Susan woke up in the morning with a terrible headache. She did not realize where she was at first but then recognized Michael’s bed-room. She suddenly realized that someone was sleeping with her and was holding onto her breast. Suddenly parts of the night before tried to work their way into her fuzzy brain. She looked behind her and it was her sleeping son that was holding onto her breast. Susan could not believe that she was naked in Michael’s bed with him. She quickly moved his hand from her breast and ran to her room with her robe. She had no memory of last evening, but from the way her pussy and ass felt she thought she knew that she had been thoroughly fucked.

The thought of having sex with her son both sickened her and excited her at the same time. She did know one thing though, if it did happen it would never happen again. Susan could only think of what Harold would do if he ever found out about this. Crying Susan got into the shower and tried to scrub away what little memory she had of the night before.
Michael woke up and heard his mothers shower running. He knew that things would be rough this morning. Susan would be pissed royal at what he had pulled. Michael really was not worried. He had plenty of ammunition to counter her opposition. He knew she would say it would never happen again, but he had other plans.

Michael smiled to himself as he got clean shorts and walked to his mom’s room. Michael quietly opened the shower door. Susan was washing her hair and had her back to Michael. Michael stepped into the shower reached around Susan and grasped her tits. Susan jumped and turned around facing Michael, trying to cover herself. “Get out of here she screamed, what do you think you are doing?” “I am just continuing what we started last night Mom!” Michael said. “I do not remember much of last night Susan said, it’s not an excuse but I had too much to drink. If anything happened it should not have and I guarantee you it will not happen again!” Susan said emphatically!

Michael reached out and grabbed her tit and said “Mom what happened last night was we fucked each other silly and it will happen again whenever I want it to. I was in the church the other day when you let Reverend Thompson eat your pussy. I saw Kathy Thompson catch you two. I really do not think that you want dad or the rest of the town to see those pictures. I really do not think that you want dad to see the ones from last night either.” Susan was now crying hysterically. “Why are you doing this Michael I love you, you are my son.” “I love you, you are the sexiest woman I have ever seen. I have dreamed for years what it would be like to make love to you. To know how great it would feel to hold your tits and to slip my cock inside your throbbing scalding pussy. I also knew that you would never let me. But now it is different. Actually you are not even cheating on dad. We are keeping it in the family. The only difference is that now when I need some pussy or you want a cock we have each other. I promise you, your cunt will never be lonely again.”

While Michael was talking he had backed Susan up against the shower wall. He leaned against her and kissed her on the lips forcing his tongue into her mouth. He slid his hand down her wet body to her Venus mound. Susan kept her legs together trying to keep Michael’s hand off her pussy. Michael forced his knee between hers and opened her pussy to his exploring hand. Susan was still sobbing as Michael’s finger entered her slit. Michael could feel her pussy respond as he fingered her clit before sliding his finger up into her cunt. Susan’s legs moved farther apart to allow Michael easier access to her cunt. Michael guided her hands down to his cock as he sucked her beautiful tit. “You two are going to be great friends he said as he put his mother’s hands on his cock.”

Slowly Susan stroked Michael’s cock. She could see no way out of the predicament. So she had to do as Michael said until she figured it out. She was amazed at the size of his young cock, no wonder her cunt was sore she thought. She could feel the juices in her pussy start to flow as Michael stroked it and she stroked his cock. Michael put his hands on her shoulders and started pushing her down on her knees. “Please no she pleaded you are my son I can’t do this.” “You can and you will as long as I am in control here” Michael said and guided his cock to her mouth before she could say anything else. Susan had never sucked a cock before. Harold had tried to get her to suck his but she had always refused. This time she could not refuse. She could not believe this was even happening to her. She hoped to wake up and find that it had all been a nightmare. Michael could see the tears running down his mothers face, and had a pang of guilt. When she took his cock in her mouth the guilt vanished. Besides he told himself when she is used to this we will both be better off. I will have a fine piece of pussy whenever I want it, and my young strong cock should keep her cunt happy.

Michael held his mother’s head and started to slide his cock in and out of her mouth. Looking down at her head Michael wondered if she had ever done this with his dad. He doubted it, she was always to straight laced for him to imagine her sucking a cock. Michael could feel his balls getting ready to explode. He could see in his moms face that she wanted to move away but he held her firmly by the head as he shoved his cock deep into her mouth and exploded. Susan could not believe it. Michael had held her head so she could not move and had come in her mouth. She could feel his cum boiling out of his balls and through his cock as it jerked in her mouth. She started swallowing not because she wanted to but because she had to breathe.

