"Your Mom is Passed Out?"

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

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

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

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

Fuckin' A.

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

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

"34."

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

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

"Fine. How old is Danielle?"

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

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

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

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

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

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

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

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

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

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

Until now.

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

But thanks to Mrs. Mallory that was changing.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

"No shit?"

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

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

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

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

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

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

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

Jackpot.

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

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

Back to those tits, waiting ever so patiently.

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

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

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

"Fuck me."

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

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

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

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

"Fuck," was Jerry's brief answer.

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

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

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

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

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

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

"If those ever get out..."

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

"Next time?"

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

No doubt about it. She wanted me.

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

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

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

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

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

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

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

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

Six, now.

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

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

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

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

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

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

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

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

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

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

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

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

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

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