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The Sleepover

An unexpected power outage means Mark gets to spend the night snuggled up with his mom's friends
By the end of summer, Judy's house was fixed, and much to Mark's mixed relief and disappointment, she was able to move home. Not long after, he was once again up to his eyeballs in schoolwork as summer session ended and he was back to a full class load. He was also surprised and delighted to find himself with a girlfriend, a shy and somewhat prudish girl named Nora, by the end of September. After the unexpected sexual adventures of the summer, Nora's apparent lack of interest in sex was not a tremendous problem for him, at least not initially. The encounters with Judy and Gail still left him with plenty of masturbatory fantasy material. As December rolled around, however, he was beginning to tire of coaching Nora through awkward handjobs.

On the 15th, Mark's mom, Laura, hosted a dinner party for a combination of co-workers and church friends. Mark's original plan was to quickly escape before the party and spend the evening with Nora. Instead, he was quickly roped into helping with cleaning, then cooking, then serving. When he finally caught a glimpse of a clock, it was really too late to be going to Nora's place. Besides, a snowstorm was quickly bearing down on the area, and he had no desire to end up stranded on the highway in his little Toyota.

By around ten o'clock, most of the guests had filtered out, hoping to beat the worst of the snowstorm. This left Judy, Gail, and Laura relaxing in the living room, chatting and sipping red wine. In the time since Mark had last seen Gail, she had divorced her husband. It showed, superficially. She had clearly been spending some time at the gym, but fortunately had not lost any of her curves. She just simply looked more "fit" and healthy. Judy had barely changed, save for a light tan from a recent vacation south of the equator.

The women were so engrossed in conversation that they failed to notice the rate that snow was piling up outside. Nearly a foot had fallen in the last hour, and visibility was almost nil. The local news was warning people to stay home and avoid driving, as even the snowplows were struggling.

"Looks like you two will be spending the night here," Laura said. "Mark will make up the guest room for you, right Mark?"

Mark sighed and set down the glass of wine he'd just poured for himself. "Sure mom." As he was upstairs, the house was suddenly plunged into darkness. He looked outside and could see that the streetlights were also out. "Shit," he mumbled. He made his way back to the living room, was which now only faintly illuminated by the gas fireplace. "The weight of the snow must have pulled down the power lines somewhere," he said.

"Oh no...that's really not good," said Laura.

"Why's that? We sleep in the dark anyway," asked Judy.

"We have electric baseboard heat," said Mark. Between that being out, and some drafty bedroom windows, it will get awfully cold in here fairly quickly."

"Oh," said Gail. "Well, couldn't we just camp out in here by the fire for the night?"

"I don't see why not," said Laura.

Ninety minutes and another bottle of wine later, the tired foursome nestled into "bed," the nest of blankets and pillows Mark had created. The living room was fairly small and there was just enough space for four people on the floor in front of the fireplace.

As expected, the house cooled quickly and they were already starting to shiver by the time they were climbing under the covers. Mark could tell they'd each had a decent amount to drink, as even the normally straight-faced Judy was a bit giggly. The wine had made its way to his head, and he'd actually had a pretty enjoyable evening with the ladies.

Laura was dressed in her normal pajamas...long, but loose and lightweight. Nothing of Laura's fit Gail, so she opted to sleep in the knee-length skirt she was already wearing, along with the thin tank top she'd worn under her sweater.

Judy fit into a similar pair of Laura's PJs. Mark was extremely surprised at the lack of a bra underneath. The light from the fireplace passed easily through the sheer material, revealing the fullness of Judy's normally tightly contained breasts. Mark hardened almost instantly, as his brain reminded him that his last remotely satisfying sexual encounter had been over a month prior, and that was just a date with a newly-purchased sex toy. Besides that, it was Judy, and despite what happened over the summer, he had never seen anything more than what was revealed by shorts and a t-shirt. And it wasn't for lack of trying. Her body (and her intentions) remained a mystery.

Despite his sexual urges bubbling up, Mark felt it would be best to make sure there was a "buffer" between him and Judy. He settled in between Gail and his mom, then pulled off his jeans and t-shirt once he was under a blanket. Having the image of Judy on his mind forced him to make sure his cock was tucked into the waistband of his boxers so he wouldn't accidentally poke anyone. It was too bad Nora wasn't around. Even an unskilled handjob was better than no handjob at all.

The ladies continued to chat in hushed, sleepy voices, about nothing in particular. Gail shivered next to Mark. "You OK?" he asked.

"Yeah, just a little chilly. You'd think with still having my clothes on, I'd be plenty warm."

Laura playfully shoved Mark over. "Geez Mark, you're like a human space heater. Move closer to Gail."

Mark chuckled nervously, but played along. Gail's warm, motherly scent was comforting, and it felt nice to cuddle up next to her, even it was a bit odd for his mom to suggest it.

