order I was balls deep in this girl and she was groaning and growling and fucking back against me as hard as I was giving it to her. It wasn't long before she stiffened again and screamed into her arm, and I could feel how tightly she squeezed my cock with her pussy. Two more strokes and I was saying, "Fuck, I'm gonna cum." "Pull out," she managed to squeak. I did and she turned around, took hold of my slippery dick, aimed it at the wall and stroked. With just a few strokes I erupted and began to spray thick heavy strands against the wall. There were audible splats as the cum hit the block wall. Finally, my balls ran dry and my cock began to soften. When the girl had turned around, her skirt had fallen back in place. She took a napkin from her pocket and used it to wipe the head of my cock and then the shaft. I was surprised when she reached down and pulled up my pants and got me all tucked in and zipped up. Then she looked at me with those green gold eyes, her expression somewhat amazed and thoughtful. "Yes?" was all I could say. "I thought I was going to be giving some lucky tenth grader his first big thrill, big cock or no. But you turned it around on me. I've never had anyone do me like that. It's not just that fantastic cock, but what you can do with it. And your hands, and my god, your mouth," she said, one finger tracing my lips and chin. "Now, I'm supposed to go tell my friends what happened. But I don't know if I want to." With that she put her arms around my neck and just held onto me. I returned the favor. Then she took my hand and walked me back to the table. As we walked away I looked at the wall and saw all my cum running down the wall, leaving trails. There were other stains there, but none looked as big as mine. The angel never told me her name. She led me to the table, smiled at me and squeezed my hand and walked toward the door back into the building. I got my stuff back together and followed a few minutes later. I had a very relaxed afternoon and slept on the way home. I didn't tell my mom what happened. It wouldn't be until Monday that any fallout occurred. I was sitting back outside, still thinking about what had happened. I was troubled. This girl came out of nowhere, had intense sex with me without ever telling me who she was, and I haven't seen her since. After what Mom told me about herself and what had happened during the summer, I found the whole wham bam thank you ma'am thing oddly disturbing. I was shaken out of my thoughts by those strong arms and wet lips on the cheek again. I looked over and watched as Meagan straddled the bench next to me, all smiles and good nature. I guess I looked as out of sorts as I felt. "Hey, you, what's with the face? I should think you'd be strutting around like a rooster in the henyard." "Why would you say that, Megs?" "I would think after sending the Prom Queen/head cheerleader to the moon and back last week, you'd be riding pretty high." "How do you know about that?" I got out in a strangled voice. "Oh, putting two and two together and getting five, or was it nine. Word was getting around the girls locker room about an incoming sophomore swinging a big bat and Miss Prom Queen getting the surprise of her life. Since I saw her heading in your direction the other day, and you with your, well, you know, I figured it out." "Wait a minute? You know about that?" I asked, gesturing to my lap. "Oh, yeah, since early last year. Apparently the boys' locker room wasn't all that secure at the old school. A couple of the girls did a survey. You came out on top," Megs said with a funny grin. I let out a long groan and buried my face in my arms on the table. I felt Megs rubbing my back and I looked up. "I'm sorry, sweetie, I didn't mean to upset you. I thought you guys were all proud of your equipment," she said, her blue eyes searching my face. "Look, you've been my best friend since second grade. Has a girl ever come up to you and said, hey, what's he like? Is he a nice guy? or whatever?" "Afraid not, although I did get some funny looks after the survey came out. Like they thought I already knew and didn't say anything." "Geez. And now look. This girl comes up to me and we have sex just so she can tell her friends if I've got what they think I've got and how I did, probably so they'd get a laugh out of it, and she got more than she bargained for and now it's all weird and it shouldn't be like that. My mom and I had a serious talk this summer. I guess she figured I needed to know some things starting high school. She said there should be more to it than just the physical. It should mean something. I mean, we didn't even kiss. Nothing, just the sex. And now what, this is going to be all over school? It sucks." Meagan looked at me and smiled that little smile again and I just looked back. Her short hair was being pushed around with a little breeze and she was wearing her contacts. I remembered how excited she was the day she first got them. Or how happy she was the day she scored her first goal in soccer. Or when she was accepted for the traveling team a year early. But mostly I remembered how she was always there for me, like that bully business, or when my granddad died when I was in fifth grade. She actually missed a soccer game to be at the funeral. And then without realizing it, I was leaning in and I was kissing her. And after a moment she was kissing me back and then her arms were around my neck and mine were around her back and we kissed and kissed. Our mouths opened and our tongues danced and we just held on to each other. And then it sunk in what we were doing and I pulled back and tried to scoot back on the bench but she held my arms and I was no match for her. "What? Why did you stop?" she demanded. "Oh, god, Megs, I'm sorry. After what we were just talking about? You must think I'm some sort of animal." She pulled me back closer and said, "I don't think any such thing. I think you're confused and full of doubts, but you've been like that for a while now. I've been worrying about it. And now with the stunt that senior bitch pulled, you don't know which way is up." "So you're not made at me for kissing you?" "Of course not. The setting might have been nicer, but damn, you're a great kisser," Megs said smiling broadly. "Look, sweetie, you and I have been best friends, and maybe more, for a long time. And hopefully for a long time to come. But you need some time to figure this all out, and frankly, I don't have a lot of time to spare. So do what you need to do to figure this all out and I'll do what I need to do. And we'll check in with each other from time to time. You okay with that?" "I guess. As long as I know you're around I'll be okay." Megs took hold of my hand and said, "Sweetie, I'll always be here for you. And by the way, that kiss was about two years too late." And with that she took hold of my shirt and pulled me closer and planted a major kiss on me. It was mouth open, tongues dancing and my nose full of her scent. Two years? When the kiss broke off I sat back and blinked. Megs looked back and then stood up. "See ya around, sweetie. Be well." She turned and walked away. I had never noticed it before but all that soccer had given Megs a really nice ass. I got up and walked inside and got on with the rest of the day. It was okay, but I swore I heard some giggling as I walked past a small group of girls. When I got home I went looking for mom and found her in her sewing room. She looked up from her machine and smiled, then saw the look on my face. "What's wrong, sweetie, have a tough day at school?" "Sort of. Can we talk?" "Of course, baby. Come on, we'll go sit on the couch." We walked into the family room and she sat down and patted the cushion next to her. I sat down, but not like when we get ready for a hot night. "Okay, sweetie, what's going on?" So I explained to her everything that happened since getting to school. She raised one eyebrow when I explained about my encounter with the senior angel/bitch. She took hold of my hand when I talked about how conflicted I was afterwards. When I told her about what happened with Meagan she looked genuinely surprised. When I finished she sat back into the cushions and asked me, "So, what is it you need my help with?" "Well, all of it, Mom. I mean, why did that girl do that with me and how come Megs wasn't mad at me and why did I kiss her like that." "Well, I imagine the girl was interested in finding out if what she heard about you was true. And there are girls that compete with each other like that. I remember seeing something about college girls that would see who could get the most guys in bed during a school year. They would take pictures of each one and put 'em up on the wall of their room." "Really? Sheesh." "As to your friend Meagan, it sounds like she's a very understanding young lady that realized you were put in a pretty tricky position. And it would appear that she has feelings for you that go beyond friendship. And the same could be said for you." "So what am I supposed to do now?" I asked her. Mom shifted over next to me and put her arms around my shoulders and said, "You have to decide what you want. I'd imagine if you wanted to you could have more adventures with these older girls. I don't know how that would affect what's going on with you and Meagan, but those are the kinds of consequences you have to deal with when you start making your own decisions, sweetheart." I shook my head. "I don't think I want to do that again. I mean it was pretty wild but that girl kind of took me by surprise. Now that I know what she's up to, I don't like it. I mean it's not like I'm desperate or something. It's so much better with you," I said, which got me a big squeeze and a kiss on the cheek. "And I guess I'll just have to figure out what's going on with Meagan as we go." "That's my boy. Now, I wonder if there's something I can do that will make you feel better," Mom said, as one hand drifted down my chest and started rubbing around the front of my pants. "You already have, Mom, but I like what you're doing." She smiled again and leaned in and started to kiss me. As usual our kisses got to full tongue mode right away, and the feel of her wet tongue in my mouth was sending signals to my balls and my cock started growing down my pant leg. I snaked one arm around her back so I could start playing with her denim covered ass and the other began to feel up those big beautiful tits. She began to moan into my mouth and pushed herself up against me as tightly as she could. Then we began to see how much of our clothes we could get off without breaking lip contact. We got everything off but my three button pullover shirt but that only took about three seconds so that wasn't bad. No matter how many times I've seen her naked, my mom's body never fails to get me even more turned on. I have the feeling she feels the same way about my cock and balls. No sooner were we completely naked that she took hold of the shaft in both hands and dove down onto the head with her wet mouth. Damn, it felt so good, just like it always does. It wasn't long before the shaft was coated with her spit and she was getting all but the last couple of inches in. I reached around and began to play with that hot hard ass, squeezing the cheeks and letting my finger rub on her asshole. She moaned and then came up off my cock and said, "Give me your hand, baby." I did and she took hold of it and began to suck my finger and get it just as wet and slick as my cock. Then she popped it out and said, "Go ahead, sweetie. Use that on my asshole." It was obvious what she wanted and I rubbed my finger around the tight ring as she went back to work on my shaft and balls. Then I gave a little push and she squeaked a little and then pushed back and soon my finger was in her asshole up to the first knuckle. She began to work her hips and I was working my finger and soon I was finger fucking her ass with the whole thing. She went back to sucking my cock and it was like she was on fire. I guess her asshole was really sensitive. We went at it like that for a while, my cock in her mouth, my finger in her ass, her big tits rubbing against my thigh and my free hand playing with all that auburn hair. Finally she slid off and said, "My pussy is soaking wet, baby. I gotta have your cock in me. Stay right were you are." As she moved, my finger popped out of her ass, and she swung her leg over my thighs and with a hand around the shaft, got my cock positioned right at the entrance to her pussy. She rubbed it a couple of times and then started to settle down onto the head. I was also getting an up close look at her tits so I leaned my head in and began to lick and suck on those hot hard nipples. She began to moan and after sinking down so that around half my cock was inside her she let go of my dick and wrapped her arms around my head and pulled me tight against her tits. "Oh, baby, I just love having your lips on my nipples again. It feels soooo wonderful." I was glad she was enjoying it so much, although I'm not sure what she meant by again, since every time we have sex I suck on them. Anyway, remembering how much she liked having my finger in her ass, I ran my finger around the base of my cock to coat it with some of her pussy juice, which was flowing heavily and then I began to play with her asshole again. Her hips bucked and she squealed and I pushed and she yelped and soon she was getting fucked by both my big thick cock and my slender finger. My finger was in her ass for less than a minute when she went completely stiff and her scream echoed around the room. I was so glad we lived so far from anyone else. When her orgasm subsided she settled down so she was sitting on my thighs and my cock and finger were still inside her. She pulled my mouth off her tits and locked her lips on mine and we kissed hard. She began grinding her hips without lifting them and the sensation on my cock was amazing. I really began to work my finger in her ass and she was moaning and groaning all sorts of stuff. It didn't take long before she went stiff again but her yells were muffled by my tongue in her mouth. This time when she was finished cumming she tightened her grip on my shoulders and leaned over to force us to lie on the couch, her on the bottom. "Sweety, we're going to try something new. I want you to replace that finger in my ass with your big beautiful cock. It should be wet enough now," she said, her eyes sort of glazed over. "Are you sure, Mom?" "Oh, yes, honey. I've done it before but it's been a very long time. I just love it, but go slow," she replied. So I slid my cock out of her flooded pussy and sat back on my knees. She pulled her legs up and back, exposing her pussy and then her asshole. Juice from her pussy was leaking down to coat the tight ring of her ass so I took my finger and rubbed it around. She twitched and cooed as I did. Then I took hold of the shaft of my cock and brought the slick head to rub against her asshole and began to push in. It took some effort but with lots of encouragement I got the head to slide past that tight ring and a couple of inches of shaft followed. Mom had her head back and she moaned and I began to slowly saw my cock back and forth, pushing in and pulling out, always a bit deeper on the in stroke. It took awhile but I finally got the whole long fat shaft inside her and it felt amazing. It was tight and hot and I could feel little flexing motions as Mom twitched. Then I pulled all the way back until just the head was in and then pushed all the way back down. "Ohhhhh, fuckkkkk, baby, yes.. That's the way, fuck your mommy's ass with that big beautiful cock." And I did. I began to stroke in hard and deep, my hips slapping into her ass and thighs. I'd like to say I fucked her all night long but of course that wasn't going to happen. I was already so wound up for the blow job and pussy fucking, not to mention all the tension I had built up over what was going on at school. But I did give her a good solid five minutes of ass pounding and that must have been enough because she started to thrash around and scream her way through a third orgasm. About half way through I let out a groan and began to pump a heavy load of cum up her ass. This just added to what she was feeling and the thrashing stopped as her whole body clenched up. Finally, my balls were empty and her ass was full and I slowly settled down on top of her. Her legs came up over the back of mine and her arms gripped my back tightly as our lips and tongues found each other for a long drawn out kiss. Part way through she slid her hand down over my ass and a finger tip tickled my asshole, causing me to push my softening dick deeper inside her ass. Then she pulled her mouth off of mine and from a few inches away said, "Oh, baby, that was the best ever. How did I get so lucky? I think maybe you made me feel better than I made you." "No way, Mom. Nothing feels better than making you scream like that." The kissing went on for quite a while after that. Then we just lay together, still wrapped up in each other's arms but my cock had slipped out of her ass and we shuffled a bit so I wasn't directly on top of her. Then it got to be time for dinner so we untangled ourselves and rolled off the couch. We cleaned up a bit but stayed naked as we worked in the kitchen. It was so cool to be able to see her moving around, her ass muscles flexing, her tits bouncing, smiling at me the whole time, it seemed. And then it occurred to me that the last thing I needed was to be the play toy for those senior bitches. If they wanted to get their jollies by making some tenth grader's wishes come true than they could find someone who didn't have ten times better waiting for him at home. What could be better than the hottest sex with a total babe who loved you without even giving it a thought? I was close enough to my mom that I reached out and pulled her into a spooning hug, me behind, her in front. My arms were wrapped around her stomach and she placed one hand on my arms and the other snaked up to hold the side of my head. "This is nice, but why?" she asked. "Just because," I said, as I hugged her tighter. "I love you, too, sweetheart," was all she replied. After dinner I went to do my homework, while Mom finished up her interrupted sewing. We both had stayed naked and we wound up in bed together as usual. We were sort of cuddled up, before any action had started and I thought of something Mom had said while she was riding my cock. "Mom, what did you mean when you said that about me sucking your nipples again? I had been doing that right along." "Um, well, sweetheart, it's a little embarrassing, but when I was nursing you as a baby, my nipples were so sensitive that I would often get very turned on. If I was alone in the house, you know, your granddad out working, I would sit on the bed naked and while you were sucking I'd be playing with my pussy. Like I said, kind of embarrassing." I looked at her, right into those amazing blue eyes, and began to rub my finger over her one nipple. She tensed and then relaxed as she let the feelings run through her. "I don't think so. Besides, I guess it was a preview of what we're doing now." With that I dipped my head down, captured a fat nipple and began to work it with my lips and tongue. Mom cooed and reached down and began to stroke my semi rigid dick until it was fully hard. My precum began to flow and she was happy to use it as lube for a hot hand job. I repayed the favor by putting my fingers to work on her bare pussy lips, clit and hole. We played like that for half an hour before I shot my load over the two of us, but not before Mom had another gut wrenching orgasm. She licked my cum off of me and I fed her what had landed on her. Then we kissed some more, me tasting my cum on her tongue and then we cuddled down and went to sleep. I was much more at peace than I had been when I got home. It was a good thing that I had gotten all this straightened out because two days later, another senior girl, dressed to kill as best