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Caught with his Pants Down Ch. 01

By: Olddirtyman



Chapter 1: Don't Do That. Do This.

Katie DeWitt couldn't help watching. Her step-son, Tony, was beating off again. He was seated at his desk, naked from the waist down, in front of his laptop. Katie assumed that he was watching some sort of porn. She gazed at the boy in horny fascination as her husband's eighteen year old son stroked his long, thick cock.

"Good god," she thought, not for the first time, "That thing is incredible."

Her massive breasts heaved with her breathing. She clutched one wide, t-shirt covered orb as she watched through the narrow crack in the door. She wanted that pussy pleaser every which way possible.

"I should go get my dildo," she thought. But, she couldn't tear her eyes away from the prodigious pole sticking up from the teenager's crotch.

The scenario had been playing out like that for nearly a week. It started when Katie had been carrying a load of laundry up the stairs and heard the sound of moaning coming from Tony's room. Thinking that the boy might be in some sort of pain she dropped the clothes basket and ran in the direction of the sound. The door to Tony's bedroom was slightly ajar. It almost always was. The latch had never worked right and the door would swing open just a crack after it seemed to be securely closed.

She was about to run in to find out what was wrong when she stopped dead in her tracks. Through the crack in the doorway she saw Tony stroking the biggest cock she had ever seen. 

"That thing must be, at least, ten inches long," she thought, "How can such a short, skinny kid have such a huge dick?"

She stood staring for several minutes as her nipples hardened and her pussy moistened. Suddenly she shook her head as though to bring herself back to reality.

"No," she thought, "He's just a kid. I can't."

Quickly she ran back down the hall to pick up the dropped laundry basket. After getting all of the clothes put away she spent an hour pleasuring herself with her vibrator. The stark image of Tony's big, thick cock was branded on her mind.

What Katie didn't know was that Tony had been masturbating to porn for a long time. Every afternoon as soon he got home from school, he would run up to his room, close the door, boot up his laptop, and surf the porn websites. His favorite was a site called "Massive MILFs". It showed stacked older women seducing younger men or teenage boys. He'd watch the videos and stroke his cock imagining that Katie was the MILF and the he was the teen. Ever since his father had first introduced them Tony had fantasized about having Katie on her knees sucking his cock or, better yet, wrapping her giant jugs around his pole until he shot his load on her face.

Of course, Tony had no idea that the object of his fantasies had spent several days standing outside his bedroom door watching and fantasizing about him, or that it was starting to make her a little crazy.

She loved her husband, Roger. He was kind, intelligent, funny, and fun to be with. That's why she had fallen in love with him in the first place. It hadn't mattered at first that she was only thirty and that he was nearly fifty. The age difference wasn't important to them at the beginning. That didn't take center stage until later. 

For all his virtues Roger was a big disappointment in the bedroom. His penis was somewhat smaller than average and he seemed to have no idea what to do with what he had. A marathon love-making session, for Roger, was going for half an hour. He usually only lasted for ten to fifteen minutes. He would grope and suck her tits for a bit, give her clit a few cursory licks, stick his dick into her, dump his load before she was even halfway there, roll over, and fall asleep. She had been frustrated and horny for almost the entire two years they had been married.

Her relationship with Tony had always been good. They had liked each other from the start. She had never tried to assert a parental status with him. On the day she had married Roger, Tony had asked if he should start calling her "Mom".

"No," Katie had told him, "Not unless you really want to. You have a mother. She's just divorced from your father, not dead. You've called me Katie up until now. There's no reason for that to change."

Tony had looked relieved and, from that day on, their relationship had been more like housemates than step-mother and step-son. 

They had similar senses of humor, so their conversations had almost immediately fallen into an easy banter. One-liners flew like bullets in a war zone, each trying to top the other.

It was during the previous year, however, that she and Tony had bonded to become genuine friends. Her father had died suddenly of a heart attack. He had been, to all appearances, healthy as a horse with no history of heart trouble. The abrupt loss had devastated her.

