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Mom's Christmas Cookie Pt. 1 of 3

Spy cam reveals that Mom's busty friend Cookie is much more than a friend, and he can't look away.

This was originally written as a single piece. I've broken it up as best I can to meet the 10k words per submission limit. It should post one part per day.

It’s the law of unintended consequences.  Well, maybe consequences isn’t the right word...

It all started when I found out my mother’s hot, dark-haired friend Candice – whom everyone called Cookie – was moving into the guest room at Mom’s.  Cookie’s landlord had jacked up the rent on her apartment, and it was just too much for her to afford.  He did it right before the holidays.  What a fucking Grinch.   Mom didn’t hesitate in the slightest to invite her in.

Cookie was a few years younger than my mom, and man, was she stacked.  She had enormous tits, and the rest of her was pretty great, too.  I can’t even begin to count the number of times I’d jerked off fantasizing about her, and I’d never seen her in anything truly revealing.

A plan formulated in my head almost immediately.  I had a key to the house, my old computer, still sitting in my room, and knowledge of a certain high shelf of knickknacks in that guest room.  Though it meant I wouldn’t be playing a couple of new release games until they hit the bargain bin, I could borrow them, or get somebody to buy them for Christmas, I did a little online shopping.

The web-enabled security cam was perfect for my voyeuristic scheme.  It could be set to start recording with movement, or be controlled remotely via an app on my phone, tablet, or laptop.  The video files could also be transferred wirelessly to my computer, which had plenty of room once I deleted a large chunk of my old porn off it.  As soon as the cam arrived, I skipped a couple of morning lectures, headed to Mom’s, and set the camera up on that shelf while she and Cookie were at work.

It was almost completely hidden by the knickknacks, while still having a perfect view of the bed, and most of the room.  I tested it with the app on my phone, and confirmed that its movements were almost silent.  With my spy cam in place, I returned to campus.

That evening, when I had the dorm room to myself, I booted up the app on my tablet.  After fast-forwarding through some boring footage, I got an early Christmas present.

Cookie had a towel wrapped around her, tucked between those humongous tits, and another wound around her head in a turban.  She walked over to the bed, tossed her clothing on it, and then whipped off that towel.

Her tits were everything I’d ever imagined, and more.  They were big, pendulous, and capped with large, bumpy areolas surrounding proportionately small nipples.  Much to my delight, she stretched, raising her hands over her head, and lifting those bodacious ta-tas.  How I wished I’d been monitoring the camera when she did that, so I could have zoomed in.

She had a hairy pussy.  While the trimmed triangle of bush between her legs took me aback at first, it quickly grew on me.  I’d always been a shaved pussy kind of guy, but somehow, that hair looked right on a Milf like Cookie.  She even blessed me by turning around, so I could get a good look at her hot ass naked.

Though she was only naked for a short time, it was more than enough for me to save some great screen grabs, and a little bit of video that would be excellent masturbation fuel, until she gave me something better.

It was another two days before I had the dorm room to myself to check out what the camera had recorded, and I almost missed the best part by having it overwritten.  My roommate in the dorm had always gotten on my nerves, but once I installed that camera, his mere presence was an irritation.  Whenever he was there, I couldn’t comb the footage looking for more of Cookie naked.

What I’d nearly missed was her lying down on the bed in a nightgown – which was enticing in and of itself – watching something on the television.  Her movement as she slid into a reclining position from sitting up against the headboard had been what set off the camera’s motion sensor.  Almost immediately, she reached up and squeezed one of those big tits.  Her hand slid across her chest, and she gave the opposite nipple a pinch.

I reached down to adjust my swelling erection.  The best was yet to come, though.  My heart raced as I watched her hand slide down her body.  It was all I could do not to groan when she bunched up the hem of her nightgown, revealing sexy, blue, skimpy panties.

Much to my delight, her legs drifted apart, and she started to play with her pussy through her panties.  Her eyes were still focused on the television, which made me suspect she was watching porn.  After a minute or so, her hand slid into her panties, while the other worked her tits.  I was amazed at how hot it was to watch her hand moving beneath the thin cloth of her panties.  Of course, I’d have much rather seen her playing with it in the open.

As if a genie had granted my wish, she suddenly jerked her hand out of her panties, lifted her butt, shoved her panties down, and kicked them away.  She spread her legs wide, and started rubbing that hairy pussy.  Her other hand was absolutely mauling those big tits while she did it – shoving them this way and that, and pinching her nipples hard.

How I wished I could have zoomed in for a better look.  Even more, I wished the camera had sound, because I could see her mouth opening and closing, and knew she was making noise.  Her fingers sometimes moved in fast circles over her clit, and sometimes waved back and forth over it.  She also started shoving her fingers into her pussy.

Apparently, even that wasn’t enough.

At first, I thought the show was over when she pulled her hand from between her legs and they snapped together.  As it turned out, it was only preparation for her to roll onto her side, reach into the top drawer of the nightstand, and retrieve a vibrator.

I leaned in closer to the screen – enthralled – and watched her fuck herself silly with that plastic dick.  Finally, her back arched up high from the bed with the vibrator buried to the hilt inside her.  Her mouth was wide open in a scream I would have so dearly loved to hear.  When her back slammed down onto the bed, she thrashed around for a little while, working the dildo, and then settled into twitches.