the code would allow approached me at the outdoor table I was sitting at. It was getting chillier out but not yet hostile. "Hello there, you," the red head said as she stood across from me, putting herself on display. "Hi," was all I said, looking back up at her. "Word is you have got yourself some real talent, and some spectacular equipment. How about you letting me take you for a test drive?" "Thanks, but no thanks." "What?" "I said, no thank you. Your friend, whoever she was, surprised me. But no more surprises, no more test drives. I'm not some senior's boy toy. Anything else?" I asked, squinting up at her. She sputtered something incoherent and stomped off. About two minutes later a strong pair of arms wrapped around my chest and hugged me from behind. A pair of wet lips pressed into the side of my cheek and then I felt a hand grab my chin. "I forgot, no more cheeks," Megs said as she pulled my head around to the side and planted a brief but burning full open mouth kiss on my lips. Whereas the sexy senior didn't get a rise out of me, that one kiss had me on the way to a full hard on. Megs let me go and then dropped down on the bench, facing me as she straddled the board seat. "Hey, there, sweetie. She sure left in a huff." As my vision refocused, I could see Megs, smiling brightly, her eyes dancing. Damn, she was getting prettier every time I saw her. "She wanted a trip to the stadium, a test drive she called it." "And you turned her down?" "I decided I didn't want any of that. I think there should be more to it, you know?" I replied. "I think I do, and I'm very glad to hear you say that," she said, reaching out to touch my hand. Her smile more than made up for the lost opportunity for a quickie under the bleachers. This was how things went for the next couple of weeks. The weather stayed decent enough to hang out at the table during lunch and Megs found me almost every day, giving me one of those killer kisses and then sitting and talking for a while. The only thing that bothered me was that the major hard on those kisses gave me went to making mom happy instead of Megs, which I thought was unfair. Unfortunately, a major interruption to what was going on with Megs and me occurred about midweek the beginning of October. Maybe I shouldn't have been hanging around outside so much or what but I went to bed one night feeling less than great, woke up the next morning feeling worse yet, and by early afternoon found myself face down in the hallway, not far from my biology classroom. I woke in the ambulance on the way to the hospital, or so they told me, but I don't really remember much. What I do remember was waking up the next morning, my mom sitting in a chair by the bed. She was smiling but she looked really tired, like she had been up all night, which she had. "Hello there, cupcake." "Um, hi, Mom. What the heck happened?" I asked. "It was some sort of virus, sweetheart. A very nasty one. A few other kids at school came down with it but it seemed to hit you very hard," she told me. "Your fever was over 104 last night, but they had you packed in ice and it broke fairly quickly. If you continue to do well, you can come home this afternoon." I gave her a weak smile and then I blurted out, "What about Megs?" With all the kissing we had been doing the last couple of weeks, I was worried. "She's fine, dear. They've been checking students and teachers any of you who got sick were in contact with. She's pretty worried about you though. I said I would call once you were awake." Which is what she did shortly after we talked. It was late in the afternoon when I was wheeled out to the waiting van and Mom drove me home. It was a slow walk into the house, with her holding on to my arm. My legs felt like jelly and I now knew what it meant to feel like a wet dishrag. I fell into bed and was asleep in a moment. I slept a lot the next two days, waking up enough to drink, take meds and have some hot soup here and there. Every time I woke up, Mom was sitting in a chair doing some sort of hand sewing, her Ipod playing softly in the back ground. As evidence to just how sick I was, during that whole time, I didn't wake up once with even a hint of a hard on. Saturday afternoon, I was in good enough shape for Mom to lead me to the bathroom for a closely supervised shower and toweling. All her attention was very motherly and I only managed a bit of a tingle and a slight swelling as she dried my cock and balls. Then it was into a big fluffy robe and I sat up for a bit while she changed out my sheets. Then it was back into bed naked for the first time in almost a week and then she surprised me by stripping down and crawling in with me. "Oh no, sweetheart, none of that. I've been going on short sleep for the last few days and I really need a nap and you could use some more sleep." So she pushed me over onto my side and then spooned up behind me, wrapping me in her arms and in a very short time we both drifted off to sleep. When I woke up it was dark out and there had been a change in the sleeping arrangements. I was now behind Mom, my arms around her and a ragingly hard cock pressed against those firm round ass cheeks. I wasn't particularly interested in doing anything so I just sort of snuggled in behind her. I heard her murmur a bit and then felt her ass push back against my cock. I squeezed a little tighter and her hips began to grind a little. Just to test the waters, I moved my hand until a finger found one of her nice fat nipples and I caressed it a little. She responded by groaning a bit and grinding harder. This went on for a while until she tilted her head back and said, "I see you're awake. And from the feel of things, you're just as horny as I am. Why don't you roll over onto your back and I'll take care of things for both of us." "You think that will be okay?" "I think so, dear. Like I said, I'll do the work and I'm sure it will help you get more sleep." So I did as she said and rolled onto my back. She then rolled over and slid up next to me, one leg over both of mine, and her hand wrapped around the thick shaft of my cock. Her tits were pressed into the side of my chest and her lips were grazing along my neck and ear. She whispered in my ear, "Are you going to have a big load for me tonight, cupcake?" "It's been five days, so unless the fever shut things down, it should be a good one." "Hmm, good," and her hand began moving on my dick as her lips found mine and we began to make out like crazy as she stroked my dick and rubbed her bare pussy on my leg and hip. It didn't take long for me to start precuming heavily and she used her thumb to rub the lube into my cock. My leg was also getting wet from her leaking pussy. She must have decided we were both lubed up enough so she swung her leg further over me and brought her pussy to rest on my cock and began to slowly rub up and down the hard thick shaft. Her big tits were pressed against my chest and our tongues were dancing in each other's mouth. Her rubbing began to get more insistent and before I realized it she was shaking through a pretty big cum. I could feel my cock getting wet as she leaked her juices all over it. Her moaning was muffled by my tongue in her mouth. But since she didn't scream I figured she still had more in her. She began to grind her wet pussy near the tip of my cock and it didn't take long before she had worked the head inside and began to slowly fuck my cock up inside her. Damn, she felt so good. My cock was slowly sinking inside her wet pussy, her mouth was sucking on my tongue and her hard nipples were rubbing on my chest. Since I couldn't play with her tits, I took hold of both ass cheeks and began to massage them. She responded by grinding her pussy on my cock, which was now fully imbedded inside her. I found her tight asshole with one of my finger tips and she yelped a bit but then pushed against it. I took the tip and let it get wet from the pussy juice coating my cock and rubbed around the circle of her asshole. Then I pushed in and she groaned heavily into my mouth. She began working her hips to fuck herself with my dick faster and harder. It also helped push more of my finger in her ass and pretty soon she was getting a nice little double penetration. After a while of this she pushed herself upright and really bore down on my cock while she grabbed her tits and began to knead them and play with her nipples. Her ass was clenching on my finger and in a moment her head fell back and she screamed out a real hard cum. Her whole body was shuddering and shaking and I had to grab a hip with my free hand to steady her. As she began to wind down I could feel my balls pulling up and I said, "Mom, fuck, I'm going to cum, too." Hearing this, she rose up off my cock and took hold of it with both hands. She sat back on my thighs and stroked the slippery shaft and said, "Cum for me, baby, let me see that big five day load. Shoot it all over the place." That was pretty much all the inspiration I needed and I pushed up with my hips and the first jet of cum shot towards the ceiling, falling back on my stomach and chest. Then the second one came out harder, as did the third. Some of this hit Mom on the tits as she tilted my dick in her direction. The last three shots weren't as strong but they coated my cock, her hands and some hit her stomach. Then she squeezed and stroked and a bit more oozed from the tip to flow down the shaft. "Oh, cupcake, that was amazing. What a wonderful mess. You wait right here." She let go of my dick, which slapped back with a splat against my stomach. She slid off the bed and hurried out of my room, I assume to the bathroom. I heard some water running and then she was back with a wet washcloth and dry towel. She got me cleaned up in short order and took the cloth and towel to the bathroom. She came back to bed, sliding in and pulling up the cover over us both. She snuggled down against my side, her tits against my side and her legs against mine. She draped an arm across my chest and kissed my face a few times and then a long lingering one on the lips. Then her head came down on my shoulder and she said, "Get some sleep now, lover." Lover sounded a lot more interesting than cupcake. And sleep we both did. It was at least midmorning when Mom woke up and her moving around woke me up. She gave me another long kiss and than she said, "Stay put. I'm going to take a shower and then I'll make us breakfast." With that she was up and out of bed, giving me the show of that hot ass moving in that way girls, or women, had. I couldn't help wonder what Megs' ass would look like doing that. I must have dozed off again because I startled awake when Mom placed the tray across my legs and we sat and chatted as we ate. We agreed that Tuesday would be a good target for getting back to school. After breakfast I decided I should do some reading to try and make up for lost time and it was around one in the afternoon when Mom poked her head in and asked, "Are you in the mood for a visitor, sweetheart?" "Um, sure, who is it?" "Just me," Megs said as her blonde head poked around the door above my Mom. "Hey," was the best I could start with. "Come on in. How did you get out here?" Megs moved around my mom, who said, "I'll leave you two to chat. I'll be down the hall in my sewing room if you need anything," and then she was gone. "How I got here was I badgered my brother to detour and drop me off while he goes off on some errand or other. He'll be back in a couple, maybe three hours. Can you put up with me for that long?" she asked as she came to stand by the bed. "Are you kidding? You could stay for ever, as far as I'm concerned." She smiled at me but it was a very fragile looking smile if you know what I mean. I think she could have just as easily started crying. I must have been feeling much better because I was able to notice how good she was looking. Tight jeans, form fitting sweater and a jacket over that. She took off the jacket and then instead of using the chair by the bed she sat down on the edge of the bed and took hold of my hand in both of hers. "How are you feeling? Your mother said you were doing a lot better today." "I'm doing good. Looks like I'll be going back to school on Tuesday. You sure you're all right? We had a few chances for this thing to get to you." "I'm fine, sweetie, thanks for asking." As she said this, her chin got that crinkled look and her lips were quivering. I'm glad I took the opportunity to get some pajamas on because what came next surprised me. Blinking back visible tears, she swung herself up onto the bed, laid down next to me and buried in her face in my shoulder. She wrapped her arms around me and I could feel her shaking as she cried. Now, I'm not the smartest guy in the world, and at that stage of my life I knew almost nothing about women, or girls, but I was pretty sure this was a time when it would have been really stupid to say something like, `hey, don't be so silly' or `what are you crying for'. Megs was really upset and the best thing I could do was let her cry it out. I just wrapped her in my arms as tight as felt right and added some rubs on her back. I did notice she smelled really good, but I didn't know if that was from perfume or body wash or what, but it was reaching places I didn't know I had. It took about five minutes for her to settle down. That doesn't sound like much, but try it sometime. I heard some sniffling and as I eased the pressure of my grip on her she shifted around a bit. She looked at me and said, "Don't you ever do something like this to me again. I was so scared until your mom called me. Are you sure you're feeling okay?" "Yes, Megs, I am. I'm sorry I upset you so much. But I didn't mean to." "I know that, silly," she said with a little smile. "I guess I just never thought what it would be like if you weren't here. God, I'd feel so alone." "What do you mean? You have your family, your teammates, friends." She moved back a little further and leaned on her arm. She took hold of one of my hands with hers and said, "You don't really have any idea just how important you are to me, do you? If you knew how much it meant to me to find someone who was willing to be around me and be my friend and not care that I could out run, out kick, and probably out fight him. You listened to me and you talked to me, and sometimes to just be there to be with me and not do anything. My family doesn't really care about the sports or college, my teammates pretty much just want me to score goals for them and as for friends, you're pretty much it, sweetie. So if I lose you..." she said with out finishing. I have to tell you I was pretty amazed at what I was hearing. On one hand, I was really jazzed at the idea that I meant so much to someone as cool as Megs, but it was also kinda scary. I wound up sort of staring at the wall across from the end of my bed. I felt Megs squeeze my hand and say, "What's wrong, did I freak you out with all that?" "No, nothings wrong or freaky, it was just a lot to think about. I'm glad you feel like that Megs, and it's cool that I could be there for some one as amazing as you are. I'll try and make sure that I always am." You would have thought that I just handed her a four year scholarship to some big school. Her face lit up and her smile got really wide and then she got this look and in a flash she had her arms around me and her lips where grinding on mine in a major way. We still had the bed covers between us but it wasn't much of a problem. She was definitely a strong girl. She had one leg over mine and after about five minutes of making out my hands were roaming over her back and one found its way to that terrific ass of hers. She yelped a bit into my mouth and then pressed her hips into me hard so I took that as a good sign. I gave a bit of a squeeze and she moaned a little louder. When we finally came up for air we were both breathing hard. We were looking at each other with our heads on pillows and she began to play with my hair. "I just want to tell you, you are one hell of a great kisser. And you have really great hands. I really like the way they felt on me. Especially on my butt," she said with a small smile. "Your kissing is pretty spectacular, too. And if you don't mind my saying so, I loved the way your ass felt in my hands. I wondered what that would feel like." "You did? When?" she asked. "The other day, when you walked away from the picnic table at school. It was amazing to watch as it swayed back and forth as you walked. I started to think how it must feel." "Well there's something about you that I've wondered how it would feel," she said with a wicked little grin. "You mean...?" "Yup, to put it plainly, I've wondered what that great big cock of yours must feel like, ever since I heard about it last year." She laughed a little, probably at the way my eyes got so wide when I heard her say that. Unless she was really pissed about something, she never said things like fuck or cock. Her hand came to rest on my hip and she said, "Do you think your mother can hear us from down the hall?" "Probably not, unless things got really loud, between her machines and the headphones she usually wears while working. What are you thinking?" "Well, nothing really serious but how about if I show you mine, you show me yours. You get to see my butt and I get to see your cock." It was funny how she used the two words. "Go close the door, but real gently," I said. She smiled and slid off the bed, tiptoed to the door and pushed it closed very slowly. She even held the knob so it wouldn't click. Then she came back to the bed and knelt on it by my side. "Okay, big boy, show me what you've got," she said. Now my mom has seen my cock a bunch of times, stroked it, sucked it and had it up inside her a lot since the summer, but I know I was blushing as I pushed the covers down past my knees. My pajama bottoms were buttoned up so slowly I undid the buttons starting at the top. I didn't have anything on underneath so my smooth lower stomach was showing first, then just a light bit of fuzz and then the top of the shaft. Megs eyes started to get big as more came into view and then the last button was undone. A couple of inches of shaft were visible and Megs let out a breath and said, "Let me." Her hand was a little shaky but she took hold of the shaft and began to pull it out. All that making out had done its work and while not fully hard my cock was damn close. When the head was finally free and it was all there in her hand Megs whispered, "Omigod, it's beautiful. It's so big and thick. I know what the other kids said about it, but seeing it, wow." She held it straight up and let her fingers wrap around it. She had a firm grip and her fingers where almost long enough to get all the way around. She began to stroke it a little bit. "Your hand feels nice. Nice and warm, and a good grip," I said. "Thank you, sweetie. Um, if I keep doing this, will it make you shoot? Isn't that what they say?" "Shoot, spurt, cum, whichever you like. But yeah, and sooner than you might think. You're really turning me on." "Really? I'm so glad I can make you feel that. But maybe with you having been sick, I shouldn't." "That's up to you. Besides, you have something to show me, right?" I said, trying to grin wickedly. "Yes, I do," she said looking down at me, those pale blue eyes seeming to burn. She knelt up and shuffled around so that hot hard ass was pointed at me. She undid her pants button and zipper and then wiggled a bunch to shimmy them down, taking her panties, which were plain cotton, down with them. Then I was staring at two pale, smooth skinned ass cheeks. They were hard muscled and were scalloped, I think they call it, on the sides. Without really thinking about it I reached out and took one cheek in each hand and began to fondle them. Megs seemed to really like that. "Oh, yes, sweetheart, that feels so good. God, your hands are wonderful. Please don't stop." I hadn't planned to, and there were other things that I could do but I wondered if it would be going too far too