It all started in 1968 when i came home from the navy. as i told you before i had fucked my sister on the couch while everyone slept. a few years later i got married. she wasn't the greatest but she did in a pinch. we had this apt. downtown and i was the manager of this little place. only had 12 apt. but it was home. my mother came to stay with us because she had lost her apt. we gave her the hideabed in the front room. most nights were just like all nights, a little tv idle chat and then to bed. my mom would sit in her chair with her nightgown on and every once in awhile she would bend over or move and her tits would show. sometimes she would sit just right and i would see her panties. i even got a sneak peek of her dark brown hairs peeking out. one night my wife went to bed early complaining she didn't feel good which was most of the time. i stayed up along with my mother. let me tell you about her. she was 5' 5" brown hair brown eyes and about 105 soaking wet. her tits were small (34a) even tho she always said they were bigger when and before she had kids. the time that i fucked my sister my mom was living with some clown who before i left for the navy i caught him having her suck his dick. i was asleep on the couch and since the house was small they had made the dining room into their bedroom. but they never saw me watching them. this was the second time i had seen my mothers tits. he was playing with them while mom was sucking his dick. When he came i heard him tell mom to swallow it all. that was the first time i learned of women swallowing cum. from the angle i was at i could see my mom taking all of his cock. she was deep throating him long before linda lovelace made it popular. other time i was outside and went into the house. as i turned the corner i saw my mother sitting on his cock. they didn't see me because i had come in the other door. i backed up and peek around the edge of the door. here was my mother sitting on this guys cock moving her ass up and down. her body hid him from seeing me. he had his hands on her ass and i watched his cock sliding in and out of her. this was the first time i got to see fucking. my mother must have really been turned on because his cock was really wet. each time he slid into her i heard her moan. as i watched i was rubbing my teenage cock. i was getting excited watching this. finally i heard him say that he was going to cum. my mother moan and said, "shoot it deep in me." when they finished my mother lifted up and out came his cock. her hole was stretched open and his cum was running out. it was then i thoought now is the time to get out of here. i left by the way i came in and went to my favorite place in the attic of the garage, where i took out my cock and stroked it till i came. anyhow as we talked it got more towards sexual stuff. i moved over to her bed which she had made up. she had on a black shorty nightgown with white granny panties. they didn't have thongs back then. when she moved i could see her brown pussy hairs outside of her panties. i got a nice hard on. she was in her early 40's and i had just turned 29. as we talked i kept noticing she was glancing down at my bulge. i wasn't hard just had a normal bulge from having a 8" cock. since my mom was so skinny when she leaned forward i could look down the nightgown and see her tits. even her nipples. this did have some effect. who wouldn't. well i decieded to make my move. i reached up and cup her right tit. over her night gown. i heard her inhale deeply. she said don't do that barb may catch us. i told her she would sleep though a thunder storm but i didn't remove my hand. in fact i kneeded it more. again she said to stop so i removed my hand. i thought now is the time to play my ace in the hole. i told her about the times i had seen her sucking and fucking her b/f's cock when they thought i was sleeping on the couch. and about the other i caught her and another b/f fucking in my bed. her eyes got big. "you saw that." she said. "yep, i sure did." i repled. her breathing suddenly got rapid. i again grab a tit. this time she put her hand on top of mine but didn't pull my hand away. i felt her nipple get hard. and i tweaked it some. her breathing got even more heavy. i let go of her tit stood up and dropped my pants. her eyes went straight to my cock. she even licked her lips. i sat back down with my pants around my ankles. and grabbed her tits again. then i felt her hand on my leg. she rubbed my leg in a way that as she moved it she got closer to my cock. then she wrapped her hand around me. boy did i get hard. she looked down to see my cock nice and hard. "you have a very nice sized cock." she said. "its been a long time since i have saw one that big. I bet it would feel nice inside of some woman." with that i took my hand from her tits and i pulled her nightgown off of her body. this was the first time i got a good look at her tits. her tits were small but the nipples were of a good size and they were hard from being excited. i laid her down on the bed and but she didn't let go of my cock. i bent over and began sucking her hard nipples one at a time. sucking one while i tweaked the other. then moving to the next one. all this time my mom slowly stroked my cock. as