The recording ended with her putting the vibrator on the nightstand with a trembling hand, shutting off the television, and then going limp on the bed.

My dick was throbbing like crazy.  I saved the footage to my computer at Mom’s house, and then cued it back up to jerk off.  I came so hard that I ended up overwhelming the tissue I used to try and catch it.

It wasn’t the last time I got to watch her get herself off, either.  Over the next couple of weeks, I built up three more clips of her finger-banging or fucking herself with a vibrator.  The powers that be also smiled on me in another way.  My annoying roommate hooked up with a girl who lived off campus, and started spending all his time there.  I was finally free to enjoy Cookie’s antics whenever I wished.

I paid attention, and discovered that Cookie returned to her room from the shower at almost the exact same time – though not every day.  I seriously doubted that she wasn’t showering every day, but for some reason, she didn’t always walk into her room afterwards.  I noticed that she also didn’t sleep in her room every night.  It was curious, but I had a goal in mind, and focused on that.

Cookie’s post shower show was after all my lectures were over for the day.  Because I had the dorm to myself, I could finally watch it live, and have control of the camera.

She didn’t disappoint.  My mom’s hot friend walked into her room, wrapped in towels, and I made ready with the camera controls.  The resolution and frame rate of the camera were great.  When I zoomed in on those tits, I could almost count the little bumps around her nipples.  Panning down, I could see her pussy peeking out from the dark nest of curls around it.

It was going to make for some great screen grabs, which were making me quite popular in my small circle of friends.  She probably had a half dozen guys jerking off to her every night at that point.  The videos I kept for myself.

As hot as it was, that was just a preview for the main event.  With Christmas vacation fast approaching, my study load was light, creating the possibility of watching her play with herself live as well.  Fortunately, the camera had the capability to send an alert to my phone whenever it kicked on.  All I had to do was wait for that ping on my phone.

There was no luck that first day, and no after shower show the next two days, but finally, the camera activated and I saw her climb into bed, in her nightgown, and turn on the television.  I left the app running on my phone, glancing at it every so often as I went over the notes from the morning lectures.

The moment her hands started roaming over those tits of hers, I screen-mirrored the app to the television.  For good measure, I turned on the radio and stuck it near the door.  Zooming in let me see her nipples poking at the material of her nightgown.   For some reason, she never did more than pull up the hem of her nightgown far enough to reach her pussy.  I would have loved to watch her tits jiggle while she played with herself, but that wish simply hadn’t come true.

As usual, she started with slow, teasing touches over her panties, but then she broke from the norm.  After a few seconds, down went her panties – pink this time – and she went straight for her vibrator.  Whatever she was watching must have really turned her on.

I was right there with her.  Even though I was wearing sweatpants instead of jeans, I felt extremely constrained.  I pushed them and my underwear down, though I only gave my cock a little squeeze at first to calm it down.  I had to give it a harder one when she slid her vibrator in her mouth to wet it before aiming it at her pussy.

I zoomed in just in time to watch that bright red dick vanish inside her.  She wasn’t playing around – that’s for certain.  She fucked herself hard and fast, forcing me to zoom out a little because all I was getting from the super close shot was motion blur.  Once I adjusted the camera, I stared hard at the vibrator plunging into her.

It didn’t take long before the hairs around her pussy grew damp and creamy.  I could see her pussy juice smeared on the vibrator as well.  As hot as the close shot was, I loved the looks on her face and how red it got before she came, so I pulled back the camera.  I left it in the perfect place to see everything except below her knees, grabbed an old t-shirt, slid my dick into it, and joined her.

Cookie writhed on the bed, jamming the vibrator into her pussy.  Her head lolled back and forth on the pillow.  Her other hand alternated between playing with her tits and clawing at the sheets.  I could see the redness rising in her face, and it was almost like a timer counting down to her orgasm.

I pumped my fist over my cock, doing my best to keep quiet so nobody down the hall would hear me.  I was trying to hold back, and come with her, but just as her face grew as red as a stop sign and the hand jamming the vibrator in her began to falter, I lost the battle.

I choked off a grunt in my throat as I exploded into the t-shirt and fought to keep my eyes open.  By my third spurt, she was coming too.  She thrashed on the bed, her hips rising up and slamming back down to the mattress as she came.  I’d finished coming and let go of my dick by the time she settled down.

I had to laugh when some commercial on the radio was using the song, Oh Come, All Ye Faithful.

Watching her suck her vibrator clean set off a full body tremble in me.  I finally let my eyes close when she put the vibrator on her nightstand, and settled into the afterglow.  Eventually, she pulled her panties back up, turned off the television, and shut off the lights.

I happily turned to the task of selecting screen grabs and editing down the main event for my video spank bank.

The hard drive at home was filling up, but I could sneak over there at any time and transfer everything to a flash drive.  I knew I would be there for Christmas anyway, so I didn’t fret over it much.  I did make a mental note to copy the last of my favorite Milf porn off the hard drive to free up more space, though.

I had no luck the next day, beyond seeing Cookie in her nightgown when she went to bed.  I was out most of the day the following day, hanging with friends.  I’d barely settled into the dorm before checking what the cam had recorded that day.

Cookie walked in from her shower, and while her stripping off the towel was enjoyable, it was becoming routine.  What happened next was anything but.