Roger had done his best to be a comfort. In his way, he had been sympathetic and attentive. But, his long hours at work made it difficult for him to be there when she really needed him. During that time Tony had become her pillar of strength.

He had sat listening to her talk about her father, and held her when she could no longer force back her tears. He had done what Roger couldn't. He had been there to lean on in her time of need.

Until she had accidently seen his amazing appendage she had never thought of him in a sexual way. After seeing it she couldn't think of him any other way. As she stood, for the fifth consecutive day, outside his door getting hornier by the minute, she was nearly at the breaking point. Her husband wasn't doing it for her. Her vibrator wasn't doing it for her anymore. She was living in the same house with the owner of the biggest cock she had ever seen and there seemed to be nothing she could do about it. 

She knew how wrong it would be to go in there and seduce him. She also knew how easy it would be. Her nipples were so hard that they ached. She had her hand down inside the yoga pants, which hugged her wide hips and bubble butt like a second skin, fingering her dripping pussy.

"Damn, that kid's got staying power," she thought feverishly, "He's been stroking that thing at top speed for half an hour. 

Get a grip, girl. He's Roger's son. You're his step-mother. It's just plain wrong to want fuck him."

Then she heard the game changer.

Tony moaned out, "Oh, Katie."

Katie's eyes went wide with shock.

"No shit," she thought, "That makes this whole situation stupid. He wants me as badly as I want him and neither one of us are getting it."

The decision had been made. She was going to do it. There was no excuse for both of them to be miserable for the same reason when they could do something about it. The question was how to go about changing it. Should she wait a while and slowly seduce him later? She knew that it was a silly question as soon as it entered her head. Now that she knew what they both wanted she couldn't wait any longer. She decided to just take the bull by the horns, as it were.

Yanking her hand out of her pants, she threw open the door and yelled, "Anthony Bernard DeWitt, what the hell do you think you're doing?"

Tony freaked! His worst fear had just been realized. Katie had caught him beating off. It was also his most frequent fantasy, but he was sure that this wasn't going to be a fantasy coming true. He was only eighteen years old, but he'd learned enough to know that when a woman shouted out your full name you were in deep shit. He was so shocked that he hadn't even had the presence of mind to stop stroking his dick.

"Is that how you treat me, young man?" she continued in mock anger, "Do you just sit there masturbating while I'm talking to you?"

He dropped his dick as though it had burned him. Then he, just as quickly, tried to cover it up with his hands. No matter how hard he tried he couldn't seem to make his raging boner go down. It wasn't possible with Katie standing in the doorway with her hands on her wide, womanly hips, her yoga pants hugging every delicious curve, and her massive breasts radically distorting the rock logo on her t-shirt.

"You should know better than that," she said sternly as she stalked toward him.

Tony tried to tell her that he was sorry, but he couldn't get his voice to work.

She brushed his hands away from his crotch and said, "Playing with yourself is such a complete waste of time," she knelt down beside him grasped his cock firmly in her hand and whispered in his ear, "when you live in the same house with beautiful, horny woman who will let you fuck her with that thing anytime you want."

Every synapse in Tony's brain shorted out. She couldn't possibly have said what he thought she just said. The minister at church had been right. Masturbation will make you insane.

Katie began to slowly stroke him. His cock was hot and hard. It was nearly as thick as her wrist.

She looked at the laptop screen and asked, "Is that what you like, older women with big tits?"

Tony nodded weakly.

"Do you think of me when you watch them?" she continued.

He was afraid to tell her the truth. It was embarrassing. Somehow he managed to nod anyway.

"That's good," she cooed, "I want you to think of me. I want you to think of my soft lips, my big tits, my round ass, and my hot cunt."

Tony couldn't believe what he was hearing. If he was losing his mind so be it. His mind could damned well stay lost. He was too turned on to care.

"But, you don't have to just think about them. They're all right here waiting for your hard cock," she said as she continued to stroke him, "I'm right here." Then she licked his ear.

Tony almost ejaculated on her hand right then and there. He was beside himself with pleasure, confusion, and amazement. If this was a hallucination then it was a great one. The steady rhythm of her fingers on his pole was incredible. The pressure of her heavy breasts against his arm promised much more to come. 