fast. But then again she had been playing with my cock, which was now full hard and leaking precum onto my stomach. So I figured what the hell. I rolled a bit so that I was sitting more upright just behind her and I leaned in and kissed one of her cheeks. Again the little yelp and then the moan so I did some more and as I fondled I moved my thumbs lower so that it started to move her pussy lips a bit. She sucked in a deep breath. My kisses got lower until I kissed just the lower edge of her lips, which were starting to get a little damp. There was nothing skittish about her reaction which was to push her ass back towards me as she bent over and braced her hands on her thighs. With that encouragement I let my tongue snake out and I began to lick her puffy smooth lips and even push it into her now very wet hole. I let one hand slide down the side of her thigh while the other moved over so that my thumb was rubbing between the cheeks, lightly brushing over her asshole. She groaned and gave her hips a little grind. I pulled my face back and slid my hand from her hip to between her legs. I let one finger run along her pussy lips and let the tip rub on her hard clit. I used the other hand to spread her ass and put my thumb against the hole. I was able to get both her ass and pussy going with one hand while I wrapped my arm around her thighs to hold her in place. As I rubbed and probed and tickled she pushed down and back and it wasn't long until she had to grab a pillow and bury her face in it as she screamed out the first orgasm I ever gave her. When it finally subsided she unlocked my hand from between her thighs and slowly fell over onto her side, clutching the pillow to her chest. I bent over and placed some kisses on her bare hip and then leaned back as she rolled over to face me. She tossed the pillow away and grabbed the back of my head and kissed me deep and hard. When she finished she looked at me and said, "That was a nasty trick, and the most wonderful thing I've ever felt. Now it's my turn." With that she took hold of my very hard, dripping cock and brought it to her lips and then swallowed the head. I have to admit I was kind of surprised but very very happy. It was obvious she wasn't very familiar with sucking a cock. I might have been her first. I hope I was, but she was willing and determined and it was Megs, so that made it perfect. She sucked on the upper third while stroking the lower shaft with one hand and it felt really nice. With everything that had gone on it didn't really take much time and soon my balls were pulling up and I said, "Oh, fuck, Megs, I'm going to cum." Another surprise was that she didn't stop or even let up. She just kept sucking and stroking until my hips flexed and I fired a shot into her mouth. Yes, I had come heavily the night before but that was a while ago and since I had gone five days without a cum I was still loaded up. Megs took one more in the mouth and the rest she just sort of took in the face. Boy was she going to be a mess, I thought. When it finally stopped she let my wilting dick go and rolled up to her knees, her face hovering over my cock and belly. "Holy cow, no one said anything about that." Thankfully, since I had been sick, Mom had a full box of tissues on my night table. We used about a third of it to get Megs cleaned up. Her lower face was a cummy gooey mess but she was smiling the whole time. Once she was cleaned up she tucked my soft cock away and buttoned up my pants. Then she stood up, shimmied her jeans back into place and then went to open the door. Before she did she turned to face me and then pulled up her sweater and the sports bra underneath. The tits she showed me were not particularly large, but they were high and full and tipped with the most beautiful nipples. Then she covered herself up again and smiled, saying, "I thought you'd like to see those. Hope you like `em." "They're perfect, just like you," I replied. Her face kind of softened and it made her look really cute. She turned, opened the door softly and then came back to sit by me on the bed. She took hold of my hand again and said, "I'm really sorry you got so sick, but I'm really glad that we're where we are right now." "So, we're boyfriend girlfriend kind of thing?" I asked. She took hold of my hand with both of hers now and had it pressed against her chest. She was looking at me with those blue eyes. God, how did I not realize how amazing those eyes were, or maybe I did and just didn't understand it. "That's the simplest answer, I guess, although it feels like more to me." I gave a little tug on her hands and she settled forward so that we were chest to chest and we started to kiss again. Sex is great, but something about making out with a girl who somehow thinks you're the greatest thing in the world is in a league of its own. When we finally heard the sound of the horn from her brother's car, we had been kissing for almost half an hour. Megs pulled back but before she got off the bed she said, "I love you, sweetheart." "I love you, too, Megs. Sorry it took me so long to figure it out." She didn't say anything, she just ran her hand down the side of my face, gave me one of her wet kisses on my cheek and stood up. She pulled on her jacket and started for the door. She turned around and said, "I'll see you tonight." "Um, I won't be in school until Tuesday," I replied. "I meant in my dreams," she said and then blew me a kiss and left my room. Yeah, I know it was kinda gooey but she's a girl, what can I say. I was pretty sure I was sitting there with a sappy smile on my face, but who could blame me. The coolest girl in the world told me she loved me and had for a while, we had had some neat sex and a lot of making out. Not bad for a just about sixteen year old tenth grader. A few minutes after Megs left, Mom walked into my room. "I just saw Meagan to the door, sweetie. She is such a nice girl. It always impressed me how she managed to make it to your grandfather's funeral. It was so nice of her to visit like that." "I'm glad you think so, Mom. We're boyfriend and girlfriend now," I told her. "Really?" she said, sitting down on the bed. "Hmm, maybe I should be jealous. It must have been some visit." I knew Mom was teasing me but I did tell her about how upset and scared Megs had been and what she said about me being so important to her. Mom reached out and patted my leg. "I'll start making dinner in a little while. It would be good for you to be up and around so we'll eat together in the kitchen and have a quiet night, and when you're well rested in the morning, you and I will have some fun. I hope Meagan won't mind sharing you," she said with a little smile. Mom left the room, giving me a nice view of her ass as it swiveled out the door. I wondered what she meant by sharing. I guess she just wanted to make sure she would still get to have sex with me. I mean, how could a guy turn down his own Mom. So we did have dinner and then we watched TV, cuddled up on the couch, me in my flannel PJs and robe. We slept together that night in Mom's bed, naked and cuddled up again but no sex as she intended. The morning was a whole other deal. I awoke to the feel of soft wet lips pressed against the head of my cock. When I opened my eyes I could see my mother kneeling by my side, her ass by my shoulder, both hands on my cock and one heavy tit resting on my stomach. As she kissed all over my cock I brought my hand up to play with her ass. Damn, how I love that ass. Knowing I was now awake she looked back at me and said, "Good morning, lover. I hope you're ready for a fun morning." With that she turned back to my cock and swallowed half of it in one go. I started to play with her pussy lips but I guess she wanted more after the long layoff so she swung a leg over my chest and lowered her pussy to my mouth. Pussy, the true breakfast of champions. I put both hands on her ass and held it steady as my mouth and lips went to work on her puffy wet lips. Now both her tits were pressed against my stomach and her mouth was working up and down my cock, loads of spit dripping down onto my balls. Since she liked it so much the last time, I let one hand move to the crease between her ass cheeks and she moaned around my dick as one finger began to play with her asshole. I'm not really sure how long we stayed at it but at some point Mom went all stiff and she screamed with my cock in her mouth and flooded my lower face with her pussy juice. I wiped some of the juice up with my fingers and then began to push one and then another into her ass. This most have really inspired her because it felt like she finally was able to work all of my fat cock into her mouth. I could feel her throat sort of squeeze and fondle the head of my dick for a bit before pulling back. At this point she shuffled forward on her knees and positioned herself over my dick, but instead of going for her pussy, she placed the head against her lubed up ass ring and began to push down. It was so fucking hot to see my big head and thick shaft slowly slide up inside her, framed by those magnificent ass cheeks. She must have really been enjoying it too, because I could hear her moans, of `oh, fuck' several times. Once she had it all the way in she began to rise and fall, fucking her ass with my dick. After a while of this she sort of settled down and began to grind her ass on my hips, with my whole dick inside her and she leaned back a bit and I took the chance to get hold of both of her tits from behind. She moaned and groaned and ground her hips and with little warning my balls pulled up and I shouted as I shot heavy streams of cum up inside her ass. This set Mom off and she shuddered and screamed through another heavy orgasm. Orgasm, that's a cool word, I'll have to use it more. As Mom came down from her orgasm, she pulled her legs around and she lay back so my cock was still in her ass and her head was resting on my shoulder. I kept my hands on her tits and began to kiss her neck. "Oh, baby. You are the best. None of the boys I played with were anything near as good as you. Even your dad couldn't match you. Promise me that you'll always find a way to do this with me, please?" "Of course, Mom. How could I refuse my own mom?" What followed was an interesting morning. It seemed that Mom accepted the fact that Megs was going to be an important part of my life and she was going to make sure I treated her right. I got a fairly extensive lesson in how to get a woman turned on, what an erogenous zone was, and probably most importantly, how to handle the issues involved with having a big dick. "Don't be surprised if and when the time comes that she'll be a little skittish, maybe even afraid. Go slow, let her set the pace and if she decides it's not the time, there are plenty of other ways to have fun." By the time we were ready for lunch, and a nap, I had brought Mom to two more gut wrenching orgasms using my hands alone, and she coaxed two big loads of cum using her hands and lips, telling me what she was doing in case I found I needed to coach Megs. It would be three weeks before I had the chance but it was well worth the wait. In case I didn't mention it, Megs was a bit more than two months older than me and by the time I hit sixteen she was already driving, although she had to beg or borrow the use of the family car. It was another Sunday afternoon when she drove over for a visit. Apparently now that she was on the varsity soccer team, the coach was taking a firm hand in her activities. She only practiced when the team did, extra workouts in the gym were strictly supervised and she had to have at least one day off a week, sometimes the whole weekend, depending on game schedules. By coincidence Mom had to do an emergency trip into town to deal with some sort of sewing emergency. Yeah, right, I know it sounds stupid but apparently someone had some sort of big to do to attend that night and the dress she was going to wear had a blow out or something so it turned out Megs and I had the house to ourselves. It took all of ten minutes for us to wind up on the bed making out like two horny teenagers. Once Megs was assured we would have privacy for the next couple of hours she was like a woman possessed. Looking back it was apparent there was a lot of suppressed urges there. We were kneeling on the bed, wrapped in each others arms one minute and then the clothes started coming off. Now Mom had told me that sometimes a girl would want things to go slow to get her warmed up. Megs was already on fire. It didn't take long and then we were completely naked, still kneeling and wrapped in each others arms, her firm tits pressed against my smooth, sorta skinny chest and my big cock pressed against her pussy, our lips and hips grinding against each other. She stopped kissing me for a minute and looked at me from about three inches away and said in a husky voice, "Oh, sweetheart, I want you so much right now, but I'm not sure I'm ready for..." she said and stopped and then finished in a rush, "your big beautiful cock." "I understand that, Megs," I said and brushed her lips with mine, something my mother said was very sexy. "We'll take it slow and anything you don't want to do we won't. We have lots of time and lots of other ways to have fun." Those pale blue eyes lit up like Christmas lights and she said, "Omigod, I love you." And then her lips were on mine and in a second, it seemed, she had me on my back and she was laying on top of me, her tits pressed hard into my chest and her pussy was grinding hard on my cock. For my part I had my hands on those hard, gorgeous ass cheeks and I was pulling her tightly against me. We carried on like this for a while, occasionally I would let my fingers rub along her lower pussy lips and she would wiggle her ass and moan into my mouth. Finally, I pulled my lips away from hers and said, "Megs, let me do something for you, okay?" "Sure, sweetheart." As we pulled apart, I said, "You know, you always call me sweetheart or sweetie, I guess I should come up with something to call you instead of just Megs." She squinted at me and said, "Don't you dare stop calling me Megs. You're the only one who's called me that and I love to hear it. I'm your Megs, alright?" "Sure," I said. "Lie on your back and relax." Megs did as I asked and got comfy against the pillows and she watched as I positioned myself on my stomach, pushing her legs apart. I imagine she had an idea what was coming but she just let me do it. There was just a touch of hair above her pussy. I didn't have enough experience to know if it was nature, like with me, or on purpose like mom shaving hers. It looked so hot I didn't care so I just let my fingers run along the damp lips and she cooed and hissed at me. I rubbed her clit with my finger a bit and she arched her hips up and moaned. Having teased her a bit, I leaned my head in and began to lick. I didn't intend to rush this and Megs seemed content to let me go at my own pace. She did put her hands on my head but that was mostly to play with my hair. Once I felt she was good and wet I began to probe between her lips with my tongue, pushing it between and up into her wet hole and she was swiveling her hips and gripping the sheets with her hands and moaning. Seeing that she was having so much fun I decided to amp it up and I hooked my arms around here hips and stomach and pressed my mouth firmly over her pussy and began to attack her clit with my tongue. Damn that girl had strong legs. When she arched, my chest came up off the bed but I hung on and kept going and it wasn't long before a ripple of strong orgasm began to rip through her. Her scream was every bit as loud as Mom's but a bit lower in tone. I'm not sure how long it took, but she finally sort of melted back into the bed, her legs going slack and I pulled off and looked up at her. Her eyes were closed and her breathing was hoarse but after a moment she looked down at me and said, "Jesus, sweetheart, where did you learn how to do that? One of those senior bitches?" I couldn't help but laugh a bit and I crawled up next to her to be wrapped in those amazing arms and I said, "No, Megs, it was just the one senior bitch and I was the one teaching her a thing or two." This got me a chuckle and a tighter hug. But I began to think about what my Mom said and I thought maybe this was the time. I shuffled around a bit so that we were lying face to face. She had that soft look on her face, a bit flushed, but still looking so cute and her finger was idly tracing around my chest. "Megs, did you really mean it when you said you loved me?" She blinked and then said, "Of course, I did. Why would you think to ask?" "And did you mean it when you said you thought I was so special and I was always there for you?" "Yes, what is this, sweetheart?" "You asked me who taught me to do this and I'm going to tell you because I trust you more than anyone else, because this has to be kept a secret. Okay?" I said. "You can tell me anything. I want to know all your secrets and I would never betray you," she said, all serious. "Everything I've been doing with you, and more, I learned from my mom." "Your mom?" she said, her eyes widening. "Holy cow. You and your mom, you mean all of it?" "Yes, I mean not like whips and chains and stuff like that but pretty much everything a guy and girl can do." "How, when?" So I explained about Mom finding me naked in bed and what happened after. I watched Megs closely for any sign of something bad coming but she didn't get mad or disgusted. In fact, it looked like she was getting turned on. Her breathing picked up and her skin was getting red. "What about you and me, is she upset with that?" "Nope, in fact, she really likes the idea that we are together. She even made sure to show me things like what we were just doing. She wants to make sure it's really good for us, for you." "Hol shit. Well, I guess I can understand the attraction," Megs said, as her hand began to caress my cock. "And she is a total hottie." "You think my mom is hot?" I asked, now my time to be surprised. "Of course she is, and you know it. I guess I have something I should tell you. That way we each know secrets about each other," she said, and as she did she pulled on my hip to bring us closer together, one leg snaking up over mine. "When I've been at soccer camp the last few years, some things have happened. You know, girl girl kinda stuff." "You've had sex with other girls?" "Yeah, it started three summers ago. We were there a couple of weeks already and the nights were getting boring, so the girls in my room, we were four to a room, two sets of bunk beds, started to experiment with kissing. You know, what would it be like to kiss a boy and then it went from there. This past summer we even had some toys to play with. Technically speaking, I'm not really a virgin anymore. We didn't have anything like you though," she said with a grin, grinding her hips against my now fully hard cock. "So I'm still a little nervous about it." I smiled and said, "It's just what I said before. Only when you're ready," and I leaned in and started kissing her again and it got hotter and hotter. She pulled away finally and said, "Now I want you to cum. Let me make you shoot a big hot load for us." I rolled over on my back, my full nine thick inches lying against my stomach. Her eyes were sparkling as she took hold of it and began to stroke it. I was precuming pretty heavily and I suggested she rub it around as it came out. She liked this idea and the way my cock got all slippery. She began to lick it and kiss it and stroke it. Her hands were gentle and felt so warm. She even worked her way down and licked and sucked on my big balls. Then it was back up to the head and her lips flowed over and began to work their way down the shaft. She managed about half and that was just fine. I was rubbing her back and ass but I was going to go any farther, just to let her know I appreciated what she was doing. I had been pretty wound up while I was licking her pussy and even more so now so it