Suddenly Michael stopped pumping his hips and let loose of her head. He looked at his come dribbling off her lips and smiled. Susan started to cry again but licked her lips so she did not lose any of Michael’s come. As much as she hated the thought of what she had done, she had enjoyed sucking her sons cock. Michael helped his mom back to her feet and kissed her. Michael’s hands were roaming over Susan’s body seemed to catch her on fire. She started kissing Michael back and when he stuck his tongue in her mouth she responded eagerly. Michael turned off the shower. Let’s go to your bed he whispered in her ear. Susan pulled down the blanket and turned to Michael. Michael gently pushed her backwards onto the bed and started kissing her neck.

Susan could feel her juices starting to boil in her cunt. She reached down and started stroking Michael’s strong young cock. Michael was slowly making his way down Susan’s lush body, his lips driving her wild with desire. When his lips reached her downy mound Michael stopped, savoring what he was about to do. Please do not stop Susan whimpered I have needed a man for so long. Susan let out a small scream as Michael closed his lips over her clit. He sucked it into his mouth and teased it with his tongue. He could feel Susan bucking under him and feel the cunt muscles quivering under his mouth. Susan grasped his ass cheek and pulled him towards her. Michael was not sure what she wanted until she started pulling his leg over her head.

Once he had moved over her head Susan guided his cock into her mouth sucking it as he was sucking her pussy. Michael felt Susan stiffen under him, feeling the spasms go through her luscious body. He worked his tongue on her clit even faster now, sliding a finger in and out of her gripping cunt. Susan thought she was going to die. She had never had an orgasm like this in her life. It seemed like it would never end. Every time it would start to ebb Michael’s tongue would rasp against her clit starting it all over again. She could feel her juices rolling down her pussy and into the crack of her ass. The feeling was such that she even forgot Michael’s cock beating against her throat. Finally Susan collapsed, totally spent from the huge orgasm that Michael had caused.

Michael pulled his cock slowly out of her mouth and turned to face her. Susan could not move. Michael straddled Susan’s chest and laid his swollen cock between his mothers heaving breasts. He gently grasped one in each hand and en-closed his cock in them. “Have you ever been tit fucked mom” he asked? Still being shocked by the situation it took Susan a minute to shake her head no. Michael grinned and said “well I have never tit fucked anyone either but I love your great tits and I want to fuck them.” Michael pulled at the nipples as he slid his cock back and forth between her tits. Susan was fascinated watching her sons cock slide out of her tits seeming to have one eye watching her. Michael started fucking faster and faster. “Here it comes mom he groaned” and shot his wad from between her tits, his cum landing on her neck and face. Susan licked his come off her lips and pulled him forward sliding his still quivering cock into her mouth and sucking the last drops from deep in his balls into her mouth. Michael lay down beside her and softly rubbed her nipples.

His cock finally totally spent. He still could not get over how soft his mother’s skin was. Her firm breasts and her silken cunt were now all his. Susan slowly slid her hand over and grasped Michael’s flaccid cock, stroking it gently. She rolled over on her side and looked at his firm young body. She was rapidly losing what little guilt remained as she looked at him. She could feel his cock twitch in her hand as she stroked it. She rose to her knees and slid her other hand under his balls. Susan gently squeezed Michael’s balls as she stroked his cock. It was trying to stand up again. Susan slowly moved between Michael’s legs. She leaned down and kissed his semi erect cock. She licked the shaft and then kissed his sack slowly she sucked his aching balls into her mouth. Working them gently with her tongue she teased his balls. Michael groaned. He had never felt any sensation like that which he felt now. His cock had sprung back to life and was standing erect with no help from Susan.

Susan released his balls from her hot mouth and climbed over Michael’s body. The sight of her large breasts swaying with her movements held his attention. Susan centered her hot juicy pussy over her sons throbbing cock and dropped onto it. Susan rammed its full length into her cunt, completely swallowing it in her depths. She just sat there savoring the feeling of having a man inside her, feeling the size of his cock completely filling her throbbing cunt. She could feel the head of Michael’s cock rubbing against the very bottom of her depths. Building the heat and passion that had not been satisfied for many years. Michael watched as Susan sat speared on his cock, watching her breasts sway with each breath. He reached up and grabbed a hand full of each tit and started to squeeze.

Susan’s nipples were straining and Susan started rocking her hips, sliding her cunt on Michael’s cock. Michael was mesmerized at the sight of Susan’s cunt sliding up off his cock, then sliding down completely engulfing it. Susan was moving faster and Michael knew that she was about to come. He pulled down on her tits and jammed his hips upward deep into her steaming cunt. Susan exploded and Michael just watched her juices roll over his shaft onto his balls. Rolling Susan onto her back, Michael started ramming his cock into her. He did not think he would ever be able to come. The sight of his cock splitting his mom’s hot pink gash made him even hotter. He held her legs by the ankles in front of him and spread her wide open. Feeling and seeing her cunt convulse as she came again was too much for Michael as he pumped what little juice was left in his balls into Susan’s wonderful pussy.