"I've been thinking about you too," she told him.

He looked at her incredulously. 

"It's true," she said, "I've been dreaming about all the things I could do with this wonderful donkey dick."

He frowned and whimpered when she said those last two words.

"What's the matter honey?" she whispered with concern.

The kid wasn't sure how he found his voice again, but he managed to squeak out, "That's what the guys at school call it, a donkey dick. They say I'll never get a girl because that thing would scare the hell out of any girl that saw it."

"Nonsense," Katie said comfortingly, "They're just jealous because they're not that big."

"They are?" he asked weakly.

"Of course they are" she said, moving her hand lower to fondle his heavy, cum-filled balls, "It's beautiful. Most girls would love it." 

"It is? They would?" he moaned as she tickled his scrotum.

"It is, and they would" she responded, "Some girls might be a little intimidated, but most girls, and women, would take one look at it and want to do this."

With that she plunged her mouth down over seven inches of his ten inch meat missile. The guy she'd gone out with before she met Roger had an eight in dong that wasn't anywhere near as thick as her stepson's mighty prong. She had learned to deep throat that one. She would learn to deep throat this one. But, that would come later. For the moment she was content to finally have Tony's meat in her mouth.

Tony didn't know whether to shit or go blind. The moment the head of his dick hit the back of her throat his brain went into complete meltdown. There was nothing left in his head but pile of mush. This had to be real. He didn't have a good enough imagination to think of anything feeling that good. If it wasn't real, if he was dreaming the whole thing he never wanted to wake up. He put his hands on the back of his step-mother's head as his hips started involuntarily bucking.

She pulled her mouth off his dick with a loud slurp.

"Oh, you're suddenly getting aggressive," she said with a smile, "I like that." She gave his nuts a gentle squeeze. 

"I want you to fuck my mouth and cum down my throat," she said, "Would you like that?" She licked the head of his cock.

Tony's brain had turned completely inside out by that time. He moved his head in response to Katie's question. But, he wasn't sure if had nodded, shaken his head, or waggled it from side to side. The only thing that existed for him was the slick feeling of her tongue and the intense pressure in his balls.

She slid her mouth over his pole as far as she could go, her tongue gliding and dancing over every surface as she went. Tony grabbed the back of her head and did as he was told. He rammed his horse dong down her throat oblivious to her gagging. She fondled his gonads with one hand and clutched one of her full tits tightly in the other.

As he mercilessly pounded her throat they both moaned in ecstasy. Her mouth was hot and slick. He'd never felt anything like it. He never wanted to stop. All at once he seized her head in a death grip. His body stiffened. He bellowed and growled as he blasted rope after rope of jizz down his step-mother's convulsing gullet. 

As he climaxed so did she. It was startling to her. She had never orgasmed from giving head before. On the other hand, she had never had a cock like Tony's fucking her face before either. 

Tony thought he'd never stop cumming. He'd never juiced like this before. It was starting to scare him. It was starting to scare Katie, too. She was certain that the kid was going to drown her in his viscous liquid. She decided that there were worse ways to die and she kept gamely trying to swallow it all. There was just too much of it, though. The stuff began leaking out of the corners of her mouth, down her chin, and onto the high, flat shelf her tits made in her t-shirt.

When he had finally finished spurting he released Katie's blonde head and slumped down in his chair like a balloon with a slow leak. Katie lifted her mouth off of his cock still trying to swallow her mouthful of cum.

She looked at his cock and thought, "My god, it's still fucking hard."

"Did you like that, honey?" she asked the otherwise limp boy.

Still trying to catch his breath Tony gasped, "Yes! That was incredible. That was wonderful. But, I still think that I must be dreaming."

He sat staring, with lust and adoration, at the stacked blonde who had just sucked him off. 

"Oh, it's real, Tony," Katie said with a devilish smile, "very real. So are these."