“What have we here?” I muttered when she started tossing sexy lingerie on the bed.  That explained the shopping bag I hadn’t paid much attention to when she brought it into the room during an earlier recording.  There were red stockings, a garter belt, panties that matched the stockings, and a lacy red bra.  Then she started dressing up.

That bra was so airy that it barely hid her tits at all.  I could still clearly see the outline of her areolas and nipples through the gauzy cloth.  The panties were just as thin, though the waistband did show through the garter belt in the sexiest way, once she slid that on.  Finally, she put on the stockings, and stood up to admire the look in the mirror on the back of the door.  Her little half pirouettes gave me a great look at her from virtually every angle as well.

She suddenly broke out into a smile, said something toward the closed door, and then struck a sexy pose with her hip cocked to the side.  I couldn’t see the door to the room, but I could tell she was talking to someone there, and she licked her lips when she finished.  Then she walked that way.

All I could really see was Cookie’s back when she stopped.  Then all of the sudden, a gorgeous leg in red stockings curled around the back of Cookie’s.  That was enough for me to work out from what little I could see that she was kissing another woman.

“Holy fucking shit,” I whispered, leaning in closer. “Ho, ho, ho.  Merry Christmas to me.”

My heart raced and my dick throbbed when I realized Cookie was pulling the other woman into the room.  I had a fraction of a second to see that the other woman was blonde, and wearing white lingerie, other than her red stockings.

Then I realized the blonde was my mom.

I slapped my phone face down on the bed and scooted away from it.  My face was burning and my head was reeling.  I’d never had any hint that Cookie was into girls before, and sure as hell didn’t know that my mom was.

My mom.  I’d just seen my mother in sexy lingerie that left little to the imagination, and I couldn’t get the image out of my head.  I covered my eyes, shook my head, and tried to chase it away, but it wasn’t working.

I grabbed my phone, intending to close the app, and then blank out every file on the camera later.  That’s what I intended to do, anyway.  When I picked it up and turned it back over, I couldn’t stop myself from looking.

Cookie’s bra was pulled down below her tits.  It was still on, but it had been yanked down.  She and my mother were kissing, and feeling each other up.  They were really going at it.  Slowly, but surely, they were moving closer to the bed.

Mom was wearing something other than a bra.  I’m not sure what it’s actually called, but I think it’s a bustier.  Doesn’t really matter, because Cookie proceeded to pull the straps of it off Mom’s shoulders, and then pushed it down.

I guess I sort of knew that Mom had big boobs, but I didn’t really know how big until that moment.  They were almost as big as Cookie’s.  It was as if I was hypnotized.  I couldn’t look away.  Mom had bigger nipples than Cookie, but not by much.  They still looked tiny compared to the size of her tits.

Mom put a hand behind her friend’s head, and Cookie leaned in to suck on Mom’s right nipple.  She only did it for a few seconds before she let go and slowly squatted down.  Cookie kissed Mom’s side as she dropped to her knees.  My mom’s head lolled back, and it looked like she was moaning.  Then she grabbed her tits, squeezed them together, looked down, and said something.  Cookie looked up, gave her a crooked grin, and then slid her fingers under the side of Mom’s panties.  Then she pushed the satiny-looking cloth aside.

Mom had a hairy pussy too.  The hair was shorter than her friend’s, and the triangle above her pussy was smaller.  The lighter color meant that it didn’t hide her pussy as much as Cookie’s dark hair.  It was even less hidden when Cookie used her fingers to part Mom’s pussy lips before sliding a finger inside her.

Even though I’d always had a thing for older women, I’d never thought of my mom in a sexual way before.  It was impossible not to as I watched her friend finger her pussy.  Mom was squeezing and rubbing her tits, and sure looked like she was enjoying it.

Cookie pulled her finger out of Mom’s pussy and sucked it clean while looking up into Mom’s eyes.  Mom shuddered so strongly that I could see it even in the small screen of my phone.  Then her dark-haired friend pushed her toward the bed.  Mom didn’t hesitate at all.  She stepped over, climbed in, and moved to lie down on the pillow.  Cookie was right behind her.

My heart raced as Cookie crawled up into the bed, over my mom’s body, and kissed her hard.  Their tits were pressed together, and Cookie was grinding her pussy against Mom’s leg.  Mom was humping her pussy up against her friend, too.  Cookie broke from the kiss, and planted a kiss on Mom’s neck.  Then she moved lower, and kissed both of Mom’s tits, one after the other.  She paused, looking up at Mom, and then sucked a nipple between her lips.

By that point, I was so turned on that there was no holding back.  I squeezed my aching cock, and clicked to mirror my phone to the television.  I had to see more.  Mom ran her fingers through Cookie’s hair, still trying to rub her pussy against her friend.  The angle meant that I couldn’t really see what Cookie was doing, but it was easy to infer that she was sucking and licking Mom’s nipples, while squeezing her big tits.

I saw Mom say something, and Cookie responded by kissing Mom’s stomach, just below her tits.  Mom pushed on the top of her friend’s head.  Cookie kissed lower, and lower, until she was hovering over Mom’s pussy.  She pushed Mom’s panties out of the way, and dived in.