Gail turned her back to Mark and he moved closer, not quite spooning, but close enough to share body heat. He awkwardly kept his left arm curled under his pillow and his right draped along his body. Gail shifted slightly and a small shock jolted him as the back of her thighs contacted his. The fabric of her skirt tickled the head of his cock, which poked out from his waistband. He hoped she wouldn't notice the inevitable spot of precum he'd surely just left there.

Very carefully, he raised the blanket, as if he was just trying to adjust it. He looked down, and in the flickering light, could see that Gail's skirt was bunched around her waist and her lacy white panties seemed to be halfway down her thighs. Dropping the blanket produced a small puff of air that carried the scent of her sex to his nose. The throbbing in his cock was beginning to border on painful. What was she doing? More importantly, what the hell was Judy up to?

Mark raised his head to look over Gail's hair. Judy stared back at him with a thin smile, then carried on talking with Laura. Below the blanket, Gail's thighs parted, and she propped on leg up with her knee toward the ceiling. Mark glanced back toward his mom. She was oblivious to any of the movements next to her, chatting merrily away with her friend. She spoke slowly through a combination of wine and sleepiness.

One of Judy's hands threaded through Gail's legs and found Mark's hand. She pulled it down and pushed it firmly against Gail's exposed mound. Gail twitched slightly at his touch. She was sopping wet, with juices coating the insides of her thighs and running back over her asshole. She was so slick, that without meaning to, Mark slipped two fingers into her pussy. Gail let out a barely audible moan as her pussy clamped around Mark's fingers and she pushed back against him. With some prompting from Judy's hand, he began to gently slide his fingers in and out of Gail. He kept his movements slow, afraid to make any noise or catch his mother's attention in any way.

Mark got close to Gail's ear and whispered, "what the heck is going on? This is crazy...my mom's right here...we're gonna get caught."

"Judy...told me to tell you...um...she's demanding that I...you know..."

"Cum?"

Gail nodded quickly, biting her lower lip. "Mmm-hmm."

"I'll see what I can do to help you get it over with quickly. Is there anything you in particular that you like?"

"What are you two whispering about over there?" Laura asked jokingly. "Do you have something you'd like to share with the rest of the class?"

"Uh...heh...nothing, sorry. Just didn't want to talk over you and Judy, that's all."

"How polite of you," said Laura. "Argh, now I'm cold. Time to steal some heat from you." Laura scooted over. Mark tensed as she made contact. "Much better."

Mark continued to push his fingers slowly into Gail. Soon, his were joined by another two more, apparently Gail's own, rubbing small circles around her engorged clitoris. Mark used his thumb to brace his hand and as it moved, his thumb slid into the crack of her ass and came to rest against her asshole. This was new to Mark; he'd never been in such intimate contact with a woman's ass before. It seemed extra taboo. He began to move his thumb in gentle circles in time with Gail's hand. Her body began to quake and twitch at the extra stimulation, which transmitted back to Laura.

"Gail honey, you're still shivering...are you still cold?"

"Y-y-yes," Gail stammered, making her sound cold.

"Oh no! Well let's see what we can do." Laura draped an arm over Mark and onto Gail, then pulled them all closer. The unexpected movement pushed Mark's thumb into Gail's slick asshole. She stifled a small cry with her free hand, and Mark could feel her muscles twitching around his thumb as she adjusted to the intrusion. Concerned he was hurting her, he started to pull it back out, but the angle made it difficult.

"What did you say?" Laura asked.

"Nothing...just holding in a sneeze," said Gail. There was a hitch in her voice and Mark detected that her fingers were working her clit at a faster pace. "This is much better...thank you."

"This is actually kind of fun," Judy remarked cheerfully. "Like a little camp-out."

"Yeah," said Gail. Her voice started to sound faraway and dreamy. She tensed and Mark could barely move his fingers any more as she came closer to orgasm. "We should...do it again...sometime," she sighed.

"Totally should," Mark said. He picked up on Gail's apparent second meaning. Rather than trying to withdraw his hand at all, he pushed all three digits deeper. Gail's shaking became more intense and she pushed her face into the pillow to hide her ragged breathing. How was his mom not noticing something was up?

"I know what will keep you warm," Laura said.

"Oh god...um...what is it?" said Gail. Her fingers slowed but did not stop.

"Tickle fight!" Mark’s shock at his mother's silliness barely registered before she reached over him again and danced her fingers up and down Gail's side, armpit, and stomach. Judy also sat up and joined in.

Gail cried out, bucked and writhed under the onslaught. Her hips gyrated as she tried in vain to escape, but Judy kept her boxed in on the other side. Gail's movements caused her to fuck Mark's hand, and he couldn't tell where the tickling ended and the pleasure-seeking began.