With that she stood up and whipped her t-shirt off over her head. Tony was awe struck as her massive tits bounced into view. They were more beautiful than he had imagined. Her breasts were full and round, capped with little brown areolas with thick eraser-like nipples begging to be licked and sucked. He'd thought that he'd felt himself starting to go soft. But, there was no danger of that now that he was feasting his eyes on Katie's glorious globes.

She bent down to dangle those full funbags in her step-son's face. She grabbed his hands and placed one on each quivering tit.

"Feel them," she hissed sensuously, "Squeeze them hard. Make them yours."

Tony didn't need to be told twice. He groped her mams for all he was worth. He couldn't believe that he was finally getting to feel up his father's sexy wife. More than that, she was begging him to do it. He tweaked her nipples. He felt the weight and firmness of her enormous bosoms, while she shucked down her yoga pants and kicked off her shoes.

Suddenly she stood up.

"There will be plenty of time for that later," she said, "Right now I need something else."

As she lay down on the bed, she spread her thick, creamy thighs wide. 

"I'm too horny for niceties or foreplay," she said, "I want you to bring that big dick over here and fuck me with it. I need you to fuck me!"

It was the most wonderful and exciting thing anyone had ever said to him. He stood up, removed his shirt, and crawled up on his bed between Katie's splayed thighs. She grabbed his dick desperately to guide it into her dripping gash.

"Ram that thing in there," she demanded, "Don't go slow. Don't take your time. Don't tease me. Just start fucking as hard and fast as you can."

Thrusting his hips forward Tony obeyed. He crammed his dick up her twat as hard as he could. Katie shuddered and moaned. She was so wound up with anticipation that she had a small orgasm simply at his brutal entrance. 

Tony immediately began bucking his hips, thrusting his stiff weapon in and out of his step-mother's slick hole. If he had thought that her throat was tight and wet, it was nothing compared to the velvet heat of her pussy. It gripped his powerful cudgel like an oily glove. 

"That's it!" she growled, "Give it to me hard! Fuck me! Fuck me!"

Katie was on top of the world underneath her step-son. Completely consumed by passion, she had never felt so full. She had never felt so fucked. His huge cock was reaching places in her vaginal tunnel that she hadn't known she'd had. The relentless friction of his hot piston in her slot triggered another, slightly larger, orgasm. She bucked and groaned at the sheer pleasure of it. This kid had already done more for her in ten minutes than his father had done in two years. She was never going to let him out of bed. She was going to get his pole in her hole every chance she got from now on.

As he fucked the blonde beauty he watched her ponderous melons bounce and dance in time with his thrusts. He grabbed one of the bulky boobs and started kneading it like bread dough. He took the other tit in his mouth to bite and nibble her nipple.

She creamed as his breast abuse triggered another, much bigger, orgasm. She had never had a dicking like this in her life. The kid was a natural. Without any kind of knowledge of sex or women he was making her cum like nobody ever had before. 

She wrapped her legs around his waist and chanted through ragged breath, "Fuck harder. Fuck harder."

Tony's hips were a blur as he rammed his cock home. He could feel the tightening in his balls. He knew that he wasn't going to last much longer. He gripped her tits so hard that the copious flesh seemed to be oozing out between his fingers.

Katie scared the hell out of the poor kid when she screeched as a final, almost bone-crushing climax possessed her. Tony dropped her tits and stopped fucking in terror.

When she finally seemed to calm down the boy said plaintively, "I'm sorry. I didn't mean to hurt you."

She smiled and hugged him tightly as she said, "You didn't. I wasn't hurt. You just made me cum harder than I ever have in my entire life, you wonderful man."

Suddenly it was Tony's turn to feel on top of the world. His father's gorgeous wife had sucked him off, begged him to fuck her, and ended calling him "a wonderful man." He was beside himself with joy.

She pointed to a spot on the bed next to her head and told him, "Come up over here."

He pulled out of her vaginal tunnel with a slurp and moved over to kneel by her face.

She grasped his steel hard pussy pleaser and began to lick it clean. The taste of his cock flesh and her own juices was getting her motor running again.

"I meant what I said. You're not a boy anymore," she said as she worshipfully stroked his cock, "Today you proved that you're all man." 