It was right about then that my hand developed a mind of its own.  My face got pretty warm when I realized I was stroking my dick through my sweatpants while I watched Cookie eat Mom’s pussy.  I froze up and hesitated for a second, but it was only for a second.  I was too hard and turned on.  I pushed my sweatpants down and surrendered to the inevitable.

From the way Mom was writhing, I guess Cookie was a hell of a pussy licker.  One of Mom’s hands was everywhere.  She clawed at the bed, played with her tits, ran her fingers through her hair, sucked on her fingers...  The other stayed in one place – right on the back of Cookie’s head.

Mom’s face started turning red, and there I was, jerking off, on the edge of my seat, waiting to watch my mom come.  A flash of movement caught my eye, and I realized that Cookie was playing with herself too.  She’d shoved her hand into her panties while she was licking Mom.

Mom was way ahead of her, though.

I gasped as I watched both of Mom’s hands slap to the back of her friend’s head, and grab fistfuls of hair.  Her hips bounced up from the bed, slammed back down, and then she half sat up.  Her face was bright red, and her mouth was wide open.  I knew she had to be screaming.

It only took a couple of strokes after that for me to blow my load all over my stomach.

I was sitting there, covered in cum, watching my mom have an orgasm.  Mom eventually pushed Cookie away, and her friend crawled up to kiss her.  The sight of Mom tasting her own pussy on her friend’s lips was almost too much.  They lay down together, and I think they were laughing as they cuddled and softly kissed.  The video cut out when they stopped moving enough to trigger the camera.

Still panting for breath, blushing, and far less ashamed than I know I should have been, I scooted over until I could grab some tissue to clean up with.  It was the biggest load ever, and had shot up all the way to my neck.

Once I cleaned up, and caught my breath, I saw that another long recording had happened only a few minutes later.  I had to know.  The video started with Mom sitting up, and scooting toward the foot of the bed.

My still-sensitive cock ached in protest, because it was obvious that Mom was going to return the favor and eat Cookie’s pussy.  Sure enough, she slid between her friend’s thighs to go down on her.  Almost immediately, I noticed that Cookie’s lips were moving.  She was talking while Mom ate her out.

I wondered what she could possibly be talking about, because she kept at it.  Some of what she said seemed to be turning Mom on, because I saw her pull her panties aside so she could rub her clit.  She also looked super excited at times, bearing down between her friend’s legs.

It obviously wasn’t Mom’s first time.  I saw the telltale blush creeping into Cookie’s face, and she started to writhe.  I was more than a little surprised when it got me hard again.  It usually took a lot longer after coming.  I shifted my erection back and forth – just enough to calm it down – and kept on watching.

Cookie’s face grew redder by the minute, but I could see that she was still talking – albeit between what I assumed were screams and yelps.  When she came, Mom stayed right in there, licking her friend’s pussy while Cookie thrashed around on the bed.

Eventually, Mom crawled up to kiss her friend.  I was looking at Mom’s exposed body as much as I was Cookie’s.  As it had before, the video ended while they were cuddling and kissing.

I did silently debate it for a few minutes, but eventually saved both videos.  Nobody was getting screen grabs from that, either.  I wasn’t letting anyone else see my mom naked.

Except me.

**

Unfortunately, there was a dry spell after that.  Cookie rarely came into her room except to sleep, and she only did that about every other day.  The two videos I had of her and Mom going at it carried me though.  Every time I started one, the tiny bit of shame I felt at what I was doing grew fainter.

Finally, I got a ping on my phone in the early afternoon on a Friday.  I was surprised to see Cookie wrapped in towels, as it was so much earlier than she usually showered.  I was hungry for new glimpses of skin.  Truth to tell, I was also hoping that Mom would be coming through the door any moment.

I took control of the camera, sent the feed to my television, and went to work zooming in and exploring her body, purposely aiming for new screen grabs.  My friends were getting impatient for more.

Cookie walked over to her nightstand and picked up her phone, giving me an incredible view of her ass in the process.  She tapped away, and then brought the phone to her ear.  It was strangely sexy watching her make a naked phone call.

My phone rang, and I quickly looked down to deny the call from an unknown number, because it was blocking my view on the screen mirror.  When I looked back up, I saw Cookie staring straight at the camera.  She pointed at her phone and raised her eyebrows.

As you can imagine, I went into full-blown panic mode.  After a minute, I assume my voicemail kicked in, and I saw her roll her eyes.  She pulled the phone away from her ear, tapped away, and the message alert went off on my phone.

“Answer the phone or I tell your mom about the camera,” the message said.

She kept staring at the camera as she brought the phone back to her ear again.  Sure enough, my phone rang.

I swallowed hard, accepted the call with a trembling hand, and raised it to my ear.  I couldn’t force any words out, though.

“Hello, Wayne,” she said.  When I didn’t respond, she impatiently repeated, “Hello.”

“I... Uhm...  Uh...” I stammered.

“Get in the car, and come over here right now,” she said.

“But, I–”

She cut me off before I could fumble for an excuse.  “You have two choices.  Get in the car, or I hang up and call your mother.  If you doubt me, just keep watching on your little spy cam.”

“I...  Okay.”

“I know how long it takes you to get from there to here, so don’t dilly-dally.  If you’re not here when I expect you, I will be calling again.  Chop chop.”

