Aunt Annie Pt. 05

Annie looked over at Kat, "I've known Mark pretty much all my life and this might be the first time I've seen him speechless," she chuckled. "Mark, you should blink. I know what the problem is," she said as she rolled off the bed, "You'd better help me with this, I think blood has rushed to the head he's thinking with right now and there's too much pressure."

Kat joined Annie kneeling down in front of the man and all four hands undid and yanked down his pants, "There, wow! It really was trapped," she sighed as she stroked the fully rigid cock, "Wow, are they supposed to be this big?" she looked at Annie.

"This explains a lot," Annie sighed, "my sister is always whistling or humming a song when she does things around the house." She stroked the cock also, her hand below Kat's. "She looked at the redhead, "I'll bet you can't take all of this down your throat," she purred.

Mark looked down as both mouths and tongues attacked his cock. Kat was taking his cock in her mouth while Annie had her head between his legs licking his balls. He'd had hundreds of fantasies about Katerina and Annie, but always just one of them at any one time. He stroked the girls' hair as he felt more and more go down Katerina's throat. Annie's neck seemed bent awkwardly as she was now licking behind his balls on his perineum, just skimming his anus, and now Katerina's face was pressed fully against his pubic hair and she was doing incredible things with her throat.

Kat pulled off with a gasp. Even though Mark's cock was not as big as Martin's, it was still huge. She wanted to ask Annie how this ranked among those she'd had. She let Annie take over and watched as she sucked the fat head into her mouth. Kat let herself get pulled up into a passionate kiss. She felt an urgency from him as he stroked her back never straying to her ass nor her breasts. She pulled his hand onto her left breast and groaned as he immediately slid under her top.

She knew he'd lusted after her long before Malorie had shown her the outfit. It was obvious the way he'd kept looking at her and quickly looking away when she was visiting. She'd started to wear tighter tops with no bra and Malorie had pulled her aside after she wore the first top, which was almost conservative, "You look very nice, don't be afraid to push the envelope when you're here. I know you're teasing him and I'll be thanking you later," she'd said glancing pointedly at her husband. Kat now knew Martin's mom probably had on the red wig after she'd gone home. She started wearing tops tighter, thinner, more see-through. She got happy nods from Malorie and more embarrassed expressions from Mr. Thomas as he quickly looked away.

Mark felt the large soft mass of flesh he'd dreamed about and as the girl lifted her arms over her head he pulled off the top. 'Finally!' he thought, "Fuck, they're perfect,' Her tits were even more beautiful than he'd imagined with huge pale pink puffy nipples. The areolas were velvety smooth and the eraser sized nipples just begged to be sucked on. He felt his cock now deep down Annie's throat and as he played with one breast and sucked a hard nub into his mouth he felt a rising ache in his balls and gently pulled away from the gorgeous redhead, "Christ, Annie. I don't want to cum yet, but wow!"

Annie sat back wiping her mouth, "I see you couldn't wait to take off your top. Such a little slut," she grinned. She stood, pulled off the red wig, fluffed out her blonde tresses. "Sorry, I gotta be me," she giggled as she stripped off all her clothes. She pulled Kat into a kiss and when the girl shyly backed off, she sighed, "You've never kissed a girl before?"

Mark got even harder seeing the girl blush and tentatively kiss Annie again. She looked tense at first, then relaxed and seemed to melt as Annie's hands massaged her chest. He pulled off the rest of his clothes and plopped down in a chair, stroking his cock as he watched Annie pull down the girl's pleated skirt.

Annie looked over at her brother-in-law then back at Kat, "I think Mark wants a show. I take it you've never been with a woman before?"

Kat blushed and shook her head. Annie felt a surge of love for the girl who could not have played a more believable young innocent.

"I can do you and if you feel like to, you can do me," Annie said softly as her hand slid between Kat's legs. Hearing the redhead gasp and close her eyes, Annie looked over a Mark, "I think that's a yes." She led Kat to the bed, turned and whispered back at her brother-in-law, "Don't worry, she'll have her face buried between my legs in no time." Annie felt a surge of love for the redhead who was acting the reluctant lesbian perfectly

As Annie pushed Kat back and spread her legs, she looked up at the girl and winked. Even though Annie and Kat had enjoyed dozens of sessions together, they decided that Kat playing innocent would make things more arousing but she had no idea Kat could blush so well on demand. She'd need to talk to her later to discover how she does that.

