Sleepwalking Son's Cock Pt. 05

Next day I slept late. When I awoke, Mark was gone. I took a long shower and dressed casually in a t-shirt and shorts with no underwear. I was just making coffee when my phone rang. I saw it was my friend Alice.

"Hey," I said, "This is a surprise, I thought you were in Spain."

"I was," Alice said, "I just got back this morning and somebody broke into my house while I was gone."

"Oh no! Are you ok?"

"Yes, I'm fine but it feels weird here right now. The workmen are repairing the window but it's just scary that someone was in my place. I don't even want to be here right now. I was wondering if I could stay with you for a day or two until I can deal with being here?"

"Of course Alice, come right over! Don't even pack, just come right away and I'll lend you clothes. We can watch movies and drink wine and eat ice cream. Just come right now!"

"Oh thank you sweetie, I knew I could rely on you. I'm actually in my car on the way there, so I'll be at your house in ten minutes. Love you."

"Love you too!"

I had known Alice since we were kids and she is my dearest friend. She's in her late thirties and divorced for about a year. Alice is also rich -- really rich. Her ex, Sam, was a nerd and a software genius who made billions when he sold his start up. Alice has always been drop-dead gorgeous with a curvy body that men drool over, and Sam couldn't believe his luck when she first went out with him. Next thing they were married. Then he turned out to be quite controlling. He made her promise they would never have kids. Alice agreed at first, to please him, and then regretted it. He got her to have plastic surgery to enhance her already big breasts -- he was trying to turn her into Pam Anderson, and she went along with it for a while. But she got tired of being his sex doll and wanted to have children. I guess by then he had already found a younger model and he divorced her and gave her their fabulous house and hundreds of millions that he peeled off his stack. Sam was basically a good guy and he loved Alice, so he took care of her in the settlement. Since then, she has done a lot of traveling but hasn't found the right man to father the kids she wants. All the guys she meets seem to be gold-diggers looking for a sugar-mommy.

My doorbell buzzed and it was Alice. I invited her in and gave her a big hug. She looked fabulous -- with a deep tan and her golden locks in a beautiful expensive cut. But I could see she was shaken up.

She had brought lunch in carry out bags and a couple bottles of some great red wine. We ate and had wine and she seemed to relax. I could see the tension go out of her face.

"Oh God, " she said, "I feel so much better here with you. Being at my house alone right now is just creepy. I can like feel the presence of whoever was there in my house." She shuddered, "It makes my skin crawl. If I'm honest, I really want to just sell that house, and never go back there. It's so full of baggage from Sam and I. It would be liberating. Anyway, enough about me, what's going on with you?"

Maybe it was the two glasses of wine we'd had, plus the fact that Alice is the only person in the world I could talk to about what had been happening with Mark, but I took a gulp of wine and started in.

"You know how Mark has been sleepwalking for some time now, right? Well..." I paused, wondering if I could do it, and took another big drink, "last week I woke up at about 2.00 am and Mark was standing by my bed... naked. With an erection.'

"OMG," Alice breathed. She was totally drawn in, "What did you do?"

"I was half asleep, and either I had thrown the covers off in my sleep or Mark had pulled them back before I woke up, but I was exposed and Mark began stroking himself, right over me."

Alice's eyes were wide, and she moved closer to me, like we were whispering. "Oh wow! Did you try to stop him?"

"Well I've always been told when someone is sleepwalking you should never wake them."

"Yes! I've heard that too! So you just had to lay there! Oh my God" Alice was spellbound.

"Yes and I knew if I woke him while he was naked in my room and vulnerable like that it would be so embarrassing for Mark. It was better to let him finish and take him back to his room."

"Yes of course!" Alice was nodding her head and searching through her giant leather purse. "I have to smoke a cigarette! Do you mind?"

"No go ahead, I might join you," I said.

We lit cigarettes and Alice poured more wine.

"Ok. Ok." she said, taking a long drag, "So you're lying there, not able to move. Did he... you know?"

"Yes! Mark masturbated to orgasm and came all over me. I was soaked. It was everywhere -- on my breasts, my face, my hair. He just kept squirting like a fountain..."