She ended the call, and the video feed replaced the mirrored call screen on my television.  She was still naked, and making absolutely no effort to cover herself, as she walked toward the clothing she’d laid out on the bed.

I knew I was a dead man walking, but I was also on a timetable.  I had to hope and pray that her threat to call my mom meant that she might not if I did what she told me to do.  I closed down the app, shut off the television, changed clothes, and got in the car.

I felt like I was driving myself to my own funeral all the way to the house.  Colored lights, Santas, reindeer, snowmen, and angels mocked me with their holiday cheer the whole time.  I’m certain I knew exactly how a man being led to the gallows felt as I walked up to the door in a stiff breeze of swirling snow.  Cookie opened it as soon as I stepped on the porch.

“Come on then,” she said, stepping aside to let me in.

As soon as I was inside, I said, “I’m sorry.  I know–”

“Shush!” she demanded, sticking a finger in front of my face.  “Follow me.”

I took another gallows walk to her room, anticipating that she was going to make me take down the camera while reading me the riot act.  The door to her room was open, and she waved me inside, so I stepped in and stopped in front of the bed.

Cookie closed the door behind her, pointed at the camera, and asked.  “Did you honestly think you were going to get away with that?  Well, obviously, you did.  Otherwise, you wouldn’t have tried it.”

I opened my mouth to say something.  I honestly don’t remember what it might have been, because my brain was a muddle of fear and shame.

It doesn’t really matter, because before I could get anything out, she said, “Zip it!”  Once I snapped my mouth back shut, she said, “I assume you don’t want your mother to find out about this, right?”

I nodded and said, “Yeah.”

“Then you’d better do exactly what I say, and tell me the truth.  Have you been uploading that video anywhere?”

“No,” I answered.

Her eyes narrowed.  “Really?  Nobody else has seen it?”

It was as if she was staring straight into my soul.  I answered, “I...  Uhm...  I showed a couple of my friends some pictures.”

“Not video?”

“Just pictures,” I quickly clarified.

“Of me naked?”

I nodded.  “Yes.”

“Just pictures, and just to your friends?”

“Yes.”

“You’d better be telling the truth, because if I find out I’m the new amateur star on some porn site, you’re in deep trouble.”

“I promise.  I didn’t show anybody the videos.  Just pictures, and most of them don’t have your face in them.”

She let out a mocking chuckle and said, “Not what you were interested in, huh?”  She waved a hand toward me.  “Okay.  Take your clothes off.”

I know my eyes had to be the size of dinner plates when I asked, “W-what?”

“You heard me.  Take your clothes off.  You want to look at me naked, so now I’m going to look at you.”

“Seriously?”

“I’m deadly serious.  You’d better start stripping.”

I stood there for a few seconds, staring at her.  She stared right back, and started tapping her foot.  My racing thoughts latched onto something and I knelt down to untie my shoes.  It was the safest way to technically do what she was telling me to do.

Her foot was still tapping when I finished.

I stood back up and kicked off my shoes.  Then I lifted each foot in turn, and pulled off my socks.  I looked at her, wondering how far she was going to take things.

“Go on,” she said, folding her arms across her chest.

My shirt was next.  Again, I looked at her, and she only tapped her foot harder in response.

My hands shaking, I unhooked my belt, unbuttoned my pants, and unzipped them.

“Don’t take all day,” she chided.

I blew out a sigh and pushed down my jeans.  After a little bit of wriggling, I managed to get out of them.  That left me standing there in my boxers.

Cookie let out an exasperated sigh and said, “For the love of...”  She took two steps forward, grabbed my boxers, and yanked them down.

I was so confused, embarrassed, and scared out of my wits that I was as limp as a noodle, standing there with my boxers around my ankles.

She glanced down at my cock, and then looked me in the eye to ask, “So, are you playing with that while you’re looking at me naked?”

I knew there was no way I could get away with any other answer, so I quietly said, “Yes.”

“What about your little friends?  I bet they’re beating their meat to me, too, huh?”

I shrugged.  “Probably.”

She stepped in closer, cupped her boobs, and pushed them together.  “You like looking at these, don’t you?”

I nodded.  It seemed like some of the edge had left her voice, and there was a sparkle in her eye.

“Bet you’d love to touch them, wouldn’t you?”

She was right in front of me when she said that, holding her tits up.  They were practically in my face.  She let them go, and did the absolute last thing I would have ever expected.  She grabbed the tail of her top, yanked it over her head, and tossed it aside.  I stood there wide-eyed, open-mouthed, staring at her bra.  That was enough to overcome my fear response, and blood started rushing down below.

Cookie reached behind her back.  “You’d love to get your hands on these tits, wouldn’t you?”  The bra went slack when she unhooked the clasp.  “Say it.”

“Yeah.”

“Yeah, what?” she said while slipping down one of the shoulder straps, but making sure her tits stayed covered.

“I’d love to touch your tits,” I blurted out.

Down came the other shoulder strap, and just like that, her gorgeous, naked tits were right there in front of me.

“Well, go ahead,” she said.

I hesitated, unsure if she was serious.  She showed that she was beyond any doubt when she grabbed my wrists, lifted my hands, and put them right on top of her breasts.  I sighed as the big, soft globes filled my hands.

“There you go,” she said.  “You do know that you deserved that scare for spying on me, don’t you?”