Mark watched eagerly as Kat opened her legs and he got a better look at the pussy he'd dreamt about. He loved that she didn't fully shave and her red patch of fur looked so soft. His mouth was watering as he watched Annie's tongue slide up those tight lips. 'How is she going to taste? I'll bet she's so sweet and tangy,' he thought. He stopped stroking his cock as an ache grew in his balls.

Annie knew Mark was getting aroused as she licked Kat's tasty pussy. He might not know he was doing it, but he was softly groaning and she sensed he was leaning forward in the chair. She crawled up on the bed and knelt spreading her knees wide, welcoming the feeling of her labia opening up. She smiled hearing Martin's father loudly groan in appreciation.

Kat felt herself getting closer after the last 24 hours of anticipation. Martin and opted out of his usual half-dozen sex bouts so Kat would good and horny for his father. She couldn't remember going more than 24 hours without getting her pussy pounded ever since prom...in fact she knew she hadn't. She realized it had been almost 48 hours and her eyes flicked to the man's impressive cock and subconsciously licked her lips. She saw how eagerly he was looking at her and realized even with the most beautiful porn star in the world exposing her crotch to the man his eyes were on her. Kat closed her eyes, gripped her breasts, pulled on her raw-feeling nipples gasping out she was cumming.

Annie held onto the girl's thighs as she humped against her mouth. Few girls she'd ever been with came so easily and enthusiastically. She felt her cheeks getting smeared with the girl's cum as she writhed against her tongue and as she finally collapsed back, Annie felt the redhead pull her up.

"God! That felt good," she sighed. She kissed the wet lips tasting herself, then kissed Annie's cheeks. "Sorry, I guess I messed up your face a bit," she sighed. She tentatively reached under and slid her finger up the blonde's slit, "I guess I should try doing that to you?" she said in her little girl's voice. "I hope I do it right."

Annie kissed the girl and whispered in her ear, "Damn, girl. You are really good at this. Did I tell you I love you?" she kissed the girl's ear. Then more loudly, "Only if you want. I'm sure if you don't want to, our friend over there wouldn't be a bit disappointed to fuck your tight pussy I got nice and wet."

Kat looked over at Mark who was looking eagerly at them then back at Annie, "I'm not a mind reader but I'm getting strong vibes he wants to watch me lick my first pussy," she sighed.

Mark watched eagerly as Kat and Annie swapped positions. Kat lay between Annie's legs, their breasts mashed against each other, and kissed her. Mark's eyes were drawn to the two perfect pussies grinding against each other, their labia swollen and parted showing bright pink. He began stroking his cock again thinking how great it will feel when he finally gets a chance to drive his dick into each of those holes and maybe they'd let him fuck their other holes also.

As Kat slowly kissed her way down Annie's body the blonde sighed, "Not every girl likes doing this, so if you don't like it, be honest," she said as the redhead moved down to her breasts. "Yesss, like that. Wow! Perfect, just a little teeth," she panted. "I thought you'd never been with another woman before."

Kat loved acting the first time lesbian and looked up at her blonde friend, "You tell me what you like and don't like," she sighed. She felt Martin's father's eyes on her crotch and as she slid down Annie's body, she pulled her knees up exposing her crotch fully. She knew her labia were swollen and spread open and wanted the man to anticipate plunging his cock into her twat. Annie gently pushed her head indicating she wanted attention farther down her body so Kat kissed her way to the girl's soft bellybutton.

Annie loved having her navel licked and Kat knew that, swirling her tongue around her innie. She thrust her pussy up against the girl's breast nestled between her legs. Kat relented knowing what Annie wanted and moved down to the patch of golden fur.

Kat's legs were now fully spread wide as she'd kept her knees where they were which opened her up more as she kissed her way down the blonde's body. Mark had his cock in his hand, eyes glued to the opening folds revealing her pink vagina. He reached for his phone and took a few pictures, then put it on video and propped it up. He hoped it was alright and would delete it if the girls objected, but no way was he going to interrupt the incredible scene on the bed by asking. Plus, he knew Malorie would love to watch with him.

***********************************************

Malorie felt a little tipsy after the wine at dinner feeling a bit of regret that Mark wasn't here to take care of the ache between her legs. "Why don't you pick out the movie while I get out of this dress and into perhaps jeans," she sighed.