"Oh my God! Yes, he's... what age is Mark again?"

"He just turned 19, and he's not seeing anyone as far as I know, so he's... you know pent up..."

"Oh God yes!" Alice exploded, "He's at his peak! His sperm must be so healthy, he probably has pints... stored up in there! Oh God! So what happened next? Is this going where I think it's going? How did you feel? Were you excited?"

"Well the next night or the night after, I woke up again with him by my bed, fully erect."

Alice groaned and held my wrist. She was opening and closing her thighs.

"Alice, he was rubbing himself on my breasts. I couldn't help it, my nipples were hard and I was so aroused. I know it's wrong but he was so big and hard. I had to touch it!"

"Oh I don't blame you girl! I'd have done the same! And more!" Alice was breathing hard. "Go on dammit! Go on!"

"So I ended up masturbating him with my hands and feet. He came again all over my legs! And when I led him back to bed he was still hard as iron! It was all I could do not to take advantage!"

"Oh fuck that's so hot! You gave him a foot job! I wouldn't have your self control! Oh my god his cum must be so thick and healthy. I can't help it! I want Mark to give me a baby! So tell me honestly -- have you fucked him?"

I looked in her eyes. "What do you think Alice?"

"Oh God! Good for you girl! He's a young stud with raging hormones and you're a beautiful woman. Being around you every day must drive him crazy. He wants your body and no woman in the world could be so sensitive to his needs as you. You're the perfect woman for him! Listen darling, I am so hot and sticky. Would you take a shower with me?"

I knew Alice needed to get off and she and I had been lovers on and off since our teens. When we were between men, we knew exactly how to please each other. But we hadn't been together since her marriage to Sam.

"Oh yes," I said, "I'm so ready too. And I haven't seen your new breasts yet! Come on upstairs."

We went in my bedroom and I pulled off my shorts and t shirt while Alice undid her dress and removed her bra and panties. She gave me a seductive look as she pulled the heavy lace bra off her breasts.

"Oh God!" I gasped, "They're amazing!"

Her new breasts were huge and perfectly firm. They jutted out, pale and smooth, with the tips fully erect.

"And don't forget this," Alice breathed, spreading her smooth shaved lips and fingering her giant clit. Since we were teenagers, Alice had a huge clitoris that stood out like a small erection when she was horny. She loved to be edged and teased and she would orgasm wildly and repeatedly.

I ran the shower and I covered her big breasts in a creamy body wash. I caressed them and worked the bubbles into a foam all over her body. When I had rinsed the soap off her I began kissing and teasing her nipples as she moaned and leaned back against the tile. I was fingering her juicy slit and brushing her big hard clit with my thumb, bringing her up to the edge and then taking my fingers away.

"Oh God, you're driving me crazy, get down on your knees and lick my clit you incestuous slut!"

I knelt between her gorgeous tanned thighs and sucked her stiff clit gently between my lips, brushing it with the tip of my tongue. When I felt her climax approach I pulled away and she groaned and cried out in frustration.

Then I began to kiss her clit lightly and slide my tongue up inside her. She gripped my hair and help my face close to her pussy.

"I'm going to piss! I'm going to piss on you!" she cried. I put my open mouth close to her opening and separated her lips. Then the warm pee hit me and I swallowed her sweet pee as it streamed down my chin and over my breasts. I was getting very hot, smelling her piss as it poured over my belly and my clitoris. Alice caressed my clit with her pretty, perfectly manicured toes and I let go, screaming and moaning. Then I sucked her swollen clit until she came in a wild, writhing orgasm, soaking me in her juice.

We toweled each other dry with my big soft white towels and lay on my bed, caressing each other and whispering our dirtiest fantasies in each other's ears.

"I want your son to breed me until the cows come home," Alice whispered. "I want Mark's cock inside me. I need his young, thick cum swimming all over my womb. How do you feel about that?"

"Oh God!" I said, "I know Mark would kill to get at those tits of yours! You can fuck my son tonight if you want, after all, you're family!"

"Really?" Alice whispered, " You're not just saying that because we're horny? How about if I sleep in your bed tonight and see what happens?"