To tell the truth, I only half heard her.  I nodded, though almost all of my attention was focused on squeezing, caressing, and exploring those huge tits.  She certainly attracted my attention when her fingers brushed my stiffening dick, though.  I gasped at the unexpected touch.

“I guess you do like them, don’t you?” she asked while her fingertips tickled my cock.

“Love them.”

“Can’t wait to see what this looks like hard.”

She didn’t have to wait long.  Between her touch and my hands overflowing with her heavy breasts, I was rock hard in no time.

She let out a curious sounding moan when she curled her fingers around my erection.  “I knew you were jerking this to me as soon as I saw that camera.  It made me so wet.”

“Really?” I asked, taking my eyes off her tits for the first time since she’d exposed them to me to look into her eyes.

“Oh, god yes.”

She sidestepped, still holding onto my cock, and I followed along, concentrating more of my exploration on her stiff nipples.  She rewarded me with a moan as we continued to move toward the head of her bed.  Cookie suddenly let go of me, sat down, and pushed me back.  She licked her lips when her eyes dropped to my dick bobbing in front of her.

“Not bad,” she said while running her fingertip up the underside of my erection, making it bounce more energetically.  “Big enough, and it’s nicely shaped.  No ugly veins.”  She looked up and said, “You could use a bit of a trim, though.”

“Never done that,” I said in a voice husky from her touch.

She laughed.  “I can tell.  Not a huge deal.”  She reached over and picked up her phone off the nightstand.

That took me out of the moment.  There were several reasons she could be reaching for her phone, and none of them were particularly enticing.

“You’ve got pictures of me naked, so now it’s time to return the favor,” she said while tapping on her phone.  She looked up once she’d brought up the camera, laughed, and said, “Look at you blush.  Just relax.”

Easier said than done.  My ears continued to burn while she snapped a picture from straight on.  Then she pushed me back a little, slid off the bed, and knelt down to take a profile shot.

“Just one more,” she said, and then switched to the front facing camera.

My breath caught in my throat as she leaned in, watching the display on her phone, and parted her lips.  That breath came out explosively when she wrapped her lips around me, and snapped a picture.  She left the head of my cock in her mouth for a few seconds, sucking and running her tongue over it.  I groaned when she let it slip out of her lips.

I was more than a little self-conscious as she stood up and checked the pictures on her phone.  She shivered as she sat it down on the nightstand once more.

“Lie down,” she instructed.  “I need to get out of these pants before I soak my panties.”

She wasn’t waiting, and unbuttoned her pants as soon as she said it.  My eyes locked on her, I turned, sat down, and then scooted onto the bed.  Cookie danced as she pulled down the zipper, revealing a pair of lacy white panties.  She turned to face away from me, her hips swaying, and I had to give my cock a squeeze to calm it down.

Somehow, she managed to push her tight pants down without her underwear going with them.  Once her pants were around her thighs, she bent over, thrusting her barely covered ass toward me.  She kept pushing her pants down, bending ever lower.  I got tantalizing glimpses of her hanging breasts as she shifted back and forth, freeing her legs from her pants.

Once her pants were pooled on the floor, she dragged her hands up the back of her gorgeous legs to her ass.  She squeezed both cheeks, and then turned in a slow circle, letting me see the dark shadow of her pussy hair behind the gauzy covering of her panties.  Once she completed the circle to face away from me again, she hooked her thumbs under the waistband of her panties.

Cookie slowly pushed her panties down, baring her ass.  She wiggled it for a second or two, and then bent over again.  I let out a long sigh of breath as the cloth slipped down, revealing her hairy pussy – almost within reach.

Her panties continued their journey, bunching up into a thin stripe stretched between her legs.  Once they were past her knees, she pulled her legs together and let them fall to the floor.  Two quick steps freed her feet, and she turned back toward me.

“You don’t mind that I’m not shaved, do you?” she asked while running her fingers through the dark curls between her legs.

I shook my head.  “No, your pussy looks great.”

Cookie climbed into the bed, scooted in next to me, and brushed my hand away from my dick.  Then she replaced it with her own.  I couldn’t help but groan from the feeling of her soft hand sliding up and down my shaft.

“I guess you do like it.  You’re as hard as a rock,” she said while looking at me with a smirk.

“I love it.  That feels so good.”

“I was shocked at first when I saw that camera,” she said.  Her hand was loose around me, and she stroked slowly up and down my erection.  “But then I started thinking about it, and it got me hot.”

“You liked me watching you?”

“And the thought of you jerking off to me,” she added.  “I got a stepladder and climbed up so I could get a good look at it a couple of days later, over by the wall, where it couldn’t see me.”

She paused in her stroking to smooth a drop of pre-cum into my cockhead with the tip of her finger, and then continued.  “I figured out what brand the camera was with a little research.  I took a guess about something, and found out I was right.  You know, you should probably password protect that computer.”

I swallowed hard, knowing what videos were saved on that computer.

“So, did you enjoy watching your mom and me eat each other out in our sexy lingerie?”

Hearing her say those words made my cock throb, despite the fear coursing through me because she knew about the videos.

“There’s my answer,” she said.  “That cock is throbbing.  You loved it, didn’t you?  You made yourself come watching us.  That is so fucking hot.  Say it.  Say you made this cock explode watching your mom and I go down on each other.”