wasn't all that long before my balls began to pull up and I said, "Oh fuck, Megs, I'm going to cum." Like the last time she kept her mouth on my cock until the first shot splashed against the back of her throat and then she pulled off and let the rest spray against her face and drip onto my belly. I bucked and shot six streams in total and then some more oozed out over her hands. When I was done she wiped what was on her face with her hand and then smeared it on my stomach. She looked at me and smiled. "I know I'm going to love it when you fuck me, but I really like the way this feels, so wet and warm on my face. We need to clean up." "Come with me," I said, swinging off the bed and taking her by the hand and leading her to the bathroom where we washed each other with wet clothes and dried off and then hugging each other and kissing, then looking at each other in the long mirror on the back of the door. "We look pretty good together like this," I said. "I wish my boobs were bigger," Megs said, playing with them a bit. "I think they look terrific. But they still have time to grow. Maybe if I play with them a lot, it will help." She laughed and said, "You mean like this big thing," she said while grabbing my cock and tugging on it a little. We went back to the bedroom and figured we had at least an hour left alone so I suggested we try something else that should be fun. I piled up the pillows so we could sit up against them side by side. I put my hand on the top of her pussy and she took the hint and took hold of my semi hard cock. We began to play with each other and then tilted our heads so we could start making out again. It didn't take long for my cock to recover and her pussy was getting pretty wet. We shifted around a bit so that we had one arm around each others back, the other with its hand busy on the appropriate spot. We weren't quite chest to chest but one tit was pressed against my chest and our legs were rubbing against each other. It took close to half an hour but Megs came twice and the second time was followed closely by me shooting another load onto both of us. After we were done it was another trip to the bathroom to clean up, make out a bit and then get dressed before Mom got home. When she arrived, she found us side by side on the couch, watching some English soccer. "Well, hello, you two. I thought that might have been your car out there, Meagan." Megs bounced up off the couch and hurried over to Mom and wrapped her up in a big hug. Mom was happy to return it and when Megs let go, Mom said, "Well, thank you for that dear." "I'm just glad to be seeing you under happier circumstances than last time." "Ah, yes, I can understand that. He did give us quite a scare. And may I say, I'm very happy that you two are you two, as they say. I wish you all the best." "Thank you," Megs replied and gave Mom another hug, which was returned just as vigorously, include mutual kisses on the cheek. I watched this wondering if something else was going on but it was nice to see Mom and Megs getting along. Mom offered us some drinks which we accepted and we sat and chatted for a while until Megs said it was time she was getting home. There were more hugs for my Mom and I walked her out to the car where it was hugs and long kissing and some subtle hip grinding. "See you tomorrow, sweetheart." "Okay, Megs. I love you." "I love you, too. More and more." I watched her drive away and then walked back into the house. Mom was in the kitchen starting on dinner. I walked up behind her and wrapped my arms around her from the back. "Thanks, Mom." "You're welcome, dear, but for what?" "For everything. For what we've been doing, for accepting what's going on with Meagan. Everything." Mom turned around in the circle of my arms and snaked her arms around my neck and kissed my lightly and warmly. Then she pulled back a bit and said, "Sweetheart, I love you more than anything in the world. I have from the very first time I held you. And more than anything I want you to be happy. And I know Meagan does and will make you happy, as you will her. And you've turned out to be a very fine young man that any mother would be happy to call her son." "Thanks, Mom. I guess I should tell you that Megs knows about us." "You mean us us?" "Yes. She got here right after you left and we were doing some playing. I did some of the things you showed me and she liked it so much she asked where did I learn it. I took the chance and told her." "How did she take it?" "Surprised, then she asked for details. I think she got kind of excited about it. Then she told me she had been doing some girl girl stuff the last few years at soccer camp. I was wondering if maybe that's what all that hugging was about, or at least some of it." "Really? How very interesting. Well, I guess we'll have to see about that. How would that make you feel?" "Are you kidding? I'm sixteen years old, how do you think I'd feel about having two sexy women in bed with me?" So I showed her. Dinner was late that night, but the kitchen saw a lot of action anyway. We got naked and stayed naked until we had to get up and get ready for school and work the next morning. Suffice to say, I napped on the bus. The opportunity to see just what was going on came two weeks later. Megs and I did what we could to get together while at school, but with no classes in common and only a little bit of time during overlapping lunch times it was pretty much just Sunday afternoons if a car was available. I was still a week away from my drivers test. But since Mom had an interest in all this she suggested that we have a pizza and movie night on a Saturday and she would be the chauffeur to pick up and drop Megs back at home, which was a half an hour one way. We picked up Megs in the old van and being the gallant gentleman that I am, I gave her the shot gun seat and I sat on a couple of folded up blankets in the back. Mom and Megs had fun chatting away and I did my best not to get a perpetual hard on thinking about what might be happening tonight. When we got home, Mom put a frozen pizza in the oven and we sifted through the DVDs for some appropriate moves, that is, some light romantic comedies that might suggest a few ideas. When Mom went into the kitchen to check on the pizza Megs and I grabbed some quick necking and fondling. After we pulled apart, those amazing blue eyes fixed on me and said, "I'm really happy to be here tonight, sweetheart. We had a pretty good workout today, but this should be a lot of fun." "I think so," I replied, not wanting to say too much. Mom carried in the pizza and set it on the coffee table. I punched up play and got the first movie going. We sat on the couch and ate our pizza and the movie was on for about half an hour by the time we were done and wound up snuggled up on the couch. I was sitting in the middle, my feet up on the coffee table. Megs was pressed up against me on one side and Mom on the other. I was wondering when the first shoe was going to drop when an actress with some pretty heavy cleavage made an appearance. Mom snorted and said, "Will you look at that? I'm betting all plastic." "You think so?" Megs asked. "I'm pretty sure, dear. They're sitting up so high without anything holding them up. That doesn't happen if they're all natural." "I guess so. But I guess I can understand why someone would do that, you know, want `em bigger." "Oh, sweetheart, you don't think you need to do something like that, do you?" Mom asked Megs leaning forward to look across me. "Well, not right now. I imagine it would be hard to play with a big set," she said holding her hands up suggestively by her chest. "But when I'm older, maybe." "Honey, take it from me. I've fitted a lot of women for all kinds of dresses. I've seen a lot of boobs and from what I can see, yours are just fine no matter what age you are. And whatever you do, don't be in a hurry to grow up. Right, sweetheart?" Mom said looking at me. "Yup, she's perfect as far as I'm concerned." This got me a big kiss on the cheek from one side and some squeezing from the other. Then Megs looked across me to my mom and said, "Of course, you'd never have to worry about that." "What do you mean, dear?" Mom asked. "I mean you have such great curves. I know this sounds kind of weird but it's hard not to notice that you have such great boobs, and all," Megs said, starting to go red in the face. The truth was you couldn't help but notice, especially with what Mom was wearing. While nothing outrageous, she did know how to dress for effect. Her stretch denim jeans could have been painted on and her top was technically a sweater but it was very form fitting and had a fairly deep v-neck with a nice amount of cleavage. Megs, for all her ability and strength, wasn't very confident where her looks were concerned so she didn't dress to show anything off. But now my two favorite ladies where looking at each other and at the moment I felt like a spectator. Mom had a look on her face that was similar to the one when she was first sizing up my cock. She tilted her head and said, "You like the way I look?" Megs nodded, biting her lower lip a little. She looked at me and I nodded and she turned back to my mom and said, "Um, well, I have had a few experiences with other girls and it was nice the way they felt." "Would you like to see how I feel, dear?" This is where my cock started to strain against my pants. Megs had a hand resting on my leg and I could feel it gripping. She nodded her head and reached out with her other hand and slowly brought it to where she could rest it on the side of one of Mom's tits. Mom smiled a little and then Megs smiled back and gave a bit of a squeeze. "You have wonderful hands, dear. I know why my darling boy loves to have you hold him so much. And I know it felt wonderful to have you hug me like you did the other night." Taking the hint, Megs leaned forward and let her arms slip around Mom who did likewise. Mom's bigger boobs were pressed against Meg's smaller but very firm ones. Their faces were inches apart. "How does that feel, dear?" "Incredible," Meg's breathed out and then moved her head forward and pressed her lips to Mom's. Mom opened her mouth and I was watching my girlfriend and my Mom making out. Their hands began to roam and soon each and double handfuls of the others ass. "Oh, my dear," Mom said as they separated a bit. "You have no reason to need to change anything about you, except maybe your wardrobe. Would you like some help with that." "Maybe a little later," Megs said as she moved in for more kissing. Mom was glad to oblige and my two girls continued with their make out session. I guess I could have felt left out but since I knew what was likely to happen I was willing to wait. Although I did add my hands to the caressing that was going on, rubbing up and down a thigh of each one. Mom was really getting into this. I had no idea if she had ever had a girl on girl experience before, she never mentioned one, but it was clear she was really loving this one. She broke off the kiss and said, "If you don't mind, dear, I think I'd like to see what we have to work with. Come with me," she said, and took Megs hand and slid off the couch with her. They walked around the coffee table and came to stand in between the couch and the TV. This was a much better show. Megs was wearing a simple button blouse and Mom took her time, slowly undoing each button while Megs stood there, her blue eyes fixed on Mom's face. When the blouse was undone, Mom slid it off of Megs shoulders and dropped it onto a nearby chair. Megs was wearing a simple white cotton bra, nothing special but it looked sexy as hell to me. Mom smiled and took both hands and cupped the sides of Megs' tits and squeezed them a bit and pushed them together. Then she brought her hands down to the khakis and began to undo the button and then unzipped the zipper. Next she pushed the pants down past Megs's slender hips and since they weren't too tight they slid the rest of the way down, exposing her muscular legs, that amazing tight ass and a pair of plain cotton panties. "Step out of those and take a few steps back, dear," Mom said. Megs did so and then she looked over at me and all I could do was smile. "My dear, you have a gorgeous body. Don't you agree, sweetheart?" Mom said looking over at me. "Of course I do, Mom, but I'm hopelessly in love with her. I'm probably a little biased." Megs started to blush and giggled a little. I could see her nipples were hardening and poking out of the thin cotton cloth. Mom must have noticed to because she closed the distance between the two of them and ran a finger over one and then the other. Megs closed her eyes and pushed her chest forward a bit. Mom took the hint and covered both cloth cover tits with her hands and began to fondle them. "Honey, these are just beautiful. You should never think they're not enough." Megs responded by taking hold of Mom's big boobs and squeezed them through the sweater. Then she took hold of the lower edge and pulled the sweater up and over Mom's head. It took a bit of shimmying to get past her tits but soon they were there, held up by the black lace bra Mom was wearing. They played with each others tits for a while and then they were kissing and hugging again. The clasps on both bras were undone almost at the same time and allowed to slide to the floor. Next, Megs went to work on Mom's pants. The button and zipper were undone in no time, but getting them down off Mom's hips took some work, but damn, it was worth it. Her matching black panties made an interesting contrast to Megs' white ones, but my attention was quickly returned to their tits as they were pressed against each other, with some grinding to add some fun. The panties didn't last long either. First came Megs and then Mom. With their pussies exposed, they shifted their positions a bit so that a bare thigh was pressed against a bare pussy and the grinding just kept going. I was so hard by this time I had pulled my pants off and I was lightly stroking my fat hard dick. When I saw Megs dip her head down to start sucking on one of Mom's nipples, I also saw that her ass, that gorgeous ass was sticking out so I pulled off my shirt, got off the couch and walked around to get behind her and then knelt down. I took a firm cheek in each hand, spread them apart and leaned in to start licking her pussy from behind. I heard her mumble something but it was muffled by one of Mom's tits. Mom had taken hold of Megs head and had pulled her mouth tight against her nipple. As I continued to tongue lash Meg's pussy, I reached between her legs and found Mom's and I began to play with her swollen, very wet lips with my fingers. My cock was sticking straight up and drooling thick precum. We continued on like this for a while and I was finally able to bring Megs to a heavy orgasm, her pussy juice coating my mouth and chin. Mom wasn't too far behind and she clenched her thighs on my hand and her cum juice was all over my hand. When both my girls finally came back to earth, they hugged some more and then separated and turned to look at me on my knees. Megs blue eyes were bright and my angel was looking very devilish. Mom had a very smug smile and she was looking right at my cock. "Oh, honey, that looks so painful. And delicious. Meagan, dear, what do you say we take our darling boy to my room and see what we can do about his condition?" "Yes, ma'am, that sounds like a wonderful idea," Megs said, as she reached down to take my hand and pull me up to my feet. Each lady took hold of an arm and escorted me to Mom's room and her big king sized bed. I always wondered why a relatively small woman needed such a big bed. I guess she was being hopeful. When we got to her room she gestured for me to climb on the bed and get in the middle, reclining against her pile of pillows. My cock was laying flat against my stomach, the head drooling onto my hairless skin. In a moment I was bracketed with a beautiful naked body pressed up against me on each side. Megs tipped my face toward her and covered my mouth with her lips while Mom used a finger tip to trace designs in the little puddle of precum. Then she swooped down and swallowed the head and half the shaft. It was my turn to moan and it was right into Megs' mouth. Mom sucked for a while and then popped my dick out of her mouth and said, "Meagan, honey, come down here and let me show you some tricks to make our boy lose his mind." "Ooo, I like that idea." Megs shifted down so she could see what Mom was doing and for the next fifteen or twenty minutes Mom shared all her secrets, demonstrating and then having Megs try it. Damn, that girl learned fast. Finally, I had to ask them to stop, because I didn't want to cum yet. Megs said, "Okay, sweetheart, why don't you lay back while I do something special for your Mom." Megs had Mom lay back beside me and she crawled over to lay between her legs and she began to work Mom's bare, wet pussy with her lips, mouth and hands. Apparently her time at camp wasn't wasted. Almost immediately Mom started to moan and shudder. She reached over and took hold of my hand and squeezed it. I leaned over a bit and started kissing her and playing with her fat nipples. I counted three orgasms before Megs finally raised her head, her mouth and chin glistening with Mom's pussy juice. "Hmm, you taste so yummy." "Oh, thank you, dear. I think it's my turn to find out how good you taste. I suppose I could ask my darling boy, but I think I want to find out for myself." Megs smiled and shifted over to lay on my other side. Mom slowly moved to take position between Megs spread legs. She had hooked one over mine and like Mom, she grabbed one of my hands. Mom started slowly, gently licking and tracing Megs' pussy lips with a finger, but gradually she got more and more aggressive about it and soon Megs was bouncing her ass off the mattress and squeezing my hand in a really strong grip. As before, I was kissing Megs and playing with those oh so nice tits of hers. Megs' free hand alternated from the back of Mom's head to grabbing the sheets when she was cumming. Apparently Mom didn't want to be out done so she didn't stop until Megs came for a third time. When Mom lifted her smiling face from Megs flooded pussy, Megs was laying a like a wet dishrag, breathing hoarsely. Finally, she was able to say, "Omigod, that was amazing. You really know what you're doing." "Well, thank you, honey. Seeing that this was my first time, I'm glad you liked it so much." "Your first time? You have to be kidding me," Megs exclaimed. "I've never had it that good." Mom smiled and then looked over and saw my throbbing cock and said, "We need to do something for this poor boy." "Please let me. I think you have me ready for my first time. I really want his big cock inside me." "Are sure, Megs?" I asked. "Oh, yes. With your Mom here to help, I'm sure it will be wonderful." "Alright, dear," Mom said. "Sweetheart, you know what we need." I nodded, got up and went to my bedroom and pulled a few items out of my night table draw. I came back into the room with a couple of magnum sized condoms and some lube. I climbed back up on the bed, my hard cock leading the way. "Now, honey, I know that you know that our lovely boy and I have been having sex for a little while now. I cannot have any more children, so we don't have to worry about that sort of thing. You can't take that risk. You have so many other things to look forward to, you can't afford any accidents. So, don't let this lovely big cock," Mom said, as she reached out to stroke it, "anywhere near your sweet pussy unless it's well dressed. Okay?" "Yes, ma'am," Megs replied, her eyes focused on my cock. Mom took one of the condoms and tore open the foil and pulled out the lubed, reservoir end magnum. She then showed us both how to roll it on and make sure it was secure. I couldn't help notice how Megs hands were shaking a bit, but it was obvious it was from excitement and not fear. With love comes trust I guess. Mom then suggested that Megs lay back and