Pat, Jim, & Carol Ch. 03

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Carol finally fucks her son and his friend.
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Part 3 of the 9 part series

Updated 11/01/2022
Created 01/03/2008
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jt123
jt123
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Pat slept in late the next day and his dad was already gone for work by the time he got up. Despite what he told Jim the previous night, he felt more than a little weird about what had happened and how it made him feel. Mostly, he worried that his mom would think he was some sort of weirdo or pervert. The truth was that he had started to frequently fantasize about her. He also got very excited and nervous whenever she was around, and he was worried she would think he was bad. Logically, he knew she had instigated both of the previous encounters, but it was hard for him to think logically about something that was supposed to be so forbidden and yet was happening to him.

Pat stayed up in his room playing on his computer until it was time for lunch. "Honey," Carol said sticking her head in his door, "you hungry for lunch?"

"I guess," Pat answered meekly.

Carol knew something was bothering him and guessed immediately what it was. "Honey, if you are worried about what happened last night, don't be. I'm not bothered by it at all and wanted it to happen." As she spoke she rubbed his neck and shoulders. The touch was mostly innocent but it was perhaps a little softer and lingered a little longer than a touch between a mother and son should. Whatever the reason Pat soon felt his cock start to grow.

Carol comforted him saying she wanted this to happen. Finally, he asked quietly, "Did you really mean I could come to you whenever?"

"Yes," she said. "I will be here for you whenever," she paused and then added, "and however many times you need."

Pat turned slightly and she could see his hard on through his shorts. "Can you do it now?" he asked.

"Pull off your pants," she instructed.

Pat pulled them off and sat back down in his desk chair with his hard cock standing straight off his lap. "Show me how you like to touch it," she said as she remained behind him rubbing his neck and shoulders.

Pat took his cock and began to stroke himself. Carol watched excitedly and decided, against what the rational part of her mind was saying, to move to the next level. She slowly bent down and put her hand on top of his as he stroked. Pat inhaled sharply in surprise and stopped stroking. "Don't stop," she instructed, "I want to feel how you like it."

Pat began stroking himself again with her fingers resting over his. This was too much for Pat to take. He couldn't stand having her fingers so close to his cock and not feeling them touching him. He quickly pulled his hand away causing her fingers to drop onto his hard cock. Carol gasped in excitement at the feel of him and asked, "Do you want me to continue?"

"Yes," Pat said urgently. Carol slowly stroked him and savored the feeling of his excited hardness in her fingers. It only took a few strokes before he tossed his head back and she felt his cum pulsing through his shaft mere moments before it shot out all over his lap. She stroked until he was done cumming and then fondled him softly for a few more moments. Part of her desperately wanted to kneel down and take him into her mouth but she knew she had to take things slowly to avoid scaring either him or Jim away.

"Get cleaned up and I'll go make lunch," she said as she released his cock and left his room.

Later that day Pat went over to Jim's and said, "You won't fucking believe it, man. She jerked me off this morning."

"No way!" Jim said in surprise. "She actually touched you?"

Pat told Jim what happened and Jim wished he could have been there. They discussed what to do next and Pat got an idea. "Tomorrow night is my dad's poker night. He always stays out super late and comes home drunk off his ass. Let's have a 'sleepover' at my house," he concluded excitedly.

They made their plans for what they wanted to do and cleared the plan by Jim's parents. At Pat's suggestion they didn't tell his mom and would keep it as a surprise. Jim was so excited by what they had planned that he jerked off twice that night. Both times he fantasized about fucking Carol.

The next day passed slowly but finally Pat's dad left for his poker game. Pat and Jim had been hanging out at the park and watched him drive away. Once he was gone they quickly walked back to Pat's house. They found Carol washing the last of the dinner dishes. She was wearing a white tank top and black shorts. "Mom," Pat said trying to sound confident and casual, "Jim and I were talking about what happened yesterday morning."

"Oh really," Carol said raising an eyebrow toward Jim and Pat.

"Yes," Pat continued, "and Jim wants to try that."

"And what about you?" she teased Pat. "Would you like to try it again?"

"Yes," Pat answered softly.

"Go upstairs to my room and I will be there in a minute," she said. The boys went up and waited anxiously for her. She waited a few minutes to build the suspense and then pulled off her top and bra before slipping her tank top back over her bare tits.