She delicately fondled his balls as she gave the head of his dick big, wet, sloppy kiss.

"You're a man with a natural talent for pleasing a woman," she went on, "I want you to please me as often as possible. I want to please you, too."

For a moment she took his hard tool in her mouth to suck it lovingly.

"Your father will be home soon," she said, "so we need to get cleaned up and dressed quickly. But, there's one more thing that you need to do. It's partly for me, but mostly for you."

The young man looked at her questioningly.

"I want you to mark me as your own," she said, her breathing becoming ragged, "I want you to take possession of me. Make me your cunt. Make me you slut!"


Caught with his Pants Down Ch. 01



"How?" he asked.

"Mark me! Cum on my face! Drown me in your manliness," she begged as she began jacking his cock faster as she tickled his nuts with her delicate fingers.

It was all too much for him. It had all happened so fast. A little over an hour before he had been watching porn and beating off fantasizing about his dad's gorgeous wife. Now he was kneeling over her as she beat him off and begged to become his slut. It was more than his mind could process. He did the only thing he could do. He gave in to the moment and let his gonads explode.

When he started to ejaculate he shot his juice in a steady stream. He was cumming like a firehose. Soon the blonde beauty's face was almost invisible under a near ocean of his glutinous, slimy discharge.

After he finished drenching her in his cum the two rose, and quickly dressed. Half an hour later they were in the kitchen.

Katie was busily trying to get dinner started. Tony sat at the kitchen table trying to make sense of all that had just happened.

When they heard the overhead door of the garage going up they glanced longingly at each other. It was Friday night. With Roger home it would be Monday afternoon before the horny pair would have another chance to be together.

Tony's father ran into the house, dropped his briefcase by the door, and gave his wife a short peck on the cheek.

"Dinner is going to be a little late, honey," Katie said apologetically, "I couldn't get it started on time because something else came up."

Tony smirked. Katie shot him an admonishing glance.

"That's okay," said Roger distractedly, "I won't be here long enough to eat it anyway."

"What?" son and wife asked almost in unison.

"I've just had a great opportunity drop in my lap," the husband and father said excitedly. He turned to his wife and asked, "Do you remember Ernie Mason the company's Assistant Head of Marketing?"

"Was he that jerk who kept trying to pick me up by telling me dirty jokes at that cocktail party a couple of weeks ago?" Katie responded.

"That's the one," Roger answered with a rueful smile.

His wife made a sour face and said, "I didn't like him."

"Nobody does," said Roger, "The point is that he called in sick today. He apparently picked up that bug that's been going around."

"That's thing is supposed to be really nasty," said Tony, "The poor guy."

"That's not what I would have said," Katie muttered.

"Me neither," said her husband.

"Okay," said, "Tony, "He's caught a bug. What does that mean?"

Turning toward his son Roger said, "Ernie was supposed to attend a marketing conference in Cincinnati next week. The conference doesn't actually start until Monday, but he's on the planning committee. He was supposed to leave this morning to attend meetings tomorrow morning. The company is sending me in his place. They didn't tell me until about an hour before I left work."

"I hate to say this, Dad, but..." Tony began.

His father cut him off saying, "I know, Sport. I know. If they're asking me that late in the day it means that they've been through most of the rest of their list already.

I can accept that, though. I figure that if the big brass is down to asking some middle manager that most of them have never heard of to take the place of the Assistant Head of Marketing, this conference must be too important to them to give up.

If I can pull this off and replace Ernie effectively it could do wonders for my chances to advance."

"It sounds like a wonderful opportunity," said Katie brightly.

"It is," said Roger, "But, I have to leave on the first flight out tonight to try to make that meeting tomorrow morning."

"When will you be back," his wife asked.

"A week from Monday, possibly Tuesday," he answered.

"Why so long?" Tony asked. 

"It's week-long conference," Roger replied, "It officially starts Monday. The meeting tomorrow is with the planning committee. We have to be there to get things set up. The last event of the conference is a short closing plenary session on the following Sunday morning. 