get ready. She said we could save the extra lube unless it was absolutely needed. So here I was the with the girl of my dreams, although it took me a while to figure it out, laying naked waiting for me to mount her, with my Mom, my incredibly hot, sexy mother, just as naked, offering words of encouragement. Talk about winning the fucking lottery. I shuffled forward on my knees, the covered head of my dick coming in contact with the wet puffy lips of Megs' pussy. I took hold of the shaft and rubbed it up and down the lips. Megs put her hands on my hips and looked at me and nodded, lightly biting her lower lip. I pushed forward with my hips and watched as the rubber covered head began to push in. I knew I was going to have to go slow. So I pushed in and then pulled back, then pushed in more and pulled back a little less. Slowly I was working my fat cock inside Megs' tight but willing pussy. I brought my hands to rest on either side of her and leaned over, adding some more effort to getting my cock inside her. She was holding on to my arms and looking at me eye-to-eye, and those ice blue eyes were smoldering. "Oh, baby, yes, you feel so good inside me. Omigod, I've wanted this for so long," she almost moaned at me as I continued to push my cock in deeper and deeper with each stroke, until I couldn't go any more and our hips were touching and my big balls were resting on her ass. At this point she let out a long slow hissing, yesssss, and her arms snaked up around my shoulders and she pulled me down until she could get her lips on mine, my chest pressed against her tits. I let my hips take their own pace, feeling Megs' hips rise up to meet each of my down thrusts. To the tight grip of her arms she added those amazing legs by wrapping them around my hips, her ankles crossed, her heels pressing into my ass. At this point I have no idea what Mom was up to and frankly, I didn't care. The world began and ended with Megs, of course, I didn't think of it that way until years later, but then, she was all I could think of. I also couldn't tell you how long we stayed locked together like that. There wasn't anything else but fucking missionary style as deep and with as much passion as I could manage. Megs was responding with a lot of hip action, grinding her clit against my lower abdomen, and I was feeling all kinds of shudders through her body until she nearly crushed me as she orgasmed. I could feel her pussy juice oozing past my cock. As she eased her grip, her feet slid down the back of my thighs, her hands down my back to grab my ass, pulling me tightly, a finger tickling my asshole. I didn't last through too much of this when I grunted into her mouth and my hips shoved down. She tightened up her embrace as I began to pump my cum load into the condom. Considering how wound up I had been that night I should have been worried about whether or not I was going to fill it up until it leaked. Megs wasn't worried either apparently because she absolutely would not let me go. Even after my hips stopped moving hers continued to flex and grind. After a while she slid her lips off mine and buried her face in my shoulder. Her body continued to shake and shuddered and it didn't take long to realize she was crying. I started to get scared. I was afraid that I had hurt her somehow. But it wasn't like she was trying to get me off her, if fact she was holding on just as tightly. I looked over and saw my Mom and she smiled a bit and said, "Don't worry, cupcake, I think I know what's going on. Just be patient." So I just stayed put and tried to whisper softly in her ear that I loved her and she was so amazing. Finally, her body stopped shuddering and her grip started to ease. I pushed myself up a little so I could see her face and despite the tears she was smiling and her hands came up to frame my face. "I love you so, so much. That was so much better than anything I've dreamed of. I'm sorry about the crying. I just couldn't help it. I feel pretty silly right now." "Don't feel that way, honey," Mom said. "What you just went through was very emotional for you. Just as it should. All those hopes and dreams coming true. All that pent up desire. The crying was just part of the emotional release. It was so wonderful to see." Megs still hadn't eased up on her leg grip so my slowly softening cock was still trapped inside her, along with the full condom. I thought it might be a good idea to get that out of there. So I whispered in her ear. She giggled a bit but let her legs ease to the side of mine. I slowly withdrew and she let out with a small moan and then a little pout that was so hot. "I feel kind of empty now." Mom just nodded her understanding. As I knelt back it was clear that the condom was at capacity and Mom reached over to lend a hand and pulled it off. Some of my cum dripped down onto my balls and my cock was still coated. She winked at me and leaned in and swallowed my cock and proceeded to clean off the coating. Megs slowly rolled over to me and licked my balls clean. Then she and Mom shared a kiss. Oh god, was I in love. Then Megs wrapped her arms around me and gave me a deep kiss. "You know, dears, we got to this a lot sooner than I thought. We have more time. Any ideas?" "Um, if you don't mind could we just lay here and cuddle for a bit. Maybe talk a little?" Megs asked. "Certainly, dear. Why don't we get under the covers a bit. Get nice and comfy." So Mom pulled the bedcover down and I was maneuvered toward the center of the bed with my head and shoulders propped up. Megs snuggled down at my side one leg over both of mine, her arm across my chest and her head partially on the pillow and partially on my shoulder. Mom took the other side, but she just sort of laid on her side, looking at both of us, her leg resting against mine. I had my arm around Megs' shoulder and I heard her sigh a bit. "This has been so wonderful," she said. "I had no idea something like this would happen to me." I heard Mom say, "Meagan, dear, are you happy at home?" Megs didn't answer right away, but finally she said, "Well, I'm not unhappy. It's not like anything bad happens, you know, fights, or getting beat up. It's just like no one really cares about what I do. Dad has the repair shop, so that takes up most of his time. My brother is finishing up school to be an auto technician and he'll go to work full time with Dad when he's done. Mom has the house and her gardens. The only sports anyone talks about is football and baseball and even that's just now and again. You know, it was a neighbor kid's dad who saw me playing with some of the older kids in the street and got my parents to allow him to take me to a pee wee clinic." Megs raised herself up on an elbow so she could look down at me. "I know you sometimes wonder about why I feel the way I do about you. It started that very fast day I started school here in second grade. I was just standing there on the playground, not knowing anyone, and you just walked up and said, "Hi, you're new here, what's your name?" And I told you and you said, "Cool," and you started showing me around and introducing me to other kids, who didn't really care it seemed. But what really did it was when we found that kick ball just sitting there, and I started kicking it around, doing little things, and you said, "Hey, that's really cool the way you do that." And I asked if you played soccer and you said, "Nah, I really suck at sports. I don't do any of that." And I thought that here it comes, someone's not going to like me because I can play better than them and you said, "But it's really cool you're so good, maybe you'll be a pro some day." I could see her eyes start to tear up and her lip quiver a bit. "You know, sweetheart, you were the very first person to ever suggest I might become a professional soccer player. I know second graders can't fall in love, but I fell in something there, something really wonderful. I found someone who believed in me and we hadn't known each other an hour." And then she was on top of me, kissing me and holding me as if I was going to try and run away or something. I ran my hands all over her back and down onto her ass. I could feel Mom's hand rubbing her back as well. Then Megs brought her head up and said, "I know we just finished, but I need to feel you fill me up again, sweetheart. Please put that beautiful cock inside me one more time before I have to go home." "I am so ready," I replied because I could feel my cock was back at full hardness again. "Let's try something different, lovers," Mom said. "Sweetheart, stay on your back but slide down some more." I did so I was lying flat out. Mom took hold of my cock and said, "Dear, straddle his hips and kneel up as high as you can, that's it. Okay, that will work. Now, what do we do first?" Megs smiled, reached over to where the other condom was and she peeled the pack open, pulled out the lubed rubber and with little effort, rolled it down over my thick, throbbing dick. She got back into position, rubbed the head against her clit and pussy lips a few times and then got it to the right spot and began to sink down. I watched the head slip in and then my vision was blocked as Mom swung her leg over my head and presented her pussy to my mouth. She was facing Megs so she could watch the progress, not to mention playing with Megs' tits and exchanging tongues with her. It wasn't long before I felt Megs ass come to rest on my thighs, so I knew I was fully inside her and I could hear her muffled moan into Mom's mouth. Since Megs was going to do most of the work, I decided to really attack Mom's pussy so I grabbed her hips, pulled her down tight and really went to town on her. She started her own moaning and began grinding her pussy on my face. She tasted so good and she was loving what I was doing. As Megs fucked up and down on my shaft, my hips couldn't help but respond and I began meeting her around halfway, getting little smacking sounds as we met. I'm proud to say Mom was the first one to cum, her pussy pushed down onto my mouth as her body shuddered. I guess that gave Megs some stimulation because I felt her shudder and her pussy clamp on my cock as she screamed into Mom's mouth. Since I had cum just recently, I was in no hurry, but I guess Mom wanted something different so she stood up and presented her pussy to Megs face and she got a girly licking. I took the opportunity to start playing with Megs tits. They felt so good in my hands. Mom was right, she didn't need anything more. After a while I slid my hand down and began to play with Megs' clit and it wasn't long before she came again. Using the juice from Megs' pussy, I lubed up my finger and applied it to my Mom's asshole. With all the wiggling she was doing on Megs' face it didn't take long to get the whole finger up there. It also didn't take long for Mom to shudder through another screaming orgasm. Any car passing by would have heard her. Her knees buckled and she sank down, first on my chest to share a kiss and then she rolled off to curl up by my side. Megs kept fucking herself and she was hit with a third, sorta quick fire cum that threatened to set me off. I said, "Oh, fuck, I'm gonna cum." Megs was coming out of it so Mom said, "Off you go, dear, let's share this." So Megs pulled off me and got on my other side as Mom peeled off the rubber and began to stroke. My two girls got their mouths close in and as I began to shoot big streams of cum towards the ceiling, they battled for it, laughing as it splashed down on their faces. When it started to just ooze the last bits they licked me clean and then proceeded to lick each other clean, swallowing what they could scoop up. Now that was hot. My mom and my girlfriend swallowing my cum. When they were done they crawled up and cuddled down at my side. We knew we couldn't go to sleep as Megs needed to be home in a while so we just chatted a bit. Mom dropped something big on us at one point. "You know, kids, now that you're a couple, you should probably give some thought to the winter semi formal. I think they still hold that don't they?" I looked at my mom and said, "What? Me dancing? I can see Megs doing it, she so athletic and graceful. But me?" "Aww, thank you sweetie, but you know it's not a big deal, it's not like Dancing with the Stars. You just move around, jump up and down, and the slow dances are just moving hugs. You hug really well," Megs said, kissing my ear. "Besides, you've been playing guitar for what? Nine, ten years? You've go music in your soul, just let it out through your feet, not your fingers. As for me, I don't know what I'd wear to something like that. Almost all my stuff is sports related." "Meagan, honey, you are such an important part of our family, more so than ever, now. Do you think the finest dress maker in the state would let you down? I'm thinking basic black, tightly fitted, a hem line just at the limits that they allow to show off those fabulous legs, sheer black stockings off course. Sleeveless but with a high neckline, but with a slight pushup on the bra. What do you think, sweetheart?" That was directed at me. "Well, okay, I guess. If Megs wants to. The dress sounds really hot. We'll have to make sure the pants I wear have room, because my cock will be hard all night." I got a lot of hugs and kisses from both of them for that remark. Then Mom pulled us both up off the bed and brought us into her sewing room. It was kind of weird to see her measuring up Meagan for the dress, all of us naked and all, but again, it did make a certain amount of sense. Then I was measured to make sure that the suit I had would still be useful. Since I hadn't really grown in three years, I couldn't see why not. When we were done Meagan stepped up to my mom, kind of shyly, and thanked her profusely until Mom pulled her into a big hug. There was nothing sexy about this one. It was about affection. Something told me that my mom and Megs were in it for a lifetime. It had been such a terrific night but the ride to Megs and back was kind of depressing. With her schedule and lack of transportation, it would be a while before something like that would happen again. When it did, it was thanks to Mother nature, and not in a good way. We don't live in what you would call tornado alley, but we can get some really nasty storms. And the one that rolled in at the end of October was a mean one. Fortunately for Mom and me, when my great whatevers built the house, they must have been planning on a renewal of attacks by the Plains Indians. It was only one story, but the walls were concrete block with brick facing on the outside and full wood framing on the inside so they could run the wiring and plumbing and do insulation. I know this because five or so years ago we had to fix some things and I saw what the contractor had to pull apart. Add to that one of those steel roofs and it was quite the nice looking bunker. The winds that hit us that evening were downright scary. The storm took about forty five minutes to blow through and when it was done we hurried outside to see what damage we took. The house was fine, a few of Mom's outside decorations went the way of Oz but that was it. A tree back by the old garage/barn lost its crown but fortunately it went the other way. The building lost a few shingles on the roof and some planking on the side was loosened up but that was an easy fix. All in all, not a big deal. We found out all too soon that others weren't so lucky. We were back in the house for maybe an hour when Mom answered a call. I couldn't hear everything but it didn't sound good and the last thing we heard was, see you soon. She came into the family room and said, "That was Meagan. The storm was much worse in her area. They and some of their neighbors took some real damage. Broken windows from hail, and a part of a tree took out a big part of their roof. Wires down, a real mess. They have to get out of the house. I told Meagan she could stay here. Her parents and brother will be going out of town. This way she can stay in school. She'll be here in a little while." I was staring blankly at the TV. What ifs were running through my head. What if it was more of the tree, what if a fire had started? When I heard a truck pull up outside I was through our front door like a shot. I didn't recognize the truck but I was intimately familiar with the blonde that stepped out of the shotgun seat, carrying a backpack and a large duffle. I hurried up and grabbed the duffel and put an arm around her to help her toward the house. The rain had stopped awhile ago but she felt damp and it felt like she was shivering. She didn't say anything and the smile on her face was weak. As we stepped through the door we were caught up in Mom's arms. She noticed the same thing I did. "Oh, honey, you're wet and shivering. Come with me, we need to get you into a hot shower. Sweetheart, bring her bags and put them in your room. We'll be out shortly." Shortly turned into half an hour but when she came out wrapped in a big fluffy robe and her short hair covered by a small towel, Megs was looking better and the smile more genuine. "Hello, sweetie. Sorry about the cold reception. It's been a crazy night." I patted the spot next to me on the couch. She sat down and I wrapped her in my arms as best I could while she pulled her legs up. I added some rubbing to her arms to help warm her up. "Oh, that feels good, keep that up." "So, how's the house?" I asked. "Pretty beat up. Some of the windows are broken, half the roof caved in. Water damage all over the place. It's going to take a lot of work. Thank god Dad was so obsessed about keeping the insurance up to date. We taped and tarped and boarded up what we could. That's how I got so wet. When they talked about evacuating us Mom and Dad started talking about my granddad's house where my aunt lives by herself. She was happy to do it but that's like a hundred miles away. I thought about here so I could be near you and stay in school and all. You two are life savers," she said, pushing up tighter against me. "You do stuff like this for the people you love, right?" I asked. The smile I got back was wide and real. Mom came in with a tray with coffee for her, tea for Megs and a soda for me. I never could get the hang of drinking something hot. Even chocolate. She included some cheese and crackers. "After we finish this," Mom began, "I want you two to go to bed and get some sleep. The news says the schools are all closed so they can finish inspecting for damage. So you can sleep in. Then we can figure out what we'll do. If your house is in that bad of shape, you might be here a while." "I can't think of a safer place. You don't look like you were even in a storm," Megs said, looking around. "The big garage out back lost some shingles and needs some siding nailed back. And we had one tree snap in half. But this house is built like a bomb shelter," I explained. Megs sipped her tea and rested her head on my shoulder. It was clear she was exhausted. It was clear in a few minutes she'd be out so I stood up, helped her to her feet and put an arm around her back and she put hers over my shoulder and I guided her to my room. It wasn't a big bed but it was big enough for two to be snug. She was almost out on her feet and I undid her robe belt and slipped it off her shoulders. She was naked underneath and I helped guide her into the bed. I stripped down and climbed in behind her, spooned up to her back and wrapped her in my arms. As she slipped into a deep sleep she mumbled, "Good night, my knight in shining armor." At least she didn't say anything about my big lance. But I guess it wasn't far from her thoughts. Some hours later, it must have been three or four in the morning, I felt the bed shake. In the dim light of the digital clock that was behind me I could see a pair of eyes looking back at me. "Hello, lover." "Hello, yourself. How are you feeling?" "Better. Warm, safe, loved. Thank you." "It's Mom's house, you need to thank her," I replied. "You're two of a kind," Megs said and her arms snaked around