It was early afternoon when Michael and his mom woke up. They took a quick shower and went downstairs to have lunch. Susan looked at Michael and said “I love you but this situation is not good, we cannot go on acting like this. It is not healthy for you or me. Also if your dad finds out, we will both be in trouble.” Michael sat there for a minute and thought about what his mom had said. “I do not think that dad will find out, I am sure not going to tell him. I think we both are adults and know what we want, I sure do. I want your lovely legs wrapped around me as often as possible.” “From your reaction earlier, you need someone to fill the void in your life too. Who are we hurting, no one has to know.” Susan thought about what Michael said. She certainly did have a void in her life. If only there was not a possibility of Harold finding out about the two of them fucking each other. He would certainly divorce her, taking Michael away in the process. At least they would have a week before Harold came home.

Michael walked up behind Susan and slid his hands into her blouse cupping her breasts. Her nipples immediately stood erect under his caress. “I would not worry mom” he said “everything will work out for the best. You and dad have not got along for years maybe it is time to do something about it.” Susan could not believe the reaction Michael’s touch was causing. Her nipples were straining in his hands and she could feel the heat building in her cunt. She closed her eyes and let her head fall back against his chest. Michael slowly pulled his hands from inside Susan’s blouse. He loved the feel of her breasts in his hands but he had other things he had to do right now.

Leaving Susan to clear the table, Michael went upstairs and took the film he had shot of Susan and himself out of the camera. He put it in a safe place so that he could develop it later. Michael put away his camera and tripod. He had to think of a way to ensure that Harold would not ruin the setup he had worked for. He now had the two most beautiful women he knew sucking and fucking him whenever he wanted. He did not intend to let anyone fuck this up for him. Susan stuck her head in the door and told Michael that she had a meeting that she had to attend this afternoon. She said that there was no way to get out of it, and she would return at 8 PM. Michael told her to enjoy herself, that he would be here waiting at 8.
Michael looked at the clock and saw that it was only a few minutes after 2. He called Kathy on the phone. When she answered he told her he wanted to see her at 2:30 at his house. She was worried about someone seeing her. Michael told her to park down the road and walk to the house.

He hung up before Kathy said anything else. He was not worried that she would not show up. He still had the pictures. Thinking of pictures he got his video camera and set it up in his closet. He adjusted the lens and aimed it at the bed. He would make sure that Kathy would do whatever he wanted whenever he wanted it. A few minutes before 2:30 Kathy knocked on the door. Michael let her in, kissed her, probing her mouth with his tongue. Kathy still had not reconciled herself totally to the idea that Michael had the upper hand at this point. She tried to pull away from him but he grabbed her firm ass with one hand and her head with the other preventing it. Michael let her go and smiled at her, “it is good to see you” he said. Kathy looked at him and said “I really have no choice do I?”

Michael took her hand and pulled her towards the stairs. Let’s go up to my room where we can be comfortable. Reluctantly Kathy followed him. As they entered the room Michael pulled Kathy down on the bed and again started kissing her. He made sure that the video camera had a good shot of her face as he pulled her down. As he kissed her, Michael ran his hand under her blouse and pulled her bra over her firm tits. He was surprised to find that her nipples were already hard. He told Kathy to take off her blouse and bra and get more comfortable. Setting up and pulling her blouse off she was looking right at the closet where Michael had hidden the camera. Michael reached behind Kathy and unhooked her bra freeing her silken smooth its for the camera to see. Reaching around her he cupped her breasts and twirled the nipples between his thumb and finger. He could feel Kathy’s breath quicken. She leaned her head back on his chest and enjoyed the feelings.

Michael turned loose of Kathy’s breasts and took off his shirt. He also dropped his pants on the floor. He walked around in front of Kathy. As she raised her hips he pulled her slacks and panties off her and dropped them to the floor. He got back on the bed and resumed playing with Kathy’s tits. Slowly he reached down and sliding her legs apart he slid his finger into Kathy’s cunt. He heard her gasp as he shoved it in and rubbed her clit. Michael slid around so he was kneeling over Kathy’s face with his balls and cock in easy reach of her hot mouth. He then lowered the head of his cock until it rubbed her lips.

Michael made sure the camera could see everything, as he lowered himself sticking his cock into Kathy’s mouth. Even though she was unwilling at first, the more Michael stroked her cunt the faster Kathy sucked his cock. Michael had pulled Kathy’s legs under his arm to make it easier for him to finger her pussy and being on top he had a fantastic view of her pussy and ass. He could feel Kathy starting to quiver under him and slid another finger into her pussy to get it all slippery with her hot pussy juice. Kathy was really flowing now. Her ass was even all shiny with her juice.