"Oh god, oh god," she repeated. Her voice alternated between amused and desperate. "Please, don't, stop! Oh god, don't...don't stop. The blanket lifted for a moment and Mark could see Judy was using one hand for tickling and the other to tug at Gail's nipples through her shirt.

Gail's movements reached a crescendo and she wailed as a massive orgasm rocked her body. Still oblivious to what was really happening, Laura continued to tickle Gail as she rode wave after orgasmic wave of pleasure.

"No more...no more..." she panted. "That...that was...intense." Mark carefully withdrew his hand from between her still quivering thighs. Gail's body went limp. "I'll get you back for that," she mumbled into her pillow.

"We'll see," said Laura, chuckling. "I need a glass of water."

After Laura disappeared into the darkened kitchen, Judy leaned over and said, "nice job you two. Very nice indeed. I almost want to tell Laura what she just witnessed. Oh, and you're next Mark."

"No..." Mark began, shaking his head.

Judy smiled again. "Well, if you're going to be no fun about it..."

"No fun about what?" Laura asked, sliding back under the covers.

"Oh, uh, certainly not planning any kind of tickle retaliation. That's not the kind of thing we'd do," Gail chimed in. Mark smiled nervously at the smooth response.

"Of course not," said Laura. "I grabbed the punch from the fridge. I didn't want it to go bad after working so hard on it. Since we're all clearly still awake, please feel free to partake."

After a few glasses of punch, everyone settled back into the makeshift bed, feeling supremely relaxed...Gail in particular. It was quite unusual for Mark to see his mom drinking at all, let alone drunk and playful.

Mark was on his back, staring at the ceiling, reliving the last few events in his head, which naturally led to the rise of another erection. What little that remained of his inhibitions dissolved away with his last serving of alcohol.

Gail discarded her skirt after she was back under the covers, claiming it kept getting tangled.

"But won't you just get colder?" Laura asked.

"Maybe, but I've got Mr. Space Heater here, so it will be OK," Gail said, then gave Mark a gentle nudge with her elbow. Mark wondered if she had managed to get her panties back from the tangle of blankets. A plan formed in his mind. With a deep breath, he pushed his boxers down and away, leaving him completely naked. The sensation was simultaneously exhilarating and terrifying, due to fear of exposure and embarrassment.

Gail was lying on her stomach, eyes closed, but not asleep. He reached over and quickly tickled Gail's rib-cage. She squealed and Mark jerked his head toward his mom to indicate the sneak attack came from her.

"That's it, you!" Gail reached across Mark to start poking Laura in the ribs. When Laura rolled further away, Gail began to climb over Mark to reach Laura, which resulted in her laying partially on him and straddling his hips like she was going to crawl up his body.

Gail writhed around as she tried to tickle and wrestle with Laura. The question of whether or not she was bottomless was answered when Mark felt her still-slick lips slide along his exposed manhood. He waited a moment to make sure she would be positioned correctly, then joined in the tickling. As expected, it just caused her to struggle more.

With a very smooth motion, Mark moved himself upward and thrust himself between her lips and into the warm, firm grasp of her pussy... while still continuing to tickle her as a cover. Gail took it in stride, and barely reacted. He laughed to cover a moan as she subtly ground down against his pelvis, driving him just a little bit deeper, until he could feel the tip of his cock barely brushing against her cervix.

Judy, who had been staying out of the way, joined in, slipping a hand between Mark and Gail to caress the exposed base of his cock. He wanted nothing more than to just grab Gail's ample hips and fuck her wildly like no one was watching, but he knew the situation would certainly start to look suspicious to his mom. More than once, he could feel the beginnings of an orgasm building, but the intermittent tickling kept interrupting it.

Gail slipped off as she pursued Laura toward the corner, leaving Mark's cock dancing and twitching under the blanket. He was growing desperate for release, and knew that opportunities weren't going to keep presenting themselves all night. Throwing caution aside, he again continued the tickling ruse and slid on top of Gail from behind, being very careful to make sure the covers stayed in place.

He followed what seemed to be the most slippery path of least resistance, and once again pushed his cock inside her. Gail let out a small yelp and stiffened underneath him, and a moment later, he realized what he'd done. He was deep inside his mother's friend's round, voluptuous ass.

Mark stopped for a moment. "I'm sorry, did I uh...pinch you too hard? I didn't really mean for it to hurt." The "war" stopped for a moment so everyone could catch their breath.

Gail reached back and patted his leg. "No, honey it's fine, I just wasn't...expecting it," she said in a surprisingly nurturing tone. To emphasize her approval, she flexed, and Mark suppressed a groan at the increase in snugness around his cock. Still being careful not to draw attention by thrusting too much, he moved himself only about an inch, in and out. Even with the limited movement, it was still an exquisite sensation, which was made all the more intense by the unlikely situation.

"You two are looking awfully cozy there," Laura remarked. "Is there anything going on I should know about?"