my neck and she pulled me close and she started to kiss me, slow and deep, with lots of tongue and passion. She hooked her leg up over my hip and I could feel her very smooth pussy lips press against my cock, which was starting to wake up. I put my hand on one of her ass cheeks and pulled it tightly to me. She ground her pussy some more and then pulled her face back just enough to be able to talk and she said, "Sweetheart, I need to show you how much I care for you, but I'm too tired to have you make love to me. How about we give each other a hand, and we save the rest for tomorrow." "That's fine with me. I love the way your hand feels wrapped around my cock." So we shifted around a bit, one arm around each other, the free hand rubbing either a clit and wet pussy lips, or a fat, hard, drooling cock. We kissed and sucked each others tongue and took turns licking each others nipple. Megs came twice. They were nice slowly building orgasms that seemed to go on forever but hard and deep without all the twitching and jumping around. Shortly after the second one, I fired several heavy streams of cum onto our stomachs, chest and tits. After I had stopped shooting, a bunch of tissues were used to clean up the mess. We kissed some more and then settled back into the cushions and feel deeply asleep. Morning turned out to be mid morning and as we crawled out of bed and pulled on some robes and sleep pants, Megs said, "Hmm, like a couple of newlyweds. If the situation wasn't so horrible, this could be fun." "It's probably not so horrible as it looks. Why not give your mom a call a little later and find out how things are and let her know you're doing okay." "So sweet and thoughtful," Megs said, as she kissed me lightly, a hand resting on my cheek. Hand in hand we walked into the kitchen where Mom was standing, fully dressed for the day, a steaming cup of coffee in one hand. "Well, hello, my darlings. Meagan, you're looking much better, but I suggest an easy day and a nap later. Sweetheart, mind your manners and let her rest, alright?" she said with a look that meant every word. "Of course, Mom, I'm not some sex crazed monster. Besides, if she doesn't want to, I could never make her do anything. She'd beat me down in no time." Megs laughed but wrapped her arms around me and rested her head on against mine. "You know I would never do that, sweetie," Megs said, then added, "but it's nice to know you realize that." Her grip tightened considerably and I could only manage a grunt in reply. So we sat in the family room, doing some homework. We didn't share any classes this year, but we had a lot of the same subjects so we worked together. A leg or foot was in almost total contact and it was a really nice way to spend the middle of the day. When I saw that her mind was wandering I had us put the books away. We stretched out on the couch together and it wasn't very long before her breathing had slowed and evened out. We both woke to some gentle prodding from Mom and soon we were around the kitchen table eating a very nice dinner. Megs took this opportunity to broach a subject that I guess she was finding somewhat embarrassing. "Um, my folks wanted you to know that they would be giving you something for the food and such. They just have to see what the insurance might not cover." "Oh, no, dear, don't give it another thought. Sweetheart, you need to start thinking of yourself as part of the family. We are doing just fine for ourselves and I won't hear another word. Tell them to just concentrate on getting the house put back together. Oh and speaking of such things. I have some good news, my dears. I got a message from the natural gas company. They're tests have come back very positive. It looks like we could have a very interesting new year." "Wow, that's cool, Mom," I replied, visions of a finished Mustang dancing in my head. "And, young fella, you and I need to discuss a little venture I have in mind concerning selling some things I want to make. Something internet based." "Okay, Mom. I don't know a whole lot about that but I helped one of the computer types at school with an old guitar so he owes me a favor." "Who is that, sweetie?" Megs asked. "That Junior in the AV department with the really bad acne. He thinks playing the guitar will help him with girls." "Oh, him, yeah. A good dermatologist would be a better idea." "And you, my dear," Mom said to Megs, "you and I have some business in the sewing room after dinner." "Oh, really?" Megs said, all excited. I know Mom had been working on that dress for Megs to wear to that dance, but I was strictly forbidden to see it at any stage. So after we finished eating, we cleaned up and I went back to the family room and Mom and Megs went down the hall to her inner sanctum or whatever they call it. I had been reading for about forty five minutes when I heard soft voice call my name from the entrance to the room. I look up and the book fell out of my hands and my mouth dropped open. Megs was standing there looking ungodly sexy in black panties, a matching push up bra and a pair of black sheer stockings that had those elastic top things and a pair of shoes that had maybe two inch heels and some straps across the foot and not much else. The way she was standing made the outfit look even hotter. She sort of had one hip shifted outward and it made it obvious that the panties covered her pussy, and not much else. Just thin straps went up and over her hips and didn't seem to try to cover any of her ass cheeks. She was biting her lower lip and her hands were resting on her thighs. Then she took two steps into the room and did a little turn around. I was right, her ass was totally exposed except for a spot at the top of the crease that had a little triangle that joined both of the straps over the hips and then one that ran up her ass crack. "What do you think?" "Um, I don't think I can think right now. All the blood is rushing from my brain to go somewhere else." "I'm glad to hear that. Your mom got me these to wear under the dress. Something to do with lines showing and stuff. She thought you'd like to see it." "She was more than right," I replied. Megs took a step closer and said, "Would you like to feel it?" I nodded and stood up and closed the little distance that was left. Now, as I've mentioned before, Megs was about two inches taller than me in bare feet. Now she was wearing what looked like two inch heels so there was a bit of a mismatch, but at the moment I couldn't have cared less. As we came closer together she put her arms over my shoulders and around my neck and we just tilted heads to bring our lips together. My arms went around her waist, then one hand slid up her mostly bare back and the other came to rest on one of her exposed as cheeks. We kissed like that for several minutes until we heard a voice. Mom was standing in the hall just out side of the family room in a similar outfit. In her case the bra and panties were lacey and the push up produced a lot more cleavage, but the wider hips just accentuated the thin straps that wrapped around to the back. Her shoes had much more heel, maybe six inches and there was some sort of thick sole under the toes. She smiled seductively and said, "You to look so good together, although our boy is a little too overdressed but first things first." She strolled into the room and came up on one side as Megs slid around a bit. Now I was bracketed by two taller women, their fabric covered pussies pushed against my hips, there hands running over my chest and back. Mom pulled my head around and covered my mouth in a hot kiss. Then she and Megs shared one almost over my head. Then Mom said, "Sweetheart, I want you to go into your bedroom. You'll find something on your bed. Change into it and come back in here." "Okay, Mom," I replied, although I was reluctant to let them go. When I got to the hall I looked back and saw that they had stepped into each other's arms and were sharing a hot kiss. I hurried into my room and it took a bit to find what she meant but then I saw a small black something. I guess it was supposed to be underwear, but it looked more like a jock. I guessed it was one of those thong things. I shrugged. Mom had never steered me wrong before. I stripped down and then took the small garment and slid it up my legs. It was snug to say the least. To complicate matters, my cock was semi hard, but with some stretch of fabric and tucking of body parts, I got every thing inside, although the bulge was very noticeable. I was prepared for at least some giggling from Megs, but she surprised me. When I came to stand just inside the room, Mom smiled and winked, but Megs got this strange look on her face and she said in a breathy voice, "Oh, sweetheart, that looks so sexy. Girls usually get to have all the fun wearing things like this but that looks so hot. Of course, you fill it up so well." They were standing there, hip to hip, an arm around each other's back. They each held their free hand out to beckon me forward and when I got within reach they took hold and pulled me into a three way hug. I was hit with a flood of feelings as their arms locked around my back and mine around them. All at once I felt loved, desired, cherished and horny, horny, horny. My cock was really straining against the fabric of the thong and it had to be poking one of them. But for the moment they were content to rub their covered pussies on me and fondle my back and ass and trade kisses between the three of us. And I had the added bonus of two pairs of pushed up tits pressing into me at upper chest level. When Mom and Megs were kissing, I was rubbing my face and lips on two sets of very nice cleavage. I ask you, what sixteen year old boy deserves a situation like this. Mom finally broke up the group grope and had us move to the couch, with me in the middle and one beauty on each side. Their hands were rubbing my chest, stomach and covered cock. My hands roamed over stocking covered thighs and concealed pussy lips. There was something incredibly sexy about concealing the more interesting body parts. Mom spoke up and said, "Hmm, I think I need a little taste of heaven." With that she slid off the couch and got in front of Megs. She pushed those muscular legs apart, pushed one up and over mine. She pulled the small square of satiny material to the side, exposing he wet, cleanly shaved pussy lips and hard, slightly extended clit. She dipped her head down and began to lick Megs' pussy. Megs gasped and the hand that had been stroking my thigh slipped up to my stomach and then down beneath the stretched out waist band of my thong and took hold of my cock, which was fully hard and off to the side. She began to stroke and squeeze while our heads turned towards each other, mouths open to begin a long tongue kiss. Megs took her free hand and put it on the back of Mom's head, her fingers entwined in all that thick auburn hair. I could feel her hips moving as Mom worked that gorgeous pussy. After a while, Meagan broke off the kiss and looked down at Mom and then back to me. "Hmm, that ass looks so good, sweetheart. It would look so much nicer with you behind it, giving your Mom all of that amazing dick of yours." Ass and dick. Megs was really turned on. I loved it. So as my lady suggested, I got up off the couch and moved behind my Mom. I pulled the string that was running up her ass crack and dipped in to do some heavy licking of her swollen pussy lips as well as that tempting asshole. She moaned heavily into Meagan's pussy and when I was sure she was good and wet, I knelt behind her, put the head of my drooling dick to her pussy and began to push in. The moaning got louder and I felt Mom push back. Once about a third of the shaft was in I let go and took hold of he hips and began to fuck her in smooth strokes, each one a little deeper than the last. It wasn't long before my hips were hitting her ass and my balls were swinging up to hit her pussy. I was really loving the show. Megs was slouched back into the couch back, her eyes rolled up in her head as she was being sent over the edge by Mom. Mom and I had settled into a nice rhythm with me moving forward to match her pushing back. Meagan was bucking her hips as a deep orgasm worked its way through her. I moved my hands up Mom's back and had them on her shoulders, fucking her deep and hard as she licked up Megs' juices. Mom started to wiggle her hips and I thought I knew what she wanted so I began to scoop up some of her juices and added them to her asshole. She wiggled more and I knew I was right. I added some more juice and then I put the extremely wet head of my cock against her hole and began to push in. Mom pushed back and with a pop the big head passed through the ring and soon a couple of inches of shaft followed. By now, Megs' spasms had stopped and with a bit of a shake she leaned forward. She took hold of Mom's shoulders and pushed her into a more upright kneeling position. The added pressure on my cock was fantastic. Megs slid down to her knees and began to kiss and fondle Mom. Mom returned the favor and pretty quick my two girls were tit to tit, kissing and fingering each others pussies. I just kept banging away at Mom's ass, loving the sound of her grunting into Megs' mouth. We were locked into this rhythm for I don't know how long but I'm sure I felt Mom clench down on my cock in orgasm at least once and Megs might have had another one as well. Finally I just couldn't take it any more and with one last hard shove that caused Mom to yelp, I began blasting cum shot after cum shot up her ass. Mom squealed into Megs' mouth and an arm came back and took hold of me around the shoulder and pulled me closer. Megs' lips transferred to mine and we sucked tongues while the last of my load oozed into Mom's ass. When all the orgasms were finished, we sort of settled down into a kneeling threeway hug. We stayed like that until Mom said, "Oh, my god, that was fantastic. I've never had so much fun with sex before. But here's what I think. It's school tomorrow after a very stressful time. Why don't you two go to bed, enjoy each other for a while, than get to sleep. Then it's up bright and early tomorrow for showers, breakfast and the bus. As for me, I'm going to take this battered ass of mine and soak it in a nice hot tub before bedtime. What wonderful dreams I'll have." "Are you okay, Mom? I didn't mean to hurt you or anything," I said, worried. Mom shimmied a little sideways and said, "Oh, sweetheart, no. I little sore but a very pleasurable sore and a hot bath will take care of it nicely. But isn't he sweet to be concerned?" "Yes, just one more reason I love him," Megs said with a smile. It was around this point that I found out that when I really blushed it reached to the middle of my chest. Megs laughed, grabbed my hand and we both got up, helped Mom to her feet and with last kisses she and I walked hand in hand to my room. My semi rigid dick was hanging over the waistband of my thong. When we closed the door behind us, Megs proceeded to remove her underwear and carefully placed them on the chair. She walked up to me and hooked her thumbs into the sides of my thong and pushed them down to my ankles so I could step out of them. She bent down, picked them up and as she stood up she stopped to plant a brief, soft kiss on my balls. The thong was added to the chair and then she kicked off the shoes and then stood in front of me with a small smile and said, "All that is very nice but with you nothing is better than being completely naked," she said, as she snaked her arms over my shoulders and around my neck. "And I want to be naked with you as often as we can for as long as we can." With that a pair of burning lips locked themselves onto mine and began to grind. Those hard nipples were pressed into my chest and my cock started to press harder and harder against her bare pussy. She felt that too and began to push her hips forward and grind them a little. After we made out for a while, Megs pulled back and those smoldering blues looked at me and said, "Sweetheart, I want you to do it to me the way you did your mom. I want to be on my hands and knees and you behind me giving me everything you have." She kissed me again and then climbed up on the bed and put her ass up in the air and waited for me. I grabbed a condom out of the drawer and in rapid order rolled it on, made sure it was lubed and climbed onto the bed. Megs wiggled her ass, looking back over her shoulder. "Come on, big boy, get me ready and give me that big beautiful cock." It hit me at this point that this girl who had been my best friend since day one of second grade, who was now my lover, was a very sexual young woman with very strong desires, much as my Mom must have been. There was no way I was ever going to let her get away and went after her pussy and asshole with a vengeance. Megs was moaning and squirming almost from the start. Any movement of her hips was to push back against my face. I could have kept going but Meagan called back, "Please, lover, stop teasing me and get that big dick inside me. Just do it." I knelt upright and got my cock head against her pussy lips and pushed in. As the head pushed in she groaned and dropped her head and shoulders to the mattress. When enough of the shaft was in, I took hold of her hips and kept on going. It didn't take much time until the whole fat thing was inside her. "Oh, sweetheart, yesssss, fuck me and don't stop, don't ever stop," she moaned and I began to saw my dick back and forth, making sure that each time in I slapped my hips into her ass. I leaned over her back a bit and on each down stroke ground my hips more. I felt a hand take hold of my balls and I thought that was just so hot. I took her ass cheeks in hand and began to squeeze and fondle them. When one thumb rubbed against her asshole she twitched and moaned and wiggled her ass some more, so I rubbed it some more. She looked back at me and nodded, so I rubbed my thumb on her pussy lips and then used that to rub her asshole some more and when it felt slick enough I pushed in. Oh, how that girl loved that. Her hips wiggled and she pushed her face into the mattress and moaned. And we fucked like that for quite a while. She came twice before I felt anything start to build in my balls. I hammered harder and she groaned louder and I couldn't hold it anymore and I shouted once, stuffed my cock in her as deep as I could and began to pump that rubber full. She shuddered through another smaller orgasm and when I fired my last shot I folded up and lay across her back. "Stay in me and roll us over on our sides," I was proud of how I managed the move, considering my athletic prowess and we lay their cuddled up, my arms around her from behind, her pussy clenched down on my slowly deflating cock. "I wish this could go on forever," she said, "it's like a dream." "The only dream around here is you, Megs. But I feel the same way. It'll be a nightmare when you have to go home." "It most certainly will not be a nightmare here with your Mom, you goof," she said, looking back at me. "But we will have to find a way to be together more. And it's not just because of the sex, you know that, right?" "I know, Megs. Now, what do you say we get cleaned up and go to sleep? It'll be a long day tomorrow." "Why do you say that? Oooo, that feels good," she wound up saying as I slid out of her. We climbed off the bed, went into the bathroom in Mom's room cause she was still soaking in the tub. As we walked back to my room, I said, "When we get on the bus tomorrow, it'll get around that you're staying with me while your house is being fixed. Won't that give us a lot of questions to answer? That'll wear us out." "That is true isn't it? How will I explain being under the same roof with such a hot guy swinging such a big bat and not becoming such a total slut?" Megs said with a straight face. We were already into my room and when I stopped and looked at her with eyes wide and she just laughed and gave me a tickle and then pushed me onto the bed. She crawled in