M. DeSantis - Her Foxy Mom

Charlene froze in horror. The door swung inward another three or four inches – and then stopped.

Had they seen it?

She drew back to one side, hesitated.

No, they hadn't – and judging by the now clearly audible little gasps and slurps she could hear from through the door crack, they weren't likely to.

"Yes, do that, Liz – oh cripes!"

Derek's voice was strained. What was she doing, to him?

Then Charlene heard a muffled moan, her mother's – as if her mouth were full.

Afraid of being caught, Charlene shifted her weight and began to straighten – and then caught a flash of light from inside.

Her eyes widened. She could see them!

Charlene leaned closer to the wall. There, inside the bedroom, she could see the two of them quite clearly reflected in the mirror atop her mother's dresser. The drapes of the bedroom window were drawn open. The light of the New York City skyline fell upon the bed, giving the two naked forms there a pale luminescence.

Her jaw sagged open.

They were eating each other.

Her hand cupped her cunt between her legs, her palm moving unconsciously against her sensitive pussy lips.

Her mother was hovering over Derek on all fours, her legs spread and straddling his chest. Derek's shoulders were resting on top of her calves. Her mother's ass was tensed, her hips bent down. She was forcing her pussy into and on Derek's face. Charlene watched as he moved his head slowly from side to side. She could imagine what she couldn't see in the shadows: his tongue lapping out to lave and probe the gaping cunt offered to him. Her mother's hips rolled tightly from side to side, her ass cheeks shifted and rippled as the tensed muscles clenched and shook with the pleasures her lover was giving her.

And Charlene's mother was returning the favor in kind. She had her hands on his powerfully hewn thighs, just above his knees. Her hair was disheveled and hung down, brushing the insides of his legs. Her breasts, so much like Charlene's but so much larger and more yielding in their voluptuous richness, hung down to move over Derek's taut abdomen. She twisted her head from side to side, moving it up and down, her lips pursed to kiss gently the length of Derek's erection.

Which was just what Charlene had imagined it to be.

She watched as her mom parted her lips and took a section of his dick between them. Derek's hips suddenly heaved up violently. She could see her lips concaving with the effort of her sucking. Her mother moved one hand between his thighs, then upward. Charlene couldn't see what was being done there from her perspective, but she could easily imagine: her mother was touching his balls.

She watched as Derek brought his hands up higher on her mother's pussy. He pulled her down to him, driving her pussy urgently into his mouth. His lips opened still wider – and then it looked for all the world to Charlene as if he'd actually sucked the entirety of her cunt into his mouth.

Especially judging by her mother's reaction. She watched as the woman who'd borne her took her lips away from his dick, lifted her head far back and gurgled through slackly parted lips. Her mother's hips began to jerk, her ass tightened still more as she thrust her eager cunt fiercely into his hungry mouth – and Derek seemed more than eager to have it.

Again Charlene heard the distinctive slurping sounds – and then realized that Derek was sucking her mother's labia and jamming his tongue inside simultaneously, probing and exploring the inner delights of her quim.

Her mother's pelvis abruptly bucked, spastically – and then she was grinding her loins down powerfully against his face. It looked to Charlene as if Derek's nose was actually nuzzling high up between her mother's rich, ripe ass cheeks – perhaps pushing against her mother's anus!

Charlene insinuated one slim finger between the lips of her own cunt. Distantly, she felt her pussy sucking at the invading digit, trying to pull it deeper inside.

Her mother's pelvis shuddered – and then Derek was pushing her over onto her back. He knelt above her, shuffling forward. They were clearly silhouetted against the window in the mirror then and Charlene could make out almost every detail of what they were doing.

Her mother quickly opened her lips in welcome as Derek's rigid prick weaved towards her. He kept moving forward over her until his ass was resting lightly on her mother's heaving tits. Her mother licked out with her tongue, twirled it about the head of his throbbing prick – and then took the glass into her mouth.

Derek leaned forward, putting his arms out. His hands rested on the bed over her mother's head. He was on all fours, linked to her mother only by the fleshy pole descending from his thick, hirsute pubic bush into her lips.

She watched as Derek began moving his hips sinuously down and up. A few inches of his cock disappeared into her mother's mouth only to reappear again, gleaming dully with saliva in the dim illumination. Her mother's hands came up to his trim, athletic hips, guiding his strokes as he slowly pumped his prick into her face.

He began to pick up speed. His hips were moving more sharply, with less restraint and his dick was jabbing into her mother's lips. The shaft slid back and forth, in and out of the tightly pursed oval of wet, glistening mouth. She could see her mother's throat working when Derek pushed down deep and hard.

Her mother's hand came up to find and grip Derek's muscular ass cheeks. Her fingers dug into the hard flesh of his ass – and then she was literally pulling him down to her, forcing his dick farther into her face. Now his every stroke brought his big, hairy balls down to brush her chin. His pubic hair tickled her mother's nose as he fed his cock into her eagerly sucking mouth.

Derek suddenly groaned and then he pushed his dick slowly into her mother's mouth. Inch by inch, the veined rod of flesh disappeared into her mother's face until her lips were hidden within the coarse hair of his bush about the base of his prick. He held himself there. Charlene watched her mother's throat convulsively working, her cheeks concaving as she continued to suck – and then Derek was shuddering, hips jerking, legs quivering.

Charlene couldn't believe she was actually seeing her mother suck her lover off, but the evidence was before her eyes… and the proof that she was seeing it was the effect it was having on her. Charlene's delightful nipples were stiff and hard as small stones, aching with the need to be licked and sucked and pinched and fondled. Her breasts, so full and firm with her seventeen years, heaved rapidly. And down between her legs, in the soft pink slit of her lower lips, between those swollen, ultra-sensitive labia, her pussy sucked and gripped her own masturbating finger as if in hopes of massaging it into growth – growth that would magically transform her finger into a man's hard, throbbing cock.

A cock much like the one she was seeing at that very moment.

Derek was raising himself as his ass cheeks clenched a final time. Her mother's lips tightened about the shaft of his cock as he slowly withdrew it. His prick was sheened with his own semen and her saliva.

Her mother gripped the depressed ring in the shaft of his cock just behind the knob with her mouth, twirling her tongue around and around the sensitive chunk of male meat – and then Derek pulled it out with a loud pop!

Derek let himself fall limply onto his back. The waterbed rippled in response to the sudden movement, causing her mother's flushed body to undulate slowly. Her large, ripe tits moved restlessly and Charlene noted that her mother's nipples were still hard.

Derek lay with his loins next to her mother's heads. Charlene watched as her mother rolled onto her side, facing his big, limp dick and his freshly drained balls. Her mother reached out with her tongue, just the tip, and began moving it over his thighs and hips. There was a dull coating of perspiration, saliva and misguided semen on his flesh and from the way her mother was licking at it, it wouldn't last very long.