Mark froze and put on his best "who, me?" face. "Ha, no, of course not. This is comfy and how else will I keep Gail from tickling you to death?" Now he would definitely need to hold still.

"I see," Laura said, giving him a sarcastically skeptical look.

Judy moved toward them to stay closer to the fire and laid down next to them under the blanket. Mark felt something slippery press against his own asshole. It was his turn to be surprised, except this time, there was no wrestling going on to cover the movement or noise. He willed himself to relax. He'd never had anything in his ass, and was surprised to find it less painful than expected.

The initial discomfort turned to a pleasant sense of fullness as he adjusted to the invading finger. Judy's finger began to move slowly, like she was looking for something. He'd read about the male g-spot in a couple magazines and figured that's what Judy was after. He certainly wasn't going to complain.

And, he was right. Judy began to massage the area, and Mark could tell Judy would have no trouble compelling him to cum inside Gail. Even without external stimulation from thrusting, he could already feel an orgasm building up.

Unfortunately however, Laura chose that particular moment to whack him on the head with a pillow, which then immediately restarted the tickle fight. Mark knew it might be his last chance of the night and he chanced some slow, short thrusts as the horseplay continued.

Finally unable to take the combination of Mark and Gail tickling her any longer, Laura tried to scramble away, but didn't realize that Gail was gripping the leg of her pajama bottoms until it was too late. She tripped and sprawled backwards on the floor, giggling hysterically. She also seemed not to notice that her light blue panties were exposed for everyone. Light blue, except for the fabric stretched tight across her mound, which Mark could see was definitely a darker shade of blue, and it wasn't just a shadow.

That forbidden sight finally pushed Mark over the edge. It was an orgasm unlike any other he'd ever experienced, causing him to twitch involuntarily. The room became even darker as Gail expertly milked what felt like every drop of semen from him. He mashed his face into the back of Gail's shoulder to keep himself from screaming or growling or...something. He also made a mental note to ask where she'd learned that kind of muscle control.

Laura had finally realized that she was putting on a bit of a show and sat up, modestly pulling her legs together.

"Are you OK Mark?" she asked, noting that he seemed to be in some kind of pain.

Mark shuddered as Judy withdrew her finger from him while he reluctantly withdrew from Gail's ass.

"Er...uh, yeah mom, just got a weird leg cramp," he said.

"Alright then. I think I'm calling a truce for the night. Now, close your eyes so I can put my pants back on. Then we need to get to sleep. Lots of shoveling to be done tomorrow!"

This is a continuation of previous stories. You may want to read those first for context.

Author’s notes: This story contains a few instances of anal play/sex that don’t involve proper preparation. This was done on purpose so as to not interrupt the flow of the story. Please, boys and girls, remember that there is no such thing as too much lube when it comes to putting things in your butt.

This story is protected by International Copyright Law, by the author, all rights reserved. If found posted anywhere other than Lushstories.com with this note attached, it has been posted without my permission.


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Comments(13)


Jerry7401
Posted 09 Aug 2013 18:27
That's one great night. Loved the story.
affengeil
Posted 30 Jul 2013 22:31
Thanks so much for the feedback...I really appreciate it. I've got another one in progress.
Johnny112
Posted 29 Jul 2013 15:38
Well, you could always do something about how the Mother always knew what was happen as she and Judy planned it, and the others find out somehow...
oleharleydude
Posted 28 Jul 2013 14:21
if this is part of a series, it is the first part I've read. please do continue. storys like this never get stale!
Aussieboy3012
Posted 26 Jul 2013 19:34
Definitely continue. This story will be hard to make stale as there are so many things you could do with it, it'd be a shame to see it end.

online
LASARDaddy
Posted 23 Jul 2013 14:39
I liked it a lot. Reminds me of an experience I had when I was 22 with a 50 year old woman. God, she taught me a lot. I'm 71 now and it saddens me a lot that she died many years ago. Her name was Lieda.

Continue it with all of them screwing Marks brains out and them teaching his girlfriend how to really enjoy sex when she walks in on them.

online
LASARDaddy
Posted 23 Jul 2013 14:26
I liked it a lot. Reminds me of an experience I had when I was in my 20's with a 50 year old woman.

Continue it with all of them screwing Marks brains out and them teaching his girlfriend how to really enjoy sex when she walks in on them.
jwb
Posted 23 Jul 2013 07:34
Excellent story right to the end
JerkingDrew
Posted 18 Jul 2013 12:07
Write another for sure. This was so hot!
Wifey2595
Posted 17 Jul 2013 10:01
Kept me captivated... +5
randy123
Posted 17 Jul 2013 09:36
So good and so hot.
firewalker69
Posted 16 Jul 2013 21:12
Love the story line, lets hear more...
TJoker
Posted 16 Jul 2013 19:14
Great."V=5+++."
 

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