When she entered the bedroom the boys stood nervously on either side of the bed. She laughed at their obvious nervousness and calmly said, "Strip and lay down on your backs." She watched with growing excitement as they quickly took off their clothes and lay side by side on the bed with their semi-hard cocks beginning to stand up.

She slowly crawled onto the bed and knelt between them. She then slowly wrapped her fingers around their cocks. She played with them softly until they grew fully hard. She stroked them simultaneously but couldn't get into a satisfying rhythm with her left hand. Instead, she held Pat's cock in her left hand and softly fondled it as she continued to firmly stroke Jim's hard cock in her right hand.

Jim tried to resist cumming but her fingers felt better than anything he had ever experienced before. She expertly brought him to the brink of cumming and then let him dangle there for a short while before she finally coaxed his thick cum to explode from him in long, heavy jets. His cum landed all over his stomach and her arm.

Carol could feel Pat's excitement in his hard cock and couldn't wait to make him cum again. She moved her right hand to his cock and stroked him firmly as Pat stared hungrily at her swaying tits. Jim sat up and eagerly watched as Carol made Pat cum very quickly with most of Pat's cum landing on his stomach. Carol continued to stroke him long after he finished cumming.

She finally released his cock and got out of bed. She started to leave but stopped when Pat said, "Hey mom, would it be OK if Jim spends the night tonight?"

There was no mistaking the devilish smile that crossed her face before she answered, "I think I'd like that."

She then left the bedroom and immediately went into the bathroom to try and regain her composure. "With both of them staying here tonight," she thought, "I'll be lucky if I don't end up attacking one of them to get them to fuck me."

Jim and Pat hung out in Pat's room for about an hour before they went into the back yard. Carol was resting in the lawn chair in the dark enjoying the relatively cool breeze that had just started. She looked up and smiled as the two boys approached wearing only their shorts. "Yes boys?" she asked before they got to her.

"We were hoping you could help us with something inside," Pat answered.

"Already?" Carol playfully said, but she was already standing up. They walked together into the living room before Carol asked, "What do you need now?"

"Well," Jim said, "you've seen us naked now but we haven't seen you at all."

Carol smiled wickedly and answered, "Well, boys. You two get naked again and I'll see what I can do."

Jim and Pat tore off their shorts and followed Carol to the couch. She sat down and positioned them so they were standing side by side facing her. She reached up and caressed their cocks causing both boys to groan in excitement. She softly fondled them until both cocks were rock hard and wanting more.

"So do you boys want to see my breasts?" she asked.

"Yes," they answered together.

She released their cocks and moved her hands to the bottom of her tank top. She very slowly lifted it up knowing that this must be sweet torture for the two boys. Both had already begun to stroke themselves in excited anticipation. Their eyes burned with lust as they watched the shirt ride higher over her stomach until it reached the bottom of her heavy tits.

She looked back and forth between them and then pulled the top up and over her head exposing her tits to their lustful gaze. She shook them from side to side causing Jim to groan loudly. She let them stare wantonly at her as they each stroked their cocks faster. She knew it would be too much for them, but she couldn't stop herself from slowly dragging her fingertips over her soft tits.

Seeing her touch herself was more than Jim could take and he started cumming with a long groan. His cum landed on her arm and side. Jim's orgasm was heightened by the lustful way Carol gazed at him as he came.

When Jim finished, Carol turned her attention directly to her son. Somehow Pat had managed to resist cumming so far and was still stroking himself. She turned toward him slightly so his cock was directly in front of her. She reached up again to her tits and cupped them in her hands. She raised them up and pushed them together in a show that she knew would make Pat cum. Pat grunted loudly and started cumming. Much to Jim's surprise and excitement his first jet of cum landed directly on her tits.

"Yesss," she hissed, "cum all over my tits."

Pat wildly stroked his cock and left his entire load of cum on her tits. When Pat finished the two boys stood frozen and stared at Carol. The feeling of Pat's cum on her tits was driving Carol crazy and she decided she couldn't play this slow, teasing game any longer.

The boys gasped in shock as Carol ran her fingers through Pat's cum on her tits. She slowly and suggestively massaged all of his cum into her tits before collecting Jim's cum from her arm and side and massaging that into her skin also.