behind me, pushed me over on my side and wrapped me up from behind. I loved the feel of her tits against me back but I said, "Um, aren't I supposed to be in the back?" "Shut up and go to sleep. Get used to this, baby, you're all mine." When I woke up the next morning I had my usual fully erect hard on. What was new was I had a slender hand gripping it firmly from behind. Megs and I hadn't moved much but apparently she wasn't going to let go of me one way or the other. The alarm was going to go off in about two minutes so I thought I'd wait and see what would happen. When the buzzer sounded, Megs moved a bit and then I heard a bit of a yawn and a brief squeeze of my cock. "Mmm, what a nice way to wake up," she said, as she stroked me a bit. "I wish we had time to do something about this, but we need to get moving." "I know. You want to shower first?" I asked. "What do you mean first? We are going in together, sweetie." I looked over at her and her pale eyes were bright and alive. I just nodded and we pulled apart and rolled out of bed. I guess for the look of the thing, she rummaged in her duffle and pulled out a short robe and threw it on. I did the same with my usual robe and we went out into the hall and into the main bathroom. She turned on the water, waited until the steam started and then shed her robe and got in. She looked back at me with a look that said, `hurry it up'. I dropped my robe, my cock still bouncing along and I got in the steamy shower with her. Her arms went around my neck and she said, "Good morning, sweetheart," and planted a grinding kiss on me while pressing her wet stomach up against my cock and began grinding a little. We kissed for a minute or so and then she broke out the body wash and got us both soaped up and then it was more kissing and grinding, or slipperying would have been more appropriate. Damn, that was fun. Then she insisted that she wash my hair and after a quick rinse she turned off the water, crouched down and treated me to an intense wet blowjob that had me pinned against the back wall of the shower. She had learned a lot from Mom and it didn't take long to have my balls pulling up and cum shooting into her mouth. As usual she took the first two and then let the rest splash on her face and tits. When I was done, she stood up, turned the water back on and rinsed us both clean. Then she kissed me again and then stepped out of the shower and began drying off. I looked at her and said, "Um, Megs, what about you? Don't you wanna cum too?" She held the towel out and motioned for me to step into it. As she proceeded to dry me off she said, "Honey, I don't wake up all horny like you do. And after the wonderful night we had, I really don't need to. That was just for you. Believe me, when I need to cum, you'll know it. But I'm so glad you asked that. It was very sweet of you." It didn't take us much longer to get back to my room to get dressed. I was no where near at a point where I needed to shave. And Megs didn't wear much in the way of make up. Just a little lip gloss. I have the feeling if she hangs around Mom much more that will change. Although Mom tended to go lightly on it, unless she had something special going on. But I have seen her all done up and man is she stunning then. Since it was getting colder out, I was in my cargo pants and flannel shirt. Megs tended toward running outfits, t shirts underneath and her running shoes. No muss, no fuss, although the pants did tend to hug her ass and thighs, as I've noticed more and more. Mom had some breakfast ready for us and kisses for each. Megs had practice after school and I was going to stay so we'd ride the late bus together. I was going to talk to the AV dude about Mom's website idea. When we got on the bus together there was a bit of a buzz, but when Megs explained to the driver that this is where she was staying until the storm damage was fixed at home, the chat died down and the driver acknowledged that a number of kids were in similar circumstances. The bus was never quite full on this route so we found a seat together and sat down. We held hands as the bus droned on and chatted. Megs leaned in and said, "I think you were right about all the questions we'll have to be answering. I can feel them looking at us." "Let `em look. They're just jealous I've got the hottest jock in school and you landed the big bat boy." Megs snorted as she tried to swallow the outburst of laughter, but she shifted her hip so it touched mine and squeezed my hand tighter. When Megs and I got on the late bus for the ride home, we shared stories of just the kinds of questions we were both answering. I got the impression that a bunch of guys thought Megs was my lesbian jock friend. Megs had to field a few questions regarding my big dick, which she handled by giving looks of disgust and shaking her head. It was actually pretty funny. And that's how the next three and a half weeks went. School, sports for her, web and car stuff for me, plus my guitar practicing. And sex, lots and lots of sex. Then the house had been repaired enough to be habitable and Megs had to go home. Her last night with us was a Friday into Saturday sex fest. By the time we were done I was having dry orgasms. It's hard to remember the number of times I pumped cum into Mom's ass and pussy and Megs' mouth and onto her tits. Since no one wanted to waste anything, if I was going to cum while I was inside Megs' pussy, I pulled out and someone pulled the condom off and I'd shoot my load on two willing faces. We drove her home and it was pretty teary eyed in the van but Mom had a stroke of genius that helped smooth things out. During the process of fitting Megs with the new dress, she had developed an interest in sewing. So Mom suggested that she make periodic visits to the house for lessons and to lend a hand when it was time to measure someone for a new project or do fittings. The way it was arranged was she would be at the house for most Sunday afternoons to include dinner. It wasn't as good as having her there all the time but it was something. Meanwhile, Mom and I settled into our routine of evening playtime after I was done with my homework, serious bedtime sex in her room and then a morning quickie before school, usually starting with a wake up blow job and other oral fun. As I mentioned before, I never had the opportunity to see the dress that Mom made for the Dance. An odd thing about this dance was the timing. It was billed as the Winter Semi Formal. It was held on the 21st of December, the start of winter. It wasn't a Christmas or Holiday dance. Someone suggested that the principal at the time the dance first happened was a closet pagan who wanted to celebrate the Winter Solstice like in the old days. Considering the part of the country I live in, anything to do with pagans was pretty unlikely. Anyhow, the day finally arrived. The plan was for Megs to come home with me on the bus. We'd have a quick dinner, then Mom would help get her ready and then I would drive us there in the van. I had my license and I was already helping Mom by making deliveries of finished garments on the weekends. While I waited in the family room in my suit, I was excited to see how Megs would look. Apparently, their cruelty knew no bounds. When she walked into the room, she was already in her coat, which went down to her knees. So all I could see were the black heels, stockings and a face that made me catch my breath. She had the same short blonde hair and those amazing pale blue eyes. What was new was the artfully applied make up that highlighted everything, hid nothing and turned my angel into a knock out. She stood there smiling at me nervously. Her hands were held loosely in front of her. I think she wanted me to say the first words so I marshaled all of my verbal skills and managed, "Jesus, Megs, you're fucking gorgeous." Her smile was very wide but she also laughed and said, "An interesting way of putting it but thank you. Ready to go?" "So I don't get to see the dress?" "Nope, not yet. Your mom said you should see it at the grand unveiling." "Damn." So we walked hand in hand out to the abused looking van. I played the gallant gentleman and opened her door for her and watched as she gracefully climbed up and in. She deserved to be stepping into the back of a limo but that wasn't in the plans. We were half way to the school and it occurred that neither of us had said anything. "You doing alright over there?" I asked. "I'm okay, just really nervous." "How come?" "Well, sweetheart, this is a big first for me, us really. Our first formal date. The first time I've ever been dressed up like this. What if people think I look ridiculous?" "Then they would be fools and deserving the beat down I give them. If you looked that good with the coat on, I can't imagine what you'll look like in Mom's handiwork. You'll stun them, don't worry." "Thank you, sweetie. And I'm sorry, because I should have said this before but you look terrific tonight, too. Very handsome. And I hadn't realized how your shoulders have broadened. You've grown up a lot this year." "Well, thanks. I guess we've been concentrating on other things," I replied. It was nice to hear her giggle. We finally got to school and pulled into the parking lot. Thankfully we hadn't any snow yet so the walk to the entrance by the gym was only chilly. We handed our tickets over and then we went to check in Megs' coat. The moment of truth had arrived. She stopped a few feet from the table that was set up with a number of rolling racks behind it. I looked at her and then she smiled a bit, took a deep breath and then began to unbutton the coat. She got the last button undone and then shrugged the coat off her shoulders and down her arms. As she handed the coat to the girl behind the table and accepted the ticket in exchange, I stood there open mouthed. When she turned to fully face me, she was obviously looking for a comment, but nothing would come out. I was the one who was stunned. The dress was very basic, very black and absolutely no adornment but a small string of pearls, how real I have no idea, a bracelet on one wrist and one of those small bags that they carry. The dress clung to her like a second skin that ended half way to her knees, which Mom assured us would meet the dress code for the dance. The neck line was high, but the push up bra I remembered so well made it plain that there was definitely something under there. The dress was sleeveless so all of her slim but strong looking arms were visible. I was still standing there blinking when Megs said, "Well?" "Jesus, Megs, you look incredible. What happened to my best friend the soccer player? You look like you should be on some Hollywood red carpet, not going to some rinky dink dance with a dweeb like me." And that's when the spell broke. Megs face got very serious very quickly and a hand like a pair of vice grips was on my arm and I was being pushed back away from the table and a few on lookers until my back was against a wall. Megs put the three inch advantage nature and our shoes gave her and she drilled into me with those blue eyes and said in a low tone, "First of all thank you for that wonderful compliment. I think you were a little over the top but thank you. As to the rest, that was a load of bullshit. There is nothing of the dweeb as far as you're concerned. You are kind and thoughtful with a heart full of love for me and your mom. You work hard and you're smart and talented. And when we make love you take me to places I never dreamed existed. So if I ever hear you say something like that again, I will smack you silly. And then I'll tell your mother and we'll see what she has to say about it. Understood?" The best I could do was nod my head. It was nice to hear all that said about me, but the fact that it was being said by a young woman ready to knock my head off was a little nerve wracking. "Alright then. So, now, let me have a look at you to make sure you're still in good shape." We stepped away from the wall and Megs had me turn around and she brushed a bit here and adjusted a bit there and then she took my arm and we walked towards the gym, past the coat girl that watched us go by wide eyed. There were quite a few people in the gym already and there were more than a few nudges and head nods in our direction. Megs was getting a lot of attention. She steered me towards a small knot of couples, the girls I recognized as some of her teammates from various grades. In the stratified social order of high school, only associations from sports teams seemed to bridge different grades. As we approached the group one of the girls exclaimed, "Meagan, omigod, you look stunning. That dress is fantastic, wherever did you find it?" "It was made for me," Megs replied. "Really, wow, it must have cost a fortune," the girl replied. "Not at all," Megs said, then I chimed in, "My mother made it." "Your mother?" another girl asked and then something dawned on her, "oh that's right. Your mom is a dressmaker. She did something for my mom a couple of years ago. She is quite talented, but I didn't think she did, you know, younger stuff." A third girl laughed a bit and said, "You still don't know. That dress is pretty sophisticated stuff. Meagan looks like she's ten years older." While her teammates effused over her outfit their dates were eyeing me as if to suggest, "What are you doing here with her?" Meagan's attitude about my dweebness didn't seem to extend beyond us. My thoughts were interrupted by a much sweeter version of Megs' voice. "So what do you think, sweetheart?" "Oh, I'm sorry, what was that?" "Do you think that your mom would be interested in making something for Karen here for the Junior Prom in the spring?" Megs asked. "Oh, she might, although you'd need to talk to her right away. Spring can get very busy with weddings and stuff. She doesn't do bridal party dresses but she gets a lot of work from the Moms and such. And to be honest I have no idea what her rates are." The girl who must have been Karen said, "Well, I certainly wouldn't expect it to be free, like Meagan's. That only counts for a son's girlfriend." "I'll ask tonight and Megs can tell you on Monday," I said. "Thanks." I couldn't be certain but I had the feeling some of Megs teammates were looking at me. I wondered if she had been saying anything. A new song started so I looked at Megs and said, "Wanna give it a go?" "Oh, sure, sweetheart." We made our way out onto the floor and started moving around in a reasonable approximation of competent dancers. Megs made it look easy, at least to me, and I just tried to not look too stupid. We made it through two songs and then a slow one started and she smiled at me as her hands wound up behind my neck and my hands on her lower back. "That wasn't so bad was it?" she asked. "Nope, at least there isn't any audience to vote me off," I laughed. She shook her head and one hand tapped the back of my head. I was feeling very conflicted at the moment. More than anything, I wanted to really muss her up with kissing and groping but of course it wasn't allowed and the idea of ruining the perfect image in front of me was unthinkable, although I was thinking it. "What are you thinking about, sweetie?" she asked. "About how much I want to really muss you up right now and how horrible it would be to mess up any part of you," I replied. She laughed a bit and then leaned in so she could whisper, "I saw the girls eye you while we were talking. If only they knew what I knew, and how much I want you inside me right now. But the anticipation is kind of fun." I smiled at her and said, "I love you." She smiled that soft, special smile and said, "I love you, too." When the song ended we walked over to the refreshment table and got some drinks. Megs fielded some more compliments on how she looked and how great the dress was. I was pretty much ignored. While she chatted I checked out the band. I was surprised they went with live music, these things usually being DJ'd. The band was pretty good. Their playing was tight and the lead vocals weren't too bad. Once again Megs had to repeat her question to get my attention. "They are pretty good, aren't they?" "I was just thinking that. It's nice they arranged for live music." "I don't think their guitar player is as good as you, though," she said. "Oh, do you play?" one of Megs friends asked. "Some." "What do you mean, some? You've been playing since you were five. I heard you a lot while I was staying with you and your mom. You're terrific," Megs insisted. "Thanks, Megs," I replied trying not to blush, "although I think you're a little biased." We finished our drinks and went back and did some more dancing. It wasn't all that difficult and Megs seemed to enjoy it and I was beginning to think I'd do just about anything to see her smiling like that. It was a scary thought. After a while we went back to the refreshment counter, got some more drinks and some snacks and found seats at a table that had a few more of Megs' teammates. Noticing a pattern here? I noticed that Megs shifted her chair so that we were side by side, her hand covering mine on the table. After a time I felt a soft wet kiss on my cheeks and she said, "Be back in a bit, sweetheart. Time for a trip to the ladies room." "Okay, I'll be here." I watched as she walked away with two other girls. God, her ass looked so good in that dress. I looked back and a couple of the guys were looking at me. One was a guy a year ahead of us from elementary school on. He laughed a bit and said, "So, the great unrequited love story is over, I see." "Excuse me?" "Come on, man, that girl has been into you forever. For the last couple of years anytime she was looking at you it was so obvious to everyone. Well almost everyone." "Gee, thanks," which was all I was going to say since this guy was six inches taller than I was. He went back to talking to his friend and I just looked around the room. The band was standing over by one wall talking to some seniors. I thought I recognized one as someone that was in the same music classes when I was in elementary school and where I took my early guitar lessons. He was looking around and we made eye contact and he started to wave me over. I did the stupid, `who me' routine and he nodded and waved again. As I was getting up a hand came to rest on my shoulder. "Running away from me, sweetheart?" "Never. But someone I used to know is over there and wants me to come over. He's talking to the band." "Let's go," she said, hooking my arm with hers and we strolled over. "Dude, I thought I had seen you come in before. I wanted you to meet the band," Randy, I think his name was, said then he turned to the band. "This kid can shred like you wouldn't believe. We used to take lessons at the same place." "You ever play in a band, man?" their drummer asked. "The middle school band. Some rhythm and bass. "Nah, I mean like our band." "Oh, sorry. We tried once in eighth grade but we couldn't make it work." "Look, dude, we've been trying to find someone to play second lead on a song with us. Wanna give it a try?" "What song?" He told me and I knew it. I knew it really well in fact. "When were you thinking and where?" "Right here, dude and now." "Are you joking? We've never played together. Wouldn't you want to rehearse?" "Nah, dude, it doesn't need to be that tight, not for this crowd. Come on, let's jam." "Oh, please, sweetheart. I'd love to see you on stage playing. I'd be the musician's girlfriend," Megs said smiling at me. "Damn, dude, now you gotta do it." He was right. There is no way I could say no to that smile. "Okay, but I don't have my gear here." "No sweat, man. We've got it covered. Let's go." As I followed the band to the stage I couldn't believe this was happening. God, I hope I didn't screw up. It was suggested I lose the suit jacket and loosen the tie. They showed me the guitar I could use. It was the lead's back up and it was a nice one. I slung the strap over my shoulder and did a quick check of the tune which was fine and then ran the fret board