M. DeSantis - Her Foxy Mom

But then another thought came to her: certainly her mother played with his cock while he slept. And she guessed that it wouldn't take much of a touch to make his dick stiffen and – Still rubbing her cunt through her dressing gown, Charlene leaned forward. Her breasts hung, full and ripe and firm against the fabric. Looking down the open neckline, she could see her thrusting tits all the way to the nipples. She could feel their weight as they swung slightly forward.

She put one hand out and very v-e-r-y carefully touched the tip of her forefinger to the soft flesh halfway down his shaft. Immediately, his dick jerked.

She snatched her hand back and watched. His cock swelled a little bit – but not fully.

All that with just one finger.

Again, she put out the hand. Again, as her finger came into contact with his penis she felt a shock of excitement course through her, as if along some magical conduit leading directly from her fingertip to her quim. And again, his cock jerked and swelled, though this time the growth was a bit slower.

Charlene paused, holding her breath, waiting to spot the slightest indication that he was awakening from his slumber. But as near as she could tell, he hadn't even noticed her toying with his cock.

She became more daring.

Now Charlene reached out and actually gripped the slight swelling of his cock just behind the depressed ring in the shaft under the glans with her thumb and forefinger. She could feel the urgent pulsations of blood through his prick as its swelling slowly resumed until, finally, Derek's dong was at full, raging erection.

Now that's a man's penis! she thought excitedly as her two-fingered grip moved very lightly up and down, back and forth a quarter of an inch at a time over his dick flesh. His cock stood up and away from his groin and his thighs, hard and reddish-brown, the glans looking swollen and virile. Slowly, she curled the other fingers of her hand about the throbbing length of rigid meat. Her grip was still restrained and light, but the excitement coursing through her veins was growing still more intense.

She stood there, one hand wrapped around her mother's lover's cock and the other thrust between her legs, massaging her swollen pussy lips through the filmy fabric of her dressing gown, bent over the waterbed. Her nipples were stiffened and aching with hot blood, yearning for a man's lips to suck them, a man's fingers to tweak them, a man's hands to fondle them, a man's mouth to suck them.

She pressed upward with the hand between her legs, urging herself closer to the orgasmic peak she felt rising within her lovely, nubile body. Harder, faster, closer – and then she was clutching at his rigid dick fiercely, no longer thinking of the dangers of the moment and what she was doing.

When he suddenly groaned and shifted on the bed.

Charlene froze, suddenly too frightened to do more than just stand there.

Derek rolled over onto his back on the bed beneath her.

Charlene didn't even have the presence of mind – or perhaps the will – to remove her cock-gripping hand… or so much as loosen her clutching grip.

"Cripes, Liz," Derek groaned, calling her by her mother's name, his eyes still closed, "don't stop, now. Suck my cock a little."

She swallowed, nervous. Suck him?

Charlene was indecisive, uncertain. If she went down on him -something she'd never done with a man before – he was guaranteed to awaken. On the other hand, if she didn't, he might awaken anyhow.

Either way, it meant trouble.

She began moving her fingers up and down over Derek's formidable meat again, hoping perhaps to whack him off and thus relieve the pressure in the man's big, hairy balls. He might roll over and go back to sleep again. He still wasn't fully awake.

Her hand quickened on his cock. Derek's hips were beginning to shift uncomfortably with her movement and she began to hope she might actually see his semen jolting from the tiny slit in the head of his prick, that she might even be able to – "Charlene!"

At the sound of his agonized, amazed voice pronouncing her name, Charlene jerked away from him and started backing across the room. Almost as an afterthought, she pulled her hand from between her legs.

But it was too late. His eyes were wide open – and fixed on her.

"I, uh, well – " she began, words stumbling out between suddenly dry lips. Abruptly, she turned and reached for the door.

"No! Don't go!" Derek's voice whipped at her, turned her towards him almost against her will. She looked at him, unable to keep her eyes from the iron-hard bar of cock flesh rising from his groin.

"Come over here, Charlene," he said quietly, commandingly.

As she half-stumbled towards him, barely breathing, his eyes caressed her delicious body through her diaphanous dressing gown. She approached him and he held out one hand towards her.

She watched her own trembling hand reach out, saw his fingers close on hers. He drew her gently closer till she stood beside the bed, looking down at him, her eyes as before seeing only his cock in all of its raging, swollen glory.

"Why did you stop?" he asked hoarsely. "That's not very nice, you know." As he spoke, he led her hand down, forcing her to bend at the waist. Her fingers brushed his thick pubic mat, then the flesh of his thigh – and finally touched his prick. She could feel the heat of his cock, the pulsing power in it.

"That would be prick-teasing," he said, his eyes on hers – and her eyes following the all but automatic movements of her fingers on his prick as he released her hand. "You wouldn't want to be a prick-teaser, now, would you?" he asked.

"No," she breathed, the word barely audible. She couldn't seem to concentrate on what he was saying, on what she was saying. Her thoughts would only focus on the ferociously swollen prick her hand was caressing and mauling and exploring at the juncture of his thighs.

His hand came up along her leg, lifting the dressing gown above her knees, to her thighs, his calloused fingers moving across the incredibly smooth, sleek flesh of her legs even as the fabric rose to expose them like a curtain being raised.

His hand was scant inches from the meeting point of her legs and the moist grotto between when he pulled it away. The dressing gown fell back into place. His hand moved over her again, this time molding her thighs through the fabric as it moved higher. His fingers were gentle yet firm as they found and softened the flare of her nubile hips, then measured the indentation of her slender waist. His hand roamed to her belly, so taut and flat, heaving with the arousal and promise of what was to come. She felt his touch, dampened and yet intensified at the same time as he ran his splayed fingers and palm upward. Easily, without dense transition, his hand was covering her left breast, savoring the full thrust of the firm mound of flesh. Her nipple was pebble hard. He rubbed his palm over it, slowly moving his hand over the spike point of turgid flesh in circling movements that whipped her lusts ever higher, ever hotter.

His fingers closed on her superbly developed tit even as her fingers tightened about his prick.

"Take it off," he told her.

"Yes," she murmured, eyes half-closed, but still fixed on his cock. She felt the potent, male strength of him through her prick-jerking fingers even as her free hand came up and loosened the drawstrings at the neckline of the dressing gown.

Derek's fingers moved between the heaving mounds of her breasts, gathering the material of the dressing gown. The dressing gown shifted, the opened neckline spreading wider. Her shoulders were bared, the glowing flesh exposed. The material was drawn lower. Her upper arms came into view, then the uppermost swells of her creamy breasts.

With a sudden movement of his hand, Derek drew the dressing gown down, exposing her upper body to her waist. Gently, he took her cockgripping hand in his fingers and removed it, then again drew the dressing gown down.