I couldn’t believe she was turned on by the thought of me jacking off to her and my mother.  I nodded.

“Say it,” she repeated.

“Yeah,” I answered.

“Say you jerked off to us,” she reiterated while tightening her grip on my cock.

“I jerked off to you,” I said in a rush.

“Did you come hard?”

“So hard,” I admitted.

Cookie shuddered and gasped.  Then she looked at me, and said in a breathy voice, “Oh god, yes.”

The next thing I know, she’s brushing her hair over her shoulder and leaning into my lap.  I stiffened and croaked when her lips wrapped around me.  The way Cookie sucked me was amazing.  Her cheeks were pulled in, and I didn’t feel her teeth at all.  She was using her tongue in the most amazing ways too.

She let me slip from her lips long enough to ask, “Are you a virgin?”

“No,” I answered in a voice shaky with pleasure.

She took me in a couple more times, the feeling of her hot mouth making my hips lift toward her, and my fingers claw at the sheets.

“How many girls?” she asked, and again sucked me before I could answer.

“Just one.”

Cookie pulled her lips slowly back to the tip, and looked up at me.  “Who’s better?”

“Y-you.  Feels so good.”

“Mmm hmm.  Let me show you how a woman sucks your cock.”

That she did.  I gasped when she sucked me deeper than my girlfriend had ever even tried.  I could barely believe how she was taking it so deep and fast, while still sucking so hard.  Her hair bounced and caressed my thighs, and the weight of one of her tits rested on my leg, too.  I reached up, put a hand on the back of her head, and she moaned in approval.

It didn’t take long to set off a hot itch in the head of my dick, which spread rapidly.

Cookie let me slip from her lips with a slurp.  My cock was absolutely coated in her saliva.  She stroked it with her hand and asked, “I bet you’d like Mommy to do this for you, wouldn’t you?”

For an instant, Cookie’s dark hair vanished, replaced by Mom’s blonde in my mind’s eye.

“You’d love for Mommy to suck your cock and make you come, wouldn’t you?”

That drew a whimper from me, and I could imagine both of them between my legs.  I could almost see Cookie stroking me while Mom licked the head.

“I can feel you throbbing.  Admit it.  Say yes.”

The word burst out almost instantly.  “Yes.”

“Yes, you want Mommy to suck all of that cum out of you?”

“Yes, I want Mom to suck me off,” I answered in a rush.

“Oh, baby,” she said.  “Show me how hard you’d come in Mommy’s mouth.”

It stunned me just how much that admission had turned me on.  On top of that, Cookie was sucking me even harder and faster – somehow.  Her head bobbed in my lap – air hissing through the corners of her lips – and she moaned around me.  I grunted and growled, unable to hold it back, imagining it was my mom blowing me instead of her.

I went off like a volcano.

Cookie croaked when my cum blasted into the back of her throat, and quickly pulled back to the head.  She sucked the head of my cock and pumped her hand at the base of the shaft, milking jet after jet of cum into her mouth.  A tiny bit had dribbled down her chin when I first came, but she didn’t let a single drop escape after that.

I tried to push her away with weak and shaky arms when I couldn’t take any more.  She didn’t stop.  When I shoved her hard out of desperation, she finally relented, chuckling as I slipped from her lips.

“Oh my,” I heard her say as I lay limp and twitching.  “You had quite a load for Mommy, didn’t you?”

All I could do was groan.

I felt the bed shift, and opened my eyes.  Cookie was walking – sauntering really – over toward the television.  She must have felt her eyes on me, because she looked back over her shoulder and winked at me.  She bent far lower than necessary to retrieve a disc from the bottom of the television stand, and then put it in the player.

She returned – putting on a show by rubbing her hands up and down her body – and crawled back into bed.  She grabbed a remote control off the nightstand, and started the movie.

It picked up mid-scene.  A young guy was fucking an older woman, while another older woman played with her clit.  They were all wearing Santa hats, and the women were wearing red, fur-trimmed stockings.  That second woman said, “That’s it.  Fuck Mommy’s pussy.  Make your aunt a nice, warm creampie.”

“Oh yes!  Fuck me hard, Son!  Fill me up!” the other woman screamed.

Cookie snuggled in next to me, making sure her breast was resting against me, and ran her fingers through my hair.  “Isn’t that hot?”

“Yeah,” I said absently.

“I was watching this with your mom a few days ago.  This is as far as we got before we had to take care of each other.”

“Mom likes this?” I asked.

“Oh, she loves it.  You know what we do?  We pretend I’m her little sister when we’re having sex.  My son stands in for her nephew in our little fantasies.  I even found some of his dick pics on his computer so she can really imagine what’s fucking her.”

I looked at her and asked, “Do you...  Uhm...”

“Do I what?”

I somehow found the courage to ask, “Do you fuck him?”

She laughed.  “I wish.  I’d have to pry a half dozen girls off of him to even have a chance.  The thought of it makes me come so hard though.”

I took a moment to process that.  Hearing her so openly and excitedly talk about wanting to fuck her son prompted me to ask, “Have you ever talked about me?  You and Mom, I mean?”