"Mom, jeans? It's late so just put on what you feel comfortable in, you know, what would you wear with dad?" he said, "What movie do you want? We have the new Tom Cruise one."

"Sure, let's watch that. Um, I just wear a long tee shirt when you're not around. I'll wear something more fitting to hang out with my son if that's ok with you," she said as she went down the hall to her bedroom. She looked at the king thinking how huge it looked as she'd be sleeping here alone. She had a sudden ache in her stomach the realization of where Mark was. What if he wants nothing to do with her after screwing those two younger girls? What if the reality of fucking Katerina is so great that he'll want more of her? She tried to get the images of her husband thrusting into Kat's twat out of her head. She's been unconsciously stripping fully naked and pulling on the long tee when she realized she forgot to wear sweats or something less revealing. Shrugging, she pulled on a pair of panties and headed out to the living room.

Martin did a double-take seeing his mom's breasts bounce freely as she came to sit next to him. He was about to mention she didn't want to show too much but bit his tongue. "I queued to the movie. Would you like me to get you some wine?"

"Yes, I'll make the popcorn and help yourself to whatever you want. I know you're underage, but I'm so impressed you allowing your girlfriend to sleep with your father, or should I say both your girlfriends?"

Martin stood up, "Is that weird? I mean Kat, Annie, and I get along so well and I don't know, we never seem to fight about anything," he sighed. "But, you're right. My stomach is in knots. I'm not worried or anything because I know Kat loves me, it's just...I don't know," he sighed. He looked at his watch, "It's been an hour and I miss her, I miss both her and Annie."

"I do know. Look, it's just one night and let's not think about it and watch the movie. I heard it's good, so..." Malorie said, "the bottle of Italian on the right side please," she said as they entered the kitchen.

At first, Malorie lolled against the left side of the couch, trying to keep her legs together, but soon just relaxed as her second glass of wine hit her.

Martin's eyes kept flicking between his mother's legs but tried to focus on the movie. When they paused it for a quick break, Martin was happy to see his mother come back carrying a blanket and sit on his side.

Mal sat down, snuggling up to her son, and draped the blanket across them both. "I need this distraction. Going to the bedroom I was reminded where your father is right now." She looked back at her son, "Not that you are any less in need of a distraction."

"I know. I keep shoving thoughts out of my head. I never thought it would bother me, but...."

Malorie chuckled, "Aren't we a pair. Why did we agree to this? Mark will never look at this old body again after being with Kat and Annie," she sighed.

Martin laughed, "Are you serious? Last year we were comparing mothers at school and, well Drew called you the ultimate MILF and there were a lot of nods of agreement. I'm sorry, but you know what a MILF is?"

Malorie chuckled, "It's not much of a secret, is it? It's flattering I guess."

Martin hesitated, "Um, Bill mentioned that...nevermind, let's get back to the movie," he said as he picked up the remote.

"What? Now I'm curious," she turned to look at her son. "Just tell me. How bad can it be? You just told me your friends want to fuck me."

Martin blushed, "He called you a TILF, you know, T for tits," he blushed.

Malorie laughed, "I do have these going for me," she bounced her breasts. "Ok, nice to know there are men who appreciate me still." She turned her head and kissed her son, a quick peck on the lips, but then looked at him and kissed him a bit less motherly, their tongues playing with each other. She broke the kiss, "Ok, I guess we should change the subject." She pulled the boy's arm over her shoulder and across her chest as she sighed happily. Hitting play on the movie she said, "Ok, let's see how he gets out of this."

Martin's hand was right on her left breast and didn't want to move thinking perhaps his mother was unaware or otherwise unconcerned. Feeling her nipple harden and poke into his palm made his cock throb which he tried to stop with distracting thoughts.

Malorie felt the boy's hand on her chest and blushed unconsciously after placing it there on purpose. She thought about pulling him off, but he seemed unaware he was grabbing her there. She then felt her nipples harden and scrape against his large hand and suddenly desired his touch. Then she felt the pulsing against her back and had no doubt he was aware. She decided that perhaps this was wrong and pulled his hand off her breast but then changed her mind. 'Fuck it. I know what I want right now,' she thought.

