I rolled over and put my arm across Mom's waist and tucked myself up tight to her ass. I smelled her hair as I slid my hand up and cupped her bra-covered tit, enjoying the silk, and squeezed gently. She moaned and pushed her ass into me. My cock responded to the pressure by growing as it rested between her cheeks.

"Mmm... good morning, baby," she moaned.

I started pushing my cock against her and nuzzled her neck.

"Not just yet," she giggled, "let's shower first."

She got up and ran the shower hot. I stepped in with her and started by soaping up her big, heavenly globes. I soaped up her whole body before she did the same to me. She was very quick washing my throbbing cock, however, and told me to be patient.

We dried each other off and ran back my room, jumped on the bed, and started making out. I had just put my finger in her pussy.

"Well, this is interesting," Karen said from the doorway.

Mom and I looked up as I pulled my hand away. Mom put it back. She giggled and told me to continue what I was doing.

"You're home early," Mom said, "not a great weekend?"

"What are you doing, Mom?" Karen asked.

"Having fun with your brother, same as you did."

'You know about that?" Karen asked in surprise.

"Oh, yes... I watched you take advantage of our little big man," Mom replied, "so I had to... talk with him about it."

Mom giggled as my finger flicked over her clit. I stayed quiet and watched while the two of them talked.

"What?" Karen exclaimed, "you watched?"

"Yes, by the stairs... Derek knew I was there."

"Fuck, Mom, what the hell... " Karen's voice trailed off as she watched Mom start stroking my cock.

"Come and sit," Mom instructed, "we need to have a chat."

Karen hesitated a moment before sitting on the bed beside me. I took my hand from Mom's pussy and lay on my back. Mom slowly stroked my hard cock as Karen watched, her on one side of me, Mom on the other. Mom stopped stroking and let my cock twitch as she spoke.

"So I know you two are hot for each other... with good reason; you are both very attractive and sexy... but you can't risk a pregnancy. I will take of that particular act for our little big man here."

She ran her fingernail along my cock, making it jump. They both giggled.

"But I am on the pill, Mom... besides, I won't let him cum in me," Karen responded, "and he has such a nice cock, Mom."

She squeezed the swollen head of my cock with her fingers as she spoke, making it jump, and then puff up when she let go.

They giggled again.

"He may not always pull out in time... he can be pretty... anxious," Mom said, "when he is worked up."

Karen looked at me and then back at Mom. She reached over and stroked my cock.

"But Mom, look at it... it's hard to resist."

"Oh, I know," Mom giggled as she ran her fingernails around my nipples, "it is... addictive."

"So no fucking?" Karen asked, "but otherwise..."

Mom smiled as she answered, "Well, I told him masturbation only... but we can change that, I think."

Karen smiled as she put her other hand on my swollen shaft and stroked both hands up and down.

"You should put those clothes in the wash, Karen, and then have a quick shower," Mom instructed.

"But Mom..."

"Then come back and we will see what happens," Mom added.

Karen jumped up and we heard the shower start. Mom looked over at me and moved her fingers down my stomach and ran one fingernail over my throbbing cock. Fuck, I was hard. Karen ran back and jumped on the bed, naked and still wet, and looked at us.

'Karen can go first," she said as she looked at me and licked her lips, "I want to watch her suck you."

Karen got on her knees and bent over, taking my cock in her mouth, and starting going down. She got about halfway and came back to the tip, and put her hands on my shaft. She kept her hand still as she gently squeezed and sucked.

Mom watched, her fingers back on my nipple, and told Karen to slow down and be patient.

"Make him last, sweetie," Mom instructed, "don't rush it."

Karen slowed down, removed her hands, and went deeper down. She sucked back up slowly and pulled her mouth off.

"Mom... I'm dying to ride it... please?" she said with a pouty face.

"You better not cum in her," she said to me as she pinched my nipple.

Karen smiled and jumped over on top of me, grabbed my cock, and lowered herself down on it. Oh, fuck did she feel tight. She worked me in slowly, wiggling her hips, and started to move herself up and down. Mom told her to sit up straight. When she did I reached up and grabbed her big, firm tits with both hands. Mom took my hands away and swung her leg over my head, planting her pussy in my face, and faced Karen. 

I started licking and tonguing her velvety pussy as Karen grunted on my cock. I could hear Mom giving her instructions.

"Not too fast; control your speed to get the full feel of it... that's it, sweetie, just like that."

Karen was moving slowly as I could feel her pussy pull up on my shaft, then push down, her silky channel stroking me. 

"Lean back more, stay straight... that's it... now put your arms back and lean back further... and stop."

Karen moaned as she felt the full length of my cock pressing against the upper wall of her pussy.

"Derek, pump your hips," Mom urged.

I thrust my hips up hard and heard Karen groan loudly. Suddenly I felt her cumming; I could feel her shaking and hear her moaning as the orgasm ripped into her. Mom pushed her pussy into my mouth harder and started moaning as well.

"Ooohhh fuuuck!" Karen yelled as I felt her pussy clenching and become fucking wetter than ever. 

"That's it, sweetie; it's hitting your spot... keep rubbing on his cock," Mom urged and suddenly moaned loudly.

My mouth filled with her juice as she came on my face, her pussy grinding into me. I was afraid Karen was going to break my cock off as she rocked her hips and fucked my trapped cock. Mom rolled off as Karen fell forward onto my chest, out of breath, and my cock sprang out of her slippery hole.

"Wow, Mom... what was that?" Karen moaned.

