Carol stood up as straight as possible so Jeff could undress her like she did with Sue. Jeff approached her with reverence, almost with worship-like movements. Carol smiled at her son, hoping it would smooth any nervousness he might be having. She knew he was having close to a sensory overload, seeing grown women nude for the first time in his life. She was surprised he hadn’t shot his load in her panties already.
Jeff reached out to unsnap the front of Carol’s pants. He had no fumbling or hesitation in doing so, surprising both Carol and Sue. He slowly slide the pant zipper down, gently spreading the front of the pants outwards, showing Carol’s own panties.
“Do my shoes first, please baby”, said Carol. She knew she couldn’t get her pants off over her shoes but Jeff was too excited to think of such detail. But Carol also knew she was going to treat herself like Sue did when Jeff bent over.
Jeff obediently bent over to remove his mother’s shoes. As he did Carol slid her hands down Jeff’s back towards his ass. When Jeff was fully bent over, Carol then palmed both of Jeff’s ass cheeks just as Sue had done her. The irony didn’t escape her that she was feeling her son’s ass for the first time but doing it over her own panties. She couldn’t believe how wonderfully wicked it felt to do so.
Carol raised one foot and then the other as Jeff slipped off her flats and tossed them aside. He stood back up and again held his mother’s pant waist and slowly lowered them to the floor. Carol rested her arms on Jeff’s shoulders for balance as she lifted one foot and then the other, kicking the pants away when they were free. All she now had on in front of her son was her panties. She regretted them not being a thong but she also thought she’d be panty shopping tomorrow for some sexier panties. For both of them!
“Now my panties, please babe”, said Carol as she kept her hands on his shoulders. She again slid her hands down her son’s back, cupping his ass as he slowly slipped her panties down her legs. Carol shivered at the feel of air on her bare pussy, knowing her son’s face was just an inch or two away from it. She knew he could smell her arousal as she could smell it herself, further turning her on.
Carol kicked the panties away as she did the pants. Jeff stood back up, not sliding his face on her body as Carol did with Sue, but he didn’t know to do that.
“Carol, please return here next to me on the couch. Jeff, resume your position between us, please”, said Sue.
Mother and son both returned to their former positions. The only clothing left were his mother’s panties that Jeff had on. There was now a big wet spot on the front of them, visible even through the black material.
Once everyone had settled, Sue again took over. “Jeff, how does it feel to be wearing your mother’s panties, with both of us nude in front of you?”
“It’s just wonderful, something I never dreamed could or would ever happen!” exclaimed Jeff.
“Great!”, said Sue. “Now, here’s what’s going to happen next. Carol is going to rub your dick while you have her panties on. You’re probably going to cum when she does that, which is okay since you’re likely even more excited than your mother and I are. Go ahead and cum whenever you’re ready, it’s okay.”
Carol leaned forward quickly, unable to wait to finally get her hands on her son’s dick in her panties. She spread her hand across the entire front of her panties at first, then closed it enough to grasp his dick. She then began a gentle rubbing motion, knowing it was the first time someone else had ever touched his dick. She lightly dragged her fingertips across his glans several times and that was all Jeff could stand.
“Oh, god, I’m cumming!”, Jeff shouted. Spurts began shooting out his dick, Carol never stopping her rubbing motion on her son’s glans. Jeff’s knees actually buckled, such was the strength of his first non-solo orgasm. Sue and Carol pressed their legs against Jeff’s legs, both in supporting him as well as feeling the tremors in his orgasm. Jeff shot five or six spurts before his dick stopped shooting. Carol could feel the goo through her panties with her hand. She thought, “This feels wonderful!”
Jeff slowly caught his breath, his heartrate coming back to normal. Carol quit rubbing her son’s dick put kept her hand on it, feeling proud in her involvement of her son’s first orgasm.
As Jeff regained normalcy, Sue said, “Carol, I think Jeff could use some cleaning. How about you clean all that nice, delicious cum off of him?”
Carol began to rise off the couch before Sue stopped her. “Where are you going?”, asked Sue.
“Carol said, “To get a washcloth.”
Sue smiled as she replied, “Just use your mouth, honey. It’ll be enjoyable for both of you and will get him ready for round two.”
Carol looked at Sue for just a second before she smiled and looked back at her panties, now coated with her son’s cum. She leaned forward, opening her mouth as she got closer. Jeff saw her movement and pushed his crotch towards his mother’s mouth in order to make it easier for her.
Carol locked her mouth on the gob of cum on her panties and began sucking and licking like her life depended on it. She went from the root of her son’s dick, to his balls, back to the head of his dick. She thrived on every lick and suck.
Jeff placed his hands on the back of his mother’s head for balance as she vacuumed his cum. He couldn’t believe how good that orgasm had felt! His own MOTHER licking his cum out of her panties! WOW!
Sue watched Carol enjoy herself for a few minutes. The she said, “Carol, don’t you think it’s time to slip your panties off and put his dick in your mouth for better cleaning?”
Carol certainly didn’t have to be told twice! She grabbed the panty waistband and almost ripped them down her son’s legs, letting him kick them away. As soon as his second foot hit the ground, her mouth locked onto his dick like there was no tomorrow. Carol began again to lick and suck like there would never be a dick for her again.
Jeff, being a normal teen boy, began his quick recovery process. He felt his dick begin to harden once again thanks to his mother’s skill and enthusiasm. Carol had never been in the past an enthusiastic dick sucker, but this was her SON’S dick she was sucking! He deserved her very best! And her best sucking was indeed what he got!
Within just a few minutes of having his mother suck his dick, Jeff was once again hard. Carol came up for some air but kept her face mere inches away from her son’s dick, staring at it with joy.
“Carol?”, said Sue. “When the last time you got fucked?”
Carol smiled for all she was worth and thought for a second. “It’s been SO long, I can’t remember. Had to have been when Jeff was little, over 10 years ago, I think?”
Sue said, “How about we fix that right now? How about it, Jeff? Would it be okay with you to give your mother’s dry spell a break and fuck her? Cum in your mother’s pussy? Would that be okay with you?”
Jeff couldn’t believe his ears! His mother was eager to let HIM fuck HER? Again, he thought, “WOW!”