“That was a little too much for her at first, but I’ve brought her around.  I told her that I might be able to find a young guy to stand in for you and fuck us both.  She’s really getting into it now.  That’s what I was telling her in your video when she was eating my pussy.  I was building a fantasy of you fucking her hard from behind, shoving her face into my pussy.”

“She was getting off on it,” I said.  It was a statement, rather than a question.  I’d seen the evidence firsthand.

“So hard.  You probably saw us leave the room after she made me come.  We went back to hers, got out her strapon, and I fucked her silly with it.  She was calling out your name the whole time.”  Her voice changed into a fair imitation of Mom and she said, “Yes.  Fuck me, Wayne.  Make me come, honey.”

I sucked in a shuddering breath and slapped a hand over my protesting cock.

Cookie chuckled.  “Still a little sensitive, huh?”

The television wasn’t helping, because at that moment, I heard, “Do it.  Come in Mommy’s pussy.  Give it to me, Son!”  Immediately after, the guy in the movie let out a roar.

“Mmm,” Cookie moaned.  “I can imagine that for real.  You blowing your load deep in Mommy’s pussy.  How about you?”

I was doing exactly that, and the pangs shooting out from my cock were making me twitch.

Cookie moaned again, and shut off the television.  “Relax, but stay awake.  I just want you to get over being sensitive so you can get hard again.”

I looked at her, and apparently what I was thinking was written plainly on my face.

“Yes,” she answered my unspoken question.  “That means I want you to fuck me.”

I grunted, and she chuckled.  A few seconds later, she bent one knee upward, and her hand slipped between her legs.

“Is this too much?” she asked while teasing her clit with the tip of her finger.

The sharp ache between my legs was screaming yes, but I shook my head anyway.

“Mmm...  Good.  You like watching aunt Cookie play with her pussy, don’t you?”

“Uh huh,” I answered, my muscles stiffening.

Her fingers delved through the dark hair between her legs, rubbing and probing.  Quiet whimpers and moans tumbled from her lips all the while.

“I’m so wet,” she said after a minute or so.  Then she plunged two fingers inside her, well past the second knuckle.  When she pulled them back out, they shimmered with wetness.  She held them up and said, “See?”

“Uh huh.”

“Do you want a taste?”

Though it sent a pang of discomfort through me, it wasn’t as sharp as the previous ones.  I said, “Yeah.”

“Yes, aunt Cookie?” she prompted.

“Yes, aunt Cookie,” I repeated.

She lifted her fingers to my mouth.  The scent made me feel light-headed.  It was so much different from the faintly remembered one from my girlfriend – stronger.  When I opened my mouth and she slipped her fingers in, the taste of her was much the same.  It gave me chills.  I sucked her fingers clean as she pulled them slowly out of my mouth.

“Do I taste good?”

“So good,” I answered.  She raised her eyebrows, and guessing what she wanted, I said, “So good, aunt Cookie.”

She let out a long moan, trembled, and then buried her fingers inside her again.  “Oh, I need more than my fingers.  Make it hard for me again.”

Though my sensitivity was fading, I wasn’t there yet.

After finger fucking herself for a few seconds, she pulled her fingers back out.  This time, she reached over and rubbed the slippery digits over my cock.  It twitched.  I grit my teeth from the shockwave that shot through me, but as it ebbed, I felt blood flowing down below.

She must have felt it too, because she gasped, and rubbed her slippery fingers harder.  “Oh, yes.  Make it hard for me.  I want you deep inside me.  Do you want to be inside me?  Do you want to fuck me?”

“Yes,” I answered as my dick ever-so-slowly swelled.

“You want to slide that cock into aunt Cookie’s pussy?”

I didn’t miss the emphasis she’d placed on her assumed name.  “I want to fuck you, aunt Cookie.”

“That’s right.  Make it hard,” she cooed, still rubbing me.

It was slow going at first, but then she buried her fingers inside her again, and arched her back.  The sight of those big titties jiggling seemed to break a dam somewhere inside me, and my dick straightened.

“Oh yes,” she said, and sat up.  She bent over, with her ass facing me, and slurped my cock between her lips.

She fumbled around with her hand as she massaged my cock with her lips.  When she found my arm, she lifted it to her butt.  I squeezed and stroked her ass.

She let me slip out of her lips to say, “Inside me,” and then gobbled me back up.

Even though I had a great view of her ass, I couldn’t really see what I was doing to reach her pussy.  After a little bit of groping around – which drew a chuckle from her – I hit my target.  The warmth – and then wetness – guided my fingers inside her.  She moaned around me.

She was so hot, slippery, and satiny smooth inside.  I couldn’t believe how much her pussy was squeezing my finger as I wriggled it.  That made me think about how much tighter it would be around my dick.

“More,” she said, before engulfing my nearly hard cock again.

I pushed a second finger inside her, and then tried to emulate how she fingered herself.  Her moan was much louder, and the vibrations running through my cock when she did it were incredible.

She let me go with a gasp, and pulled away from my fingers as she spun around.  While I was bringing my fingers to my lips to suck them clean, she straddled my chest.  I tasted her pussy, and watched her bend over to retrieve her phone.

“Are you ready to be inside me, baby?” she asked while tapping on her phone.

This time, I was ready.  Honestly, the kink of calling her my aunt was really starting to work for me as well.  “Uh huh, aunt Cookie.”

“Good boy,” she said.

To be continued...

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