If Martin had any doubt his mom was aware that he was feeling her up he knew she realized her mistake when she removed his hand from her breast. He thought she'd put it on her stomach or arm but instead, she placed it on her bare skin below her neck, pushing down gently hinting what she wanted. He felt the smooth skin of her upper chest as he pushed under the loose shirt. Her skin was like silk as he felt her upper chest, then then the swell of her breast, the puffy areola, and the erect nub. He wasn't as cautious now exploring the shape and texture of her nipple. As he pulled gently on her aroused nipple he heard her sigh contentedly.

Malorie closed her eyes feeling the large hand gently stimulate her nipple and draped her left leg over his as her son's other hand stroked up and down her thigh. He kept getting closer to her panty-clad pussy but stopped short every time. She glanced down and saw his pants tenting. She'd seen him once before, though partially erect wondering if he were as large as Mark. If not, then what would happen if Kat wanted more of Mark's huge cock?

Martin could feel the heat emanating from his mother's crotch as he stroked the silky-smooth skin just below her crotch. He loved how this area on a woman's body was always like velvet as if making it easier for the man to nestle between. He felt the edge of her panties and his fingers circled around the hollow made by her stretched tendon. He could feel the moist warmth just next to his fingers and rather than close her legs modestly, she's opened wider, her thigh pressing against his erection. Her breathing was deep with periodic gasps. Should he touch his mother there? He tentatively slipped under the hem.

"Ahhhh," Malorie sighed, "We shouldn't do this," she said while opening her legs wider, "I'm your mother...Oh fuck, damn, you have a nice touch, fat fingers." She turned her head to kiss him again, this time her mouth was more open and she welcomed his tongue into her mouth. "Hmmmmmmm," she moaned as his finger penetrated her slit and pumped in and out of her. Her body was screaming for more, for his lips, his hands, his cock while a small fading voice in her head was telling her this was wrong.

Martin's hand was drenched as he stabbed into his mother's pussy with his middle finger. He knew what she liked as he made sure to press against her clit as he finger-fucked her and pinched and pulled on her nipple feeling her body respond as she writhed against him. He wanted to make her cum, make his mother orgasm and even though his wrist was getting tired, he ground his finger harder against her sopping pussy.

Malorie felt the burning ache in her belly begin to grow, the intensity increase as that fat finger slurped in and out of her, her nipples being pulled hard, and her son's tongue in her mouth. Her son! She couldn't believe she was allowing...no, encouraging her own son to touch her, to arouse her... "Mmmmmpppphhh, mmmmphhh, mmmmm," she exploded, her hips lifting off the couch, legs opened wide humping on the boy's hand.

Martin gripped his mom's pussy hard as she came, now with two fingers inside her. Her mouth was still locked on his, but now sucking on his tongue as if it were a cock. He wondered how her mouth would feel on his cock or if she'd let him fuck her. Maybe that was too much for her since she is his mother, but he'd be happy with a handjob.

Malorie collapsed back breathing heavily. She looked at her son and pulled his fingers out of her and off her chest. She got up and looked down at the tented pants and sighed. "I am torn," she sighed.

"It's ok. I understand," Martin grinned at her, "This was fun but you know...."

Malorie laughed, "No sweetie. I'm torn between giving you a handjob or sucking you off," she said as she pulled off all her clothes.

Martin saw his mom's breasts for the first time in person and he'd known they were large, but seeing how firm they were and how large her pink nipples were caused his cock to ache against his tight pants. Even though she and Annie were both golden blondes, Malorie's trimmed bush was darker than Annie's but her lips looked just as tight, even after his probing. He slid down on the couch cushion lifting his ass when his mother pulled his pants off him. His cock sprang free, slapping loudly on his stomach.

"Holy fuck!" Malorie gasped sitting abruptly back, "You're fucking huge!" She looked at the fat veiny shaft pulsing on her son's stomach reconsidering just a handjob. She tried to get her hand around him but failed. She and Mark were avid porn watchers and loved the guys with big cocks, but they both knew a lot of that was due to camera angles and smaller actresses. She had the sudden urge to call Mark and tell him about their son, but he was most likely busy right now. Also, the next time she saw Annie she needed to find out how Martin's cock compares with some of her co-stars. No way were any as large as this. She felt an incredible surge of pride knowing her son was truly gifted.

***********************************************