she stroked i got even harder. since she had panties on i took one hand and moved it down to slide her panties off. she tryed to resist somewhat. she kept saying we shouldn't do this. but i kept sucking and rubbing her pussy though the panties. i could feel her getting hotter and her panties were getting wet. i guess my fingers got the best of her because she lifted her butt so i could slide her panties off. after i removed the panties i laid my hand on her mound. i played with the hair on her pussy. then i slid my finger between her lips and found her clit. it was hard. i played with it while she stroked me. i turned around so i could look at her pussy as she was spreading her legs a little at a time. as we laid in the 69 position on our sides and i looked and fingered her clit i didn't notice what she was doing till i felt her wet mouth on my dick. my mother was sucking my cock. boy did i ever get harder. almost blew my load. she had raised her knees so i spread them widely apart so i could look at her hole. she was wet and getting wetter. her lips had even spread open and i could see the inside of her hole. i wondered how many cocks had been in there. i got up and climbed over her in the normal 69 position i lowered my mouth to her hot wet pussy while she continue to inhale my cock. my mother was a very good cock sucker. i could feel my cock head at the back of her mouth. i didn't know if she was going to deep throat me like i saw her do with her b/f. i was hoping she would. i wanted to blow my load in her mouth and have her swallow it. did i mention she was hairy. she had a bush on her. i don't like hairy pussies but i did fix that problem on future fucks. which i tell you about later. i didn't worry about it cause i had her swollen clit in my mouth and was enjoying how she tasted. i slipped one finger into her wet pussy hole. it was tight. my mom hadn't had a boyfriend in about 5 or 6 yrs so i know she wasn't fucking anybody. maybe thats why she tasted good. no old cum to taste. she kept stroking and sucking my cock. her hips were humping up to meet my face. as she humped up to my face i could hear her moaning as i continued to nibble at her clit and finger her wet hole. she wasn't very happy when i climbed off of her and took my cock from her mouth but i didn't want to cum yet. i told her if i let her keep doing that i would have cum. she said she didn't mind and that it would have been ok to cum in her mouth. she had done it before. i told her to lay back and that i wanted to really eat her pussy good. with that i crawled between her legs and buried my face in her pussy. she grabbed my hair and pulled me into her. i tongued her clit and tongue fucked her hole as deep as i could. she suddenly let go of my head. i looked up and thought we had been caught. but she had grabbed a pillow and had her face buried in it. i could hear her screaming into it. when she finished i got up wet face and all and climbed on top of her. i kissed her tits a few times then i kissed her face and mouth. i could feel my cock poking at her pussy and so could she.. she reached between us and guided me into her. i swear she felt like a virgin she was that tight. for a woman who had 5 kids she was really tight. i almost came right there. she arched her hips up and i slid as deep as i could into her. she was clawing my back and her legs were wrapped around my butt and she was pulling me into her. i felt her pussy giving way to my cock as i shoved it into her. she grabbed the pillow again to muffle the sounds she was making. i continued to deep thrust her. i could feel my cock hitting her womb and she jumped each time i did, she slammed her hips up to meet each of my downward strokes. She removed her face from the pillow and said, "God , yes thats it. fuck me deep and hard. its been to long since i have had a good fucking from a cock as big and as good as yours is." "i am going to cum." she wailed as she grabbed my hips with her feet and my butt with her hands. her pussy was dripping wet. she had made a puddle on the sheets. finally i couldn't hold out any longer. i buried myself as deep as i could and let my load go. she came again when she felt me cum. when i finished cumming i laid on top of her and kissed her a few times. she looked up at me and told me, "we shouldn't have done this. especially with your wife just on the other side of that door." i told i know but it was very good. and i wanted to do it again. she looked at me and said, "i know we shouldn't but now that we have i don't see why we can't do it again." since my dick hadn't went down to much i started pumping her again and of course he got back to his same old hardness. during the course of the night she came a few more times and i came a 3rd time before i pulled my soft dick from her. she got up and went to the bathroom to clean up i guess. when she got back from the bathroom she was blushing some. but she didn't get dressed but sat next to me. we talked some more than she fell asleep. i covered her up after i gave her tits one more suck and kissed her pussy. so there you have it. we did fuck a few more time in that apt. but the next story will be better. it was when she had her own apt. and i needed a place with my daughter to stay