"Ok," I said, "But only if I can watch from the closet!"

"Of course darling! That's even hotter! I love you and I will do anything for you. I swear, anything you and Mark need, I'm here for you forever. Now let's get ready. Mark has to think I'm sleeping in the spare room, but when everyone's asleep, I'll come in here. Let's put a chair in the closet for you, so you're comfy while you watch us."

And so the scene was set. That night we ate together and Alice could hardly control herself. She kept bending over and flashing her breasts at Mark. He couldn't keep his eyes off her all night. We drank wine together and Mark had one glass. Then at ten, Alice started yawning theatrically.

"I need to get to be," she said, "Just come up and show me where everything is."

I took her to the spare room and we acted like Alice was getting ready for bed. I had sneaked some of my lingerie in there for her. I had already told her that Mark seemed to like me in sheer lingerie, and it would help create the illusion that she was me. Alice undressed and I helped her put on a short, white baby doll nightie. Her breasts poked through deliciously and I caressed her nipples through the sheer nylon until they were stiff and hard.

"Ok Alice," I called so Mark could hear, "Sleep well! I'll see you in the morning. I'm so tired, I'm going straight to sleep. Good night Mark!"

I took Alice's hand and drew her silently down the hall to my room. She got in my bed and pulled the sheets back so she was fully exposed. I entered the closet and pulled the door almost shut, leaving just enough space to see Alice. The room was dark, but my eyes soon got used to the gloom and I could see Alice, spread on the bed.

Soon we heard Mark's bedroom door close. Then we waited. And waited.

I had almost dozed off in my chair, when I heard my bedroom door open gently and Mark entered the room. He approached the bed, naked, his erection pointing to the ceiling. I tried to keep completely still as he leaned over Alices body and began to caress her breasts with his cock. Alice acted like she was sleeping soundly as Mark slid his cock between her pale globes. He pressed her breasts together around his cock and I saw his muscular thighs moving rhythmically as he began to tit-fuck her.

Watching Mark and Alice was making me very wet and aroused. I spread my thighs and caressed my swollen clit.

As Mark rubbed his cock between Alice's breasts, she spread her legs and began caressing her clit through the sheer panties. She was now breathing heavily and I saw her put her hands on Mark's thighs and pull him down on the bed beside her. Now Alice drew his face to her breasts and Mark began to kiss and suck her nipples. Alice was panting and moaning. She drew him between her thighs, pulled the little panties aside and guided his stiff cock into her slit. "Oh Mark," she whispered, "Please fuck Mommy. I want your cock baby."

I watched Mark mount her and I almost groaned with pleasure as he slid into her. Alice had never had a child. I knew her pussy must feel deliciously tight on his young cock. I was stroking myself and fingering my slit. I tried to time my orgasm so I'd come with them and their groans would drown mine. Mark was giving Alice the fuck of her life and she was whispering encouragement.

"Shoot your cum in my hot pussy baby. Give Mommy all your thick cum. Breed me Mark!"

Mark gripped Alice's ass, lifted her off the bed and pounded her. She was screaming with pleasure as he fucked her. Then he roared and orgasmed inside her. I came hard, trying to stifle my own moans.

Mark seemed to sink into a deep sleep as soon as he had finished. Alice held his face between her breasts and we both stayed silent for a long time. Finally I slid the closet door open and came over to the bedside. I gestured silently to Alice that we would help Mark back to bed. She extricated herself from his sleeping form and slid out of bed. Then we both helped Mark to his feet and led him gently back to his room. We settled his sleeping body on his bed and pulled the covers over him. Alice couldn't keep her hands off his muscular arms and I had to pull her back before she began stroking his still rigid cock.

We sneaked back to my bed and I pulled off her soaked panties and slid down between her thighs. The scent of Mark's body was all over her skin, and his cum gushed from her freshly fucked cunt. I licked his salty cum off her and pulled her ass cheeks open. His cum had leaked between them and I pushed two fingers deep in her lubricated ass. She moaned with pleasure as I fingered her asshole and caressed her giant swollen clit until she came in deep spasms. Then we lay in each other's arms, smelling of well fucked pussy, cum juice and young cock. Life was good.