to check the action. This was a real nice instrument. There was no fan fare or intro. The drummer just set the beat and started us off. Under normal circumstances this was about a five and a half minute song. We wound up jamming it for almost ten. When we started there were only a handful of people around the stage, with Megs right up front. By the time I was looking again the whole gym full of people was clustered at this end of the floor. I was concentrating so hard on playing and trying to be aware of what the band was doing I wasn't paying attention. When the sound of the last chords faded away, the place erupted. The guitar player and the singer both had me by the hand and were holding them up like I was Rocky Balboa or something. Since they were considerably bigger than me, they almost had my feet off the floor. When I looked down at Megs she was shouting and pumping her fists in the air. And that was all I needed. "Dude! That was awesome, man. Hang loose after this gig is over. We wanna talk to you." I nodded and then put the guitar back on its stand. I shouted to the lead how much I liked playing it and he gave me the rock on hand gesture. They started playing another song so the dancing could start again and when I got off the stage I was pulled into a tight hug by Megs and she was talking into my ear. "You were so amazing. You are so amazing, my god, that was so fantastic." "I was inspired," I said, looking back into those amazing eyes. She smiled and then hooked my arm again and led me back to the refreshment table. I got a number of compliments, back slaps and hand shakes. I had reclaimed my jacket but left the tie loose. Megs wasn't having any of that so she had me stand still while she put me back in order. Then she kissed the tip of her finger and pressed it to my lips. Then she leaned in and whispered quietly, "And to think, I get to make love to a rock star tonight." "What do you mean? Not in the van?" I asked. The back of the van was empty except for some racks that Mom used when she had to deliver stuff that had to be hung up or if she had a bunch of stuff. For someone used to having sex on comfy couches or big beds, it didn't have much to say for it. "No, silly. Our moms talked and they agreed this dance would likely go late and they didn't want us on the road that much so I'm staying with you tonight." Her breath was warm and wet on my ear and it was clear that Mom could have let out these pants a bit more. "A perfect end to a perfect night with my perfect girl," I replied. When she leaned back her eyes were bright and wide. The rest of the dance was fun but uneventful. After the band announced the last dance, a slow one, Megs and I did the slow shuffling hug, maybe a little closer than would have been tolerated earlier but what were they going to do, throw us out? God, she felt good against me like that. As the rest of the kids made for the exits, Megs and I hung back and waited for the band to come down and talk to us. Even though I was the one playing, I still say us because that's how I thought about things. "Dude, again, that was an awesome jam. Look, we've got a big gig coming up in a couple of months. Sort of a jam festival. We thought if we could do this number it would really be killer. Would you consider doing it like a guest spot? Play the tune, do that jam, maybe we could work out a few more licks?" Megs was holding my arm and I could feel her squeeze it tighter. I took that as a signal and said, "Yeah, sure, sounds like fun. Is it something local?" "Not quite, maybe two hours driving but that's not bad." "Okay, sure. Um, look, I know this sounds stupid but I am underage so I'll have to clear it with my Mom," I said, feeling a little red around the ears. "No, problem, dude. We know that. Take this," he said as he handed me a band flyer. "It has our number on it, call me when you get the okay from your moms." With that they went back to the stage to start tearing down their gear and Megs and I went to collect her coat. "Wow, sweetheart, that is so great. I'm so proud of you." "Thanks." I admit it was a cool thing to be thought of as a musician by that band but Megs reaction was really getting me stoked. We got her coat and I was kind of sorry to see her cover herself up but it was too cold for her to be going around without one. On the drive home Megs carried on about how great the night was. She was thrilled about how her dress had gone over. I had to remind her it was more than just the dress. The way she wore it had a lot to do with it, the most in fact. Then she talked a lot about my playing and it looked like I was having so much fun. I thought that was interesting because I was just trying not to screw up, but it was fun. When we got home we found Mom on the couch and Megs hurried up to her and hugged her and they kissed each other and then Megs filled her in on all the compliments and the request from that Karen girl for a prom dress. Mom said sure, if she could get the measurements and requirements in the next week. Then she said, "Alright, my dears, you've had a long eventful night. Get to bed, have some fun and we'll have some more in the morning. But first get out of those nice clothes and let me hang them up." So we trooped off to my room. Megs shimmied out of her dress with help from Mom and I took off my suit and she put them on hangers and left the room, shutting the door behind her. Megs was looking at me with raised eyebrows and she was biting her lower lip. She stepped up and helped me with my tie and shirt. Then she put her arms around my neck, tilted my head back and covered my mouth with hers. Our tongues danced and I felt her hips push against me. My hands were on her bare back and no rock star ever had a sexier girlfriend. She pulled back and said, "Come on, rock star. Play me with that big axe of yours." We finished stripping down and then crawled onto the bed. We wrapped each other up in arms and legs and went back to kissing and fondling for a while. It didn't take long before my hands wound up on that incredible ass of hers. In response she started to grind her pussy against me, which had the added benefit of having my cock grind against her belly. After a while of this she pulled her head back and said, "Oh, baby, I don't know what excites me more. Your lips, your hands or that gorgeous cock of yours. Having them altogether is almost more than I can handle. Please, I need to feel that mouth on my pussy and then your cock inside me." I just smiled, pushed her over on her back and then proceeded to assault her pussy with my lips and tongue. I could tell from the pleading in her voice that she was really turned on and wasn't looking for a slow build up or soft touch. I wrapped my arms over her stomach, locked my fingers together and went after her lips, clit and hole with a vengeance. Almost immediately her head was arched back and her hands were on my shoulders but not to push me away. After a little bit her back was arched and those strong legs had me up off the mattress a bit. Then her legs went straight out, her back was flat on the mattress and I felt a strong shudder race through her and she screeched a bit, sort of a pre orgasm. Next she wrapped her legs around my back and that's how we stayed for I don't really know how long, while I kept working and working her pussy. On three separate occasions she screamed loud enough to be heard all over the house, I'm sure. After the last one she just sort of melted onto the sheets and I climbed up and began to put my cock to work on her drenched pussy. I rubbed the dripping head against her clit and she ground her hips. Then I brought it down to the bottom and pushed up and in. Damn, she was so wet that I just kept going. She was tight as ever but with all that lube I was just able to keep sliding and it wasn't long before my whole cock was buried inside her. She acknowledged this by wrapping her arms and legs around me and pushing her hips against me. I had been fucking her for a few minutes before I realized I didn't have a condom on. I stopped and she moaned into my neck saying, "Oh, baby, please don't ever stop, you feel so good inside me." "Megs," I groaned back, "I forgot about the condom." "No, I want to feel you inside me with nothing between us. Just tell me when you're going to cum." I wasn't in much of a place to argue. It did feel amazing and there was no way I was going to break that grip she had on me. So I went back to fucking her in long deep strokes and she was pushing her hips up to meet me and I felt her cum again, not so hard as before but her grip tightened and she squealed into my neck. The fact that she was so wet helped push off the time when I was going to shoot my load but it wasn't indefinitely and I could fee my balls began to pull up so I grunted and said, "I'm going to cum, Megs." Nothing, she didn't leg go, or acknowledge what I said. "Megs, you gotta let me pull out, I'm gonna cum." "Oh, baby, so soon?" "Megs, please, I'm gonna cum, ease up." I finally felt her legs ease off my ass, but her arms remained tight. I was able to slide my cock out and once it was clear her legs tightened up again and she pulled my slicked up dick up against her stomach and she went back to grinding. That was it and my hips began to buck and cum shot up between us. I guess my cock must have been rubbing on her clit because she threw her head back and screamed out another orgasm. I knew this was going to be a mess and it sure felt it, in a sexy, gooey kinda way. Megs didn't seem to care and she just hung on to me and put a lot of slow kisses on my neck and face, finally landing on my lips. God, that girl could suck on a tongue. Eventually we came down from the high and I found myself staring at those blue eyes and she was smiling up at me. "Oh, sweetheart, you were right. The perfect end of a perfect night." "What about my perfect girl?" We shifted sideways a little so I wasn't lying directly on top of her and she said, "No one is perfect, you know." "Technically that's true, I guess, but I hope you won't mind if I keep thinking that you are." "But what happens when I mess something up. I won't be perfect anymore and then what will you think of me?" "I'll think that you were having an off day and even perfect people have off days." She smiled that soft smile again and I leaned in and kissed her and we continued kissing for a while and then she pulled me down onto her shoulder and we went to sleep. One of us thought to pull the blankets up and when Mom knocked on the door in the morning, that's how we still were. She poked her head in the door and said, "Hello, lovebirds. My you certainly sounded like you had a good time last night." "Um, yeah, we did," I replied as I tried to wipe the sleep out of my eyes." "So, what's first, breakfast or showers. I've held off on both." "Showers," Megs said, "definitely showers." "Ah, sounds like someone had a messy good time," Mom responded, steeping inside the room. She was wearing one of her fluffy robes. She laughed a little as I threw back the blankets and as I started to get up she could see how the dried cum had sort of glued Megs and I together. It didn't hurt but it was kinda funny as we pulled apart. Mom crooked a finger at us and we followed her down the hall to her room and the shower in her bathroom. It was a little chilly and Megs and I were pressed up against each other. Once we were all in the shower stall it was nice and warm. Mom took charge and quickly had Megs and me all soaped up and then rinsed off. Megs and I decided we weren't going to let Mom have all the fun so we sort of got her between us and we started to soap her up, paying particular attention to her pussy, tits and ass. She protested a little at first and then just leaned into us as we worked her over. We shifted a bit and I was behind her, my hands playing with her tits from behind while my cock rubbed her ass and lower back. Megs crouched down and began to tongue lash Mom's clit and probe her pussy. Mom was doing a lot of mumbling, the word `fuck' being heard often. It didn't take long before she was squirming and bucking, then she seized up and screamed out a pretty good orgasm. I guess she must have been listening to us for a while last night. Megs stood up and pressed up against Mom and we did some kissing before the hot water started to get cold. From there it was mutual drying off, some touching and teasing and then into robes for breakfast. While I ate, Mom and Megs discussed the possible prom dress for Karen and how they would go about getting the measurements. When we were done eating the dishes were gathered up and Mom said, "Alright, my dear children, we are going into my room for one last bit of fun and then we have to get Meagan home. Come with me." Again, Megs and I followed Mom down the hall to her bedroom. This time we headed for her big bed, dropped our robes and climbed on. Mom directed Megs to lie on her back, her head and shoulders propped up on the pillows. Mom knelt between Megs' outstretched legs and then looked back at me over her shoulder. "I think you'll know what to do, sweetie." With that she went down to her knees and elbows and then went down on Megs' pussy. Megs groaned and looked at me through half closed eyes. I crouched down behind Mom and began running my hands over her ass while my tongue sought out her pussy and asshole. After I was sure she was nice and wet I knelt upright and brought the head of my cock to her wet lips and began to push in. From here I could see that Megs had more or less lost herself in what Mom as doing. Her eyes were closed, her head moved from side to side and one hand was gripping the sheets while the other held the back of Mom's head. As my cock began to sink into my mom's pussy, I could hear her moan into Megs' pussy. I took hold of those nice round hips and pushed until I was balls deep and then I began to fuck. When my hips hit Mom's ass her mouth would press harder on Megs' pussy and it added to all the stimulation she was getting. It wasn't too much longer before my sweet, wonderful Megs was thrashing on the bed, a steady stream of `fuck, fuck, fuck' was being hissed between clenched teeth. Then she screamed out her first orgasm but Mom wasn't letting up and neither was I. After fucking her pussy for a while, I pulled out, rubbed the head on her asshole and began pushing there. This caused Mom to raise her head up and pull her mouth off of Megs' pussy and groan. What happened next surprised me. Megs took hold of Mom's head with both hands and pushed her back down, yelling, "Please, don't stop, mommy, don't stop eating my pussy. Make me cum, mommy, make me cum." And Mom obliged and continued here attack on Megs' pussy until my angel bucked and heaved and shuddered before collapsing on the bed. It was more than I could take and pretty soon I began to pump my cum up Mom's ass. I had to wrap my arms around her from behind as I did and I let my hand brush across her pussy. As the last of my cum drooled into her ass, I let my fingers work her clit and lips and soon she was shuddering and bucking beneath me. We all wound up in a heap of arms and legs, lips kissing what ever bare skin was within easy reach. I rolled to the side and wound up staring into those haunting blue eyes, but they didn't seem to want to stay fixed on mine. She looked embarrassed. "What's wrong, Megs?" "Um, nothing," she replied evasively. Mom's head rose up over the top of Meg's shoulder and she said, "Sweetheart, you aren't concerned by what you said while you were getting close to your orgasm, are you?" "Well, yeah, of course I am. It sounded kinda weird, don't you think." "Um, Megs, I call my mom Mom when we have sex." "Of course you do, she's your mother," Megs replied. Mom's arms snaked around Megs upper body and pulled her tightly to her. "Darling, if that outburst means that you think of me like a mother to you, I'm very pleased that you think so." "It just makes me feel bad, that I think you understand me better than my own mother does," Megs said. "I could never, ever talk to her about this kind of thing. Some of the things I've done, how they made me feel." "That's true of most families, sweetheart. What happened here is very unusual and you shouldn't use it to judge anyone. Let's just be happy that we found each other, the three of us," Mom finished, planting some kisses on Megs neck from behind. Megs smiled a bit and then reached out and took hold of my semi rigid dick. She began to stroke it and her eyes got the heavy lidded look. "Baby, I need to feel you inside me one more time before I go home. I don't want anything fancy, just get that big beautiful dick inside me and don't stop fucking me." I smiled and leaned in and kissed her hard, if briefly before rolling away to get to my knees and give her room to get settled. Mom said, "If you'd like I'll leave you two alone and go start getting breakfast ready." "No, please, stay," Megs asked. "Alright dear, if you want," Mom replied, then leaned in and gave Megs a long deep tongue kiss. Meanwhile I reached into the bed table and pulled out a condom. Mom was keeping some there now for just such occasions. By now my cock was hard as hell, so while my two girls made out I put the rain coat on and then knee walked into position between Megs out spread legs. Just as she asked, I rubbed the covered head on her very wet lips and then began pushing in. Her body tensed and she moaned into Mom's mouth but I just kept pushing and it wasn't long until I was balls deep inside her tight, wet hole. God she felt incredible. And those idiots at school thought she was a lesbian. Once I was in, I started stroking my fat dick in her tight pussy and leaned forward so I could rest my hands on either side of her chest. She broke off the kiss with Mom and grabbed me around the shoulders and pulled me down and locked my lips to hers. Mom wasn't going to be left out and she began to lick and kiss her way down my back until she reached my ass, which was rising and fall as I fucked Megs. As she kissed my cheeks as she could, she used her hands to play with my big balls and to rub my asshole. The added stimulation had me fucking Megs harder and faster and it wasn't long until I felt her arms tighten on my shoulders and she screamed her first orgasm into my mouth. I held my cock inside her and during the lull Mom swooped in and gave my asshole a quick but thorough tongue lashing. The Megs was pushing her hips up to meet mine and I was back to fucking her again, grinding my hips as I bottomed out in her pussy. She really loved that and her own pace picked up considerably. Her lips slid off mine and she buried her face in my neck. One hand slid down my back and grabbed hold of my ass while Mom began to push one finger tip past my tight ring. This had me going even harder into her and all at once she exploded, her screams echoing off the bedroom walls. Mom was really working my ass now and finally I couldn't take anymore and with a grunt I shoved down as hard as I could and started to pump that condom full of cum. Megs reaction shifted from screams to a total body spasm that had her arms and legs clamped around me and her head through back on the pillow in silent ecstasy. Then I heard my mother gasp and shudder against my leg. She must have been rubbing her pussy and clit while she finger fucked my ass. In a few moments we were a silent mass of arms and legs on the bed. There was a lot of hugging and fondling and kissing, but eventually we pulled apart. Mom chased us both into the shower with orders to make it quick while she went into the kitchen to fix breakfast. We did as we were told but managed to get a lot of soapy fun into the clean up. As we dried off, Megs looked at me with a funny sort of smile and then pulled me to her in another one of those wonderful hugs of hers, at once strong, but gentle. Then she leaned back a bit and said, "Are we too young to know whether or not we'll be together forever?" "Probably," I replied, "but not so young that we can't hope and plan."