Michael felt her grab him tight as she started to explode. Just as she started cumming he jammed his finger as far in her pussy as he could. He thrust the other finger in her tight glistening asshole. He could feel her muscles gripping both fingers as her body shook under him. She had tried to scream when Michael shoved his finger into her asshole but Michael’s cock muffled it. When her body quit shaking, Michael started stroking both fingers into and out of her in unison. Kathy started working her hips in time with his thrusts. Michael pulled his cock out of her mouth and asked her what she wanted. Kathy took a deep breath and said “please fuck me.” Michael kept stroking and said “I cannot hear you.” Kathy said louder now “please fuck me Michael.” Michael was sure the camera had recorded the request and answered “you fuck me.” Kathy whimpered when he pulled out his fingers.

He lay down on the bed and told her to get on him facing his feet. He wanted her beautiful ass in front of him. Kathy did so not realizing Michael’s ulterior motives. Kathy guided Michael’s engorged cock into her hot waiting cunt and slowly slid down the erect shaft until it was completely inside her. She started moving up and down on the shaft. Michael sensed that it would not be long before she came again. Kathy started pumping hard and then flung herself down on the shaft as one wave after another of her orgasms hit her. Michael knew that it would be a while before he came again after Susan had drained him. Kathy slumped forward and Michael grasped her ass cheeks and started moving her on his shaft. He could feel her clit rubbing on his shaft.

Soon Kathy began to stir and move on her own. As she started moving up and down, Michael moved his shaft under her tight ass hole. Kathy slid down it sinking it all the way to the hilt. Michael reached around and put his hands on her tits pulling her back to lie on him. He could feel Kathy wiggling on his cock like a fish on the hook. Using his feet he spread her legs so that anyone seeing the film would know which hole his cock was buried in. Michael started squeezing Kathy’s nipples in time with her thrusts on his cock. She had put her feet on the bed beside his hips and lifted and dropped her ass onto his rock hard shaft.

Michael pushed Kathy’s hand down to her pussy and told her he wanted to feel her fingering her cunt, Kathy started pushing two fingers into her pussy rubbing her clit with her other hand. Michael could hardly stand the feeling of her fingers sliding in and out of her streaming pussy while his throb-bing cock slid in and out of her tight squeezing ass. Michael could feel the cum starting to boil up in him he grabbed Kathy’s tits in one hand and pushed her ass down hard on his straining cock with the other. He shot his boiling wad into her great ass for the second time in two days and lay on the bed spent completely. His cock still gripped in Kathy’s ass.
Michael looked at the clock beside his bed and saw that it was al-most 6 PM. He slapped Kathy playfully on the ass and told her to get a move on. He knew that she had to be at church at 7 PM with Reverend Thompson. Reaching over her, he could not help but grab her luscious breast one last time.

He could not believe all that had happened since yesterday morning. First fucking Kathy and then his mother. He had never had a grown woman before and only a couple of girls his own age. By comparison they had not been that great. Of course they did not have the experience of these women either. Michael told Kathy she could use his shower if she wanted, he would even wash her back for her. As Kathy bent over to get her clothes Michael could see some of his cum leaking from her ass. He found that very erotic. Part of him from deep in his balls put deep in her shapely young body by his cock. He could feel himself starting to stiffen again. Standing up Kathy looked at him. Smiling she said “we do not have time for anything else today, I will wash my own back.”

While Kathy was in the shower Michael checked the video camera. A quick look at the playback showed him that he had gotten a great record of him and Kathy fucking. He really did not think that he would need it any more. Kathy really enjoyed getting fucked. Michael did not think that her husband appreciated or took advantage of what he had. Michael sensed that Kathy would be a good lay for as long as he took care of her. Michael left the camera in the closet and went into the bathroom.

Kathy shut off the water and stepped out of the shower. Michael took a towel and started to dry her off. Starting with her hair and working down. When he got to her legs Kathy lifted one so he could dry her cunt and thighs. As Michael dried her leg he buried his face in her cunt and shot his tongue between her lips licking her clit. Kathy gasped and grabbed his head to steady herself. Michael laughed and told her that that was just for her to think about until he saw her again. Kathy could feel her pussy throb from the contact of his tongue. She pushed him away gently and quietly got dressed. Kathy kissed him at the door, a long drawn out kiss. She probed his mouth with her tongue while she slid her hand around his cock and balls. When he was hard again she smiled and said that is something for you to think about until I see you again. Laughing she ran out the door. Michael took a quick shower and then decided to take a nap until Susan came home.