When she finished she slipped her hands to her own shorts and pushed them off in one motion along with her panties. She enjoyed the shocked, lust filled stares of Jim and Pat and knew she had to continue. She spread her legs wide and the boys' gaze centered immediately on the heavy wetness of her pussy. She knew this was the first time either had seen an excited pussy and that knowledge only further excited her.

She brought her fingers to her pussy and began to play with herself. Her fingers danced over her clit and played in the heavy wetness seeping out of her pussy. She prolonged the show for the two boys but still worked herself quickly to the brink of an orgasm. As she shoved one finger up her pussy and toyed with her clit with her other hand she started cumming in a scene more erotic than anything either boy had ever seen before.

She called out loudly as she came and felt the boys' stares as her body shook and trembled from its orgasm. She let her fingers continue to play for a few minutes after she finished to enjoy the sensations and the amazing forbidden thrill of this moment. When she opened her eyes again she saw both boys standing in front of her with their hard cocks in their hands.

In her mind Carol had envisioned slowly teasing the boys over the course of weeks until they reached this point, but with her own wetness all over her fingers and faced again with their excited cocks she knew the time was now. Without a word she leaned forward and looked up into the eyes of first Pat and then Jim.

She leaned toward Pat and placed her hands on his hips as she opened her mouth and took the tip of his cock inside. Pat groaned wildly and Jim gasped as she began working Pat's cock in and out of her mouth. She continued for a short while before she moved to Jim and took his cock into her mouth.

She eagerly sucked both cocks feeling confident that they would be able to resist cumming since they had each already cum twice in the last two hours. She moved back and forth between them until she couldn't stand it any longer. She released Pat's cock with a slurp and stood up before them. "Let's go to my bedroom," she said as she led them quickly upstairs.

When she reached the edge of her bed she turned and grabbed Jim pulling him into a wild kiss. Her tongue probed his mouth hungrily as he wrapped his arms around her and felt her tits pressing into his chest. She released him and met Pat in the same sort of kiss. Pat started to massage her ass and she responded by moaning and grinding herself from side to side against his hard cock.

Unable to just watch, Jim moved beside Carol. He pressed his hard cock into her thigh as he put his arm around her back and massaged her ass. She moaned again and parted her kiss with Pat before turning her head to Jim and resuming their kiss. She moved her hands up behind the heads of both boys and, when she parted her kiss with Jim, she guided the boys closer together. Carol continued to wildly move her kiss back and forth between them as she slowly moved their faces closer together.

The next thing Jim knew he felt Pat's face pressed against his and could feel Pat's tongue occasionally as Jim's tongue played with Carol's. Carol had pulled the boys so close that she was now kissing them both at the same time. Her tongue moved back and forth frantically and she loved feeling both tongues against hers at the same time.

They kept this up for a while longer before Carol stepped away and lay down on the bed. "Fuck me," she instructed as she lay on her back with her legs spread wide apart. Jim got between her thighs. She took his cock and guided him to her pussy. He hesitated before entering her and she looked up at him with a wild gleam in her eyes and said, "Just fuck me. Don't worry about doing it right. Whatever you do will feel great."

Jim pushed inside her and let out a loud groan. He couldn't believe the amazing way her pussy held his cock. In all the descriptions the guys at school used nothing even came close to the reality. She groaned, "Oh yes," as he sank all the way inside her. He started thrusting in and out of her in as slow and steady a pace as he could manage.

In between her moans she looked over at Pat who still stood next to the bed with his hard cock in his hand. "Come here," she ordered. Pat crawled onto the bed and she immediately guided him to a kneeling position next to her head. She turned her head and took his cock in her mouth causing Pat to groan wildly.

This had never been Carol's favorite position for doing two guys, but she loved feeling the two hard cocks inside her. The knowledge that the cock in her mouth was the forbidden cock of her own son only made her more excited.

Jim's fuck was uneven and sloppy, but it was more than enough to drive her to orgasm quickly. It had been so long since she felt this level of pure animal wantonness that she went out of her mind with lust. She opened her mouth and let Pat's cock slide out as she cried out. Jim felt her pussy tighten and then spasm all around his cock and he began fucking her harder and faster. His change in pace caused her to cum even harder.

