Chapter 4

Monday afternoon, I was in for a surprise. I had told mom that morning that I was planning on doing some sunbathing myself (what else is there for a thirteen year old boy to do in my situation). What I didn't know was that mom had invited Karen over for the afternoon, too. Dad was going to be back that weekend if he didn't cancel his trip home again like last time, and I guess mom figured it would be a good way for her and Karen to talk. At least, that is what I thought she had in mind. It had been a couple of days since the incident with mom and Karen being drunk, and I had just spent my time thinking of it and masturbating, when I wasn't doing anything else. It was one thing to fuck mom, but to fuck her friend, too, and so easily... It just didn't seem like it could be possible. I was sure getting my sex education from some experienced ladies. The way Karen acted in my bed, she must NEVER get sex. Anymore, I kind of figured mom didn't get any besides the two times with me, either.

It hit about 1:00, and I decided to head on out. I didn't see mom anywhere so I figured she must have been in her bedroom or something. Didn't matter, because it didn't affect my plans any. I went out back and laid out a towel in the grass. As I had said before, it was pretty secluded, so there was really no need to even dress to go out back, but I didn't want to push things with mom after the talk she gave me. I just wore my black shorts. They are kind of skimpy on me, but I didn't figure anyone would notice anyway. I also didn't see any reason to wear anything underneath. I put the suntan lotion that mom bought on myself as best I could, and laid down on my stomach.

A few minutes after I laid down, I heard a car out front. Must have been Karen, but it didn't matter. She wouldn't see me out here anyway. When she pulled up mom heard her and came downstairs to meet her.

Mom greeted her friend and invited her into the kitchen for some tea. She knew I was outside, and she knew that sitting in the kitchen the topic would turn to me. They sat at the table for a while, basically making small talk, when mom noticed Karen looking out the window every chance she could.

"He's really something, isn't he? I know he's my son, but just look at him. I can't hardly fight the urge to..." "Then why fight it, Janet? Sure, he's your son, but he's still a man. Well, almost..."

"I know, I know. I keep thinking about what happened over and over. It get's me so wet. I even keep thinking of the dream I had, about you and him, Karen."

"It doesn't make you mad?"

"Well, it did at first. But now I'm to the point that it turns me on thinking of you with my son. I wasn't you to see how good he is. What am I saying though. I'm talking about you having sex with him, when I can't even do it."

"I asked you once already, why don't you just do it? If you enjoy it, and he does too, then it doesn't matter. Is it your husband?"

"No, although it is partly him. If we had sex more often I wouldn't WANT to do this with Paul."

Just as they got to this point in their conversation, I decided to turn over. It must have been fate, because I didn't know what I was in for. As I laid on my back, I started noticing the sun coming down on me, things started going around in my mind, and my cock got hard. It was all I could do not to touch the tent in my shorts, but I didn't want to risk getting caught, although I didn't think I would be watched or anything anyway.

"Janet, fucking LOOK at that! He's hard right now! You have to do something. Don't make him suffer like that, or yourself."

"Swear you won't tell anyone?"

"Tell? Have I told yet? I just want to at least watch."

"OK, I just have to. I don't believe I'm doing this in front of you." With that mom slid her shorts and top off, along with her panties and bra. Within seconds she was quietly walking out the back door, naked, coming towards me, with her friend watching intently.

Next thing I knew I looked up and saw mom kneeling down over my shorts on her knees, pulling my shorts to the side and letting my cock pop out. "I'm sorry, honey, I just have to...", and then my cock disappeared down her throat. Her head couldn't have bobbed up and down more than six or seven times when I just let loose, mom stroking up and down my shaft with her long fingers as I unloaded my cock in her mouth. Seeing my come oozing out from the corners of mom's mouth was all Karen could take. She stripped out of her clothes just as quickly as mom had, and she stood close by the kitchen window. Her fingers were already rubbing her horny blonde slit as she stood and watched me fucking my mom's mouth.

Mom pulled her head up and started tugging my shorts down. "Oh, Paul, I'm so glad you're 13. If that was the only come I was getting, I'd be so disappointed." Fuck, that wasn't by any means the only come she was getting from me. I hadn't had anything except my fist in days, and I needed this as bad as she did. After pulling my shorts completely off, mom climbed on top of me, and as quickly as my cock went in her mouth, she lowered her pussy down on my shaft and started fucking me. It wasn't like before - she seemed to be filled with lust, like she NEEDED this. I know I did! I grabbed hold of mom's hips and thrust up into her. Her little titties barely moved as she rode my cock. She did manage to lower herself down to kiss me. She had on red lipstick that smeared all over my lips as she brought her face to mine. Her mouth tasted so sweet, just like before. She was slamming her little ass up and down my cock as she rode me wildly.

In the meantime Karen's pussy was slamming on something too - her fingers. She squeezed her nipples as she finger fucked herself, watching her best friend riding her son's cock. A cock that she had once and needed again. Her head was filled with lust too, and her fingers weren't going to be enough this time. She needed a male.

Karen was so horny, she only hoped that mom wouldn't get mad at her for coming out and trying to join us. As mom pulled her lips from mine, I looked up and saw Karen standing above my face, her blonde pussy glistening, her nipples hard on her big boobs, and a pleading look on her face. She spoke to mom... "Janet, please let me" "Not his cock, not yet. I need to come so bad. Oh, I need this cock in me, Karen" I thought Karen was going to cry, when I looked up at her and flicked my tongue out. I didn't need to say anything. Next thing I knew Karen was squatting down on my face. "I'm sorry, Janet, don't hate me. I had to..." Mom grabbed Karen's arms and brought her close. "I know, I had to, too. Enjoy him with me." Mom held Karen close, Karen's big tits bouncing around from the pumping I was giving mom, and she ground her pussy into my face. I was in heaven. Not only my mom on my prick, but her best friend on my face. I licked Karen as good as I knew how. I licked all over her sweet clit, and down to her wet, rubbery pussy lips, her blonde hair rubbing all over my smooth face. Karen had a big ass, but I loved it. I reached up and held onto her big ass as she rode my face, rode my tongue, sometimes licking my way back to her asshole. Then it happened...