"He fucked your g-spot, sweetie... isn't it the best thing ever?" Mom giggled.

"Oh god, yes," Karen mumbled.

Mom rolled Karen off me and swung herself over my still-throbbing cock.

"My turn, baby," she purred, "do it for mommy, baby."

Her pussy slid over my shaft and enveloped it fully. She rode up and down a few times before leaning back with her arms behind her. I watched as she slowly rolled her hips over my cock, feeling my shaft pressing against her insides, and then looked me in the eye.

"Now, baby, do it for mommy now," she urged.

I pumped my hips up and down as she threw her head back and groaned loudly. Her silky channel squeezed my cock as she came, her body quivering and her beautiful jugs jiggling, and I felt the wetness running over my balls. My cock hurt; it was so fucking swollen inside of her. She gasped and fell forward onto me, just as Karen had. She shifted herself and kept my cock inside of her while she moaned and caught her breath, very slowly moving over my swollen cock, enjoying the big head rubbing inside of her.

"Oh, baby... you are so good to mommy... sooo good."

I was about to blow when she slid herself off me and rolled over on her side. My cock was hugely swollen and aching as Karen grabbed it, leaned over, and took it her mouth. As she sucked, Mom moved around and stopped her.

"Lay your head on his stomach, sweetie," she told Karen.

Karen lay down and put her head on my stomach as Mom leaned over and took my whole cock into her mouth. She deep-throated me about four times, pulled her mouth off and wrapped her hand around my shaft. She aimed it Karen's face and started pumping it.

"Cum on her face, baby... give her that fucking load... I know it's a big one, baby," Mom urged as she jerked my cock.

My fucking cock exploded, spraying cum over Karen's head, part of the first stream landing on my chin. Stream after stream pumped out onto Karen's hair and face as Mom pumped my cock.

"That's it, baby... cum for mommy... cum for us, baby."

I groaned as my balls emptied out the huge load, spurt after fucking spurt, and suddenly felt Mom's mouth swallowing my cock again. She took the last few spurts down her throat and kept me there as my orgasm slowed down. She pulled away, swallowed, and sucked me in deep again as my cock's last few drops worked their way out.

"Wow, what a fucking load!" Karen giggled.

Mom pulled away and let my cock fall onto my stomach. She moved over and kissed Karen, slurping some of the pearly juice from her face, and then moved up to me. Her tongue went over my chin, licking up the cum that was there, and slid into my mouth as she kissed me.

Karen sat up and looked at me with a huge grin. Her face was glistening wet, cum dripping off her chin, and part of her hair was now wet and stuck to her face. She climbed up and kissed me when Mom pulled back, then I watched as she and Mom swapped tongues, sharing the juices between them.

So fucking hot.

As I watched them kissing I started getting turned on. I reached my hands up and grabbed a big, firm tit in each hand. I marvelled at how similar they were in every way. As I squeezed them I turned my head and lifted my mouth to a nipple, sucking it, making Mom groan. I let go and latched onto Karen's nipple, sucking it in and pinching it with my lips, as she moaned at the nibble.

I let go and looked at Mom.

"I want to watch you and Karen eat each other."

Mom smiled at me, "Okay, baby... you can watch mommy do that for you."

She moved away so I could sit at the end of the bed and directed Karen to lie down. She moved her pussy over Karen's face and stuck her face between Karen's legs. Mom started on Karen right away, licking and slurping, while Karen just lay there and moaned.

I moved up to Karen's head and told her what to do.

"Lick it up and down... move your tongue like I did to you... push it in her and taste."

Karen began moving her tongue and soon had Mom moaning in delight. Mom moved her hips as Karen licked and tongued her pussy, keeping her face in Karen's pussy, and began to groan.

"Suck on her clit, Karen... make her cum."

I guess she did because Mom suddenly shook, groaned, and slammed her pussy into Karen's face. She stopped licking as she came, focused on her orgasm, and pushed herself into Karen. She suddenly relaxed and went limp.

I pushed Mom off onto her side and jumped between Karen's legs. My cock was fucking hard again and I drove into Karen's pussy as hard as I could. I started fucking her hard and fast, making her grunt with each thrust, and suddenly she groaned and came on my cock. I fought the urge to cum as her pussy milked my meat and told Mom to put her head on Karen's stomach.

She did just as I pulled out and I came all her face, just like I had with Karen, and groaned as I watch the cum pump out of my cock.

Mom opened her mouth and caught some on her tongue, the rest splattering her face and neck, as my balls went empty again. I sat back on my legs, totally spent, and watched as Mom's tongue licked around her lips. She moved herself to Karen and again shoved her tongue in Karen's mouth, sharing my cum with her, before moving over and kissing me.

The three of lay down together, wrapped up with each other, and fell asleep.

When I woke up, Mom was gone and Karen was sound asleep. Holy fuck, that was awesome. I looked at Karen, marvelling at how she was a younger version of Mom, and wondering what time it was. Nearly two. The Old Guy would be home by supper time.

I went and showered, put on shorts, and slapped Karen on her lovely ass. She giggled. I went upstairs to find Mom in the kitchen. She was wearing sweat pants and a loose t-shirt, her hair in a pony-tail, and looked like the normal everyday Mom I was used to.

"Give mommy a kiss, baby" she purred as I entered the kitchen. 

I went over and she put her arms over my shoulders, pushed herself into me, and gave me a long, slow kiss.

"The weekend is over, baby; your father is on his way home," she said.

"God I love you, Mom," I said as I hugged her.

"I know you do, baby... I know."