Pat reached down and fondled her tits as she bounced back and forth wildly under Jim's fuck. Feeling and seeing her cum put Jim on the edge of his own control. He fucked her for only a short while longer before he gasped, "I'm cumming." He wasn't sure if he should cum in her or pull out like they did in the porn movies.

"Do it!" she urged. Jim grunted and shoved himself all the way inside her as he started to cum. He didn't have nearly as much cum as before but the feeling was infinitely stronger and more erotic than anything he felt before. He resumed fucking her near the end of his orgasm and continued until his cock grew soft enough that it slipped out of her with a wet slurping noise.

As Jim moved away Pat immediately took his place and didn't hesitate at all in shoving his cock up his mom's pussy. "Oh fuck yeah," Carol gasped as he entered her and started to fuck her already drenched pussy.

Pat didn't know what was Jim's cum and what was from her, but he was surprised by the wetness around his cock as he easily slipped in and out of her. He had grown so excited watching Jim fuck her that he had gone past wanting to savor the moment and just wanted to feel his cum shooting up her pussy.

Carol gasped and moaned as Pat wildly fucked her. Pat was more erratic and less polished than Jim had been, but he made up for that with the sheer intensity of his lust. Jim settled down next to Carol and brought his mouth to hers wanting to again feel her tongue slipping against his. Carol was far too involved in her wild fuck to kiss Jim so she took his head and pushed it down to her tits as she gasped, "Suck my tits."

Jim eagerly swirled his tongue over her tits as Carol urged both of them on. Jim soon concentrated on sucking and licking her stiff nipples as Carol clearly was getting close to cumming again.

"Cum for me," she gasped to Pat, "I want to feel you cum."

Hearing her words broke down the last of Pat's will power and he cried out, "Oh fuck!" as he started to fuck her even harder and fill her with his cum. The sheer strength of his fuck made Jim sit up and watch as their bodies wildly slapped together and the room was filled with the sounds of their intense fuck.

"Ohhhh God!" Carol screamed as she wrapped her arms and legs around her son and started her own orgasm. She pulled Pat down on top of her and held him tightly as their hips continued to thrust together rapidly. She released him only when she had completed her long orgasm. Pat rolled off her and collapsed in an exhausted heap.

Carol and Pat gasped for air and all three of them were now sweating profusely from the hot, humid air filling the room. Jim felt her sweat under his fingers as he softly caressed her tits and stomach. She met him in a tender kiss that seemed to last for half an hour as their tongues moved together slowly and passionately.

They lay together in bed like this for the next hour or so just kissing and fondling each other until Carol finally said, "You two had better go. Your dad will be home any minute."

Jim and Pat went to the living room and put on their clothes. They sat in a sort of stunned silence watching TV. They heard Carol in the shower and not more than 10 minutes later Pat's dad arrived home as drunk as usual. "Hey guys," he slurred, "your mom up in bed already?"

"I think so," Pat answered. They watched his dad stumble up the stairs. They stayed up for a while longer and then went up to Pat's room and quickly fell asleep.

The next morning after Jim had returned home Carol sent her husband out to run a long list of errands. He added that he was going to watch the baseball game at the sports bar with his friends later, so she knew he would be gone for several hours. She watched him leave and then went up to Pat's room. On her way upstairs she heard the shower running and smiled wickedly as she pulled off her top and shorts and went to the bathroom door.

She opened the door and stepped inside the bathroom saying, "Pat?"

"Shit, mom," Pat said, "you're going to give me a heart attack."

She pushed the shower curtain open and stared greedily at his naked, wet body as he stared back at her tits. She reached down and fondled his cock as Pat whispered, "What about dad?"

"He'll be out for a while," she answered as she stepped into the shower and embraced her son in a long kiss. They soon stepped out of the shower and went to Pat's room without even bothering to dry off. The morning was already hot and uncomfortable and the wetness felt good on their skin.

They sat together on Pat's small bed and kissed and fondled each other. She knelt on the floor before him and lazily sucked his cock as he watched excitedly. She then crawled into bed and gave Pat his first experience with sucking a pussy. She didn't direct him and let him just explore her with his tongue and lips. She was thrilled that, unlike his father, he had no reservations about sucking her pussy.

jt123
jt123
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