The committee members also have to be the last to leave. I figure that, since I'm the new guy, they'll probably stick me with all of the crappy little details that nobody else wants to deal with. I may not finish that stuff until sometime on Monday."

"By which time you'll be too tired to travel," Katie said with a frown.

"Right," said Roger, "I'll most likely catch a flight home on Tuesday. I'll do my best to get home sooner if I can. But, it's probably best not to count on me until sometime a week from Tuesday."

"Allright, honey," His wife said sullenly.

Roger turned to his son and said, "Listen, Sport. I know that we had plans for tomorrow, but..."

It was Tony's turn to cut his father off by saying, "Don't sweat it, Dad. Katie's right. It's a great opportunity. You shouldn't miss it on my account." He hoped that he sounded more enthusiastic than he felt.

"Thanks for understanding, Sport. I'll make it up to you when I get home," Roger said then hurried to run upstairs to pack.

"Right ,Dad," Tony said glumly.

He rose from his seat at the table and walked, with slumped shoulders, across the room to retrieve his father's briefcase.

"I'd better put this in the front hall or he'll forget it," he said flatly.

Katie hated it when her husband had to go away on business. For all their troubles she did love him and missed him when he traveled. 

Then a different point of view hit her. He was going away on business. She'd be alone with Tony for a week and a half. She smiled as she realized what that meant.

When the young man returned to the kitchen she said, "Don't feel too badly about this sudden trip." 

"Why not?" Tony asked sadly.

She faced him squarely and said, "Your father rarely has to travel like this. He does it for our benefit. He always comes home to us. Besides that, it's a great opportunity," she threw her arms around him pressing her spectacular body against his and added with a devilish twinkle in her eye, "for us."

Tony's eyes widened as the full impact of what she was saying soaked in.

As she released him she said, "But, for the moment, wipe that silly grin off your face. It won't do for your father to see you that eager for him to leave."

Tony did his best to adopt some semblance of a decent poker face.

An hour later his father was ready to go. He had called a cab to take him to the airport. When it arrived he hugged his son and kissed his wife.

"Remember," he said to his son, "while I'm gone you're the man of the house. Take good care of Katie while I'm gone."

Tony bent down to grab his father's briefcase to hide his smirk. He had never wanted to laugh out loud so strongly in his entire life.

"Don't forget this, Dad," he said as he handed over the case.

Roger took the briefcase and ran out to his cab.

Katie and Tony stood by the big window in the living room to watch the cab drive away. Tony still wasn't quite sure what his dad's buxom wife had meant when she said that she wanted him to mark her as his own. He decided to try something to test the boundaries.

He stood behind her and pressed hid rapidly hardening cock against the crack of her ass, dry humping her through their clothing.

Reaching in front of her to fondle her huge tits he asked, "So, when do we start?"

She leaned back onto him and whispered, "I think you just did."



Caught with his Pants Down Ch. 02



Chapter 2: Surprise!

 With Roger gone, Katie and Tony knew that they would have the house to themselves for a week and a half. They didn't waste a moment of it. As the cab was pulling out of the driveway to take Roger to the airport Tony stood behind his father's incredibly built wife and pressed his rapidly hardening cock against the crack of her heart shaped ass, dry humping her through their clothing.

 He reached around in front of her to fondle her massive tits asking, "So, when do we start?"

 She leaned into him and with a sigh whispered, "I think you just did."

 For the moment Katie was content to luxuriate in being in the arms of a man who genuinely wanted her; who was intent on satisfying her. She moved her soft, firm butt against her step-son's rigid pole. She leaned her head back to rub her cheek against his. They were the same height, five foot five, so they fit together perfectly. 

 She sighed and placed her hands over his, encouraging him to squeeze her breasts harder.

 "That's so nice," she murmured.

 Suddenly she spun around to pull the young man in for a deep, searing, tooth-rattling kiss. Their tongues danced. They weaved. They passionately bathed each other.

 Reaching down to stroke his cloth covered package, she pulled out of the kiss and said, "I'm going to play hell with this thing for the next two days. When you go into school on Monday you might need crutches. Think you can handle it?"

 "I'll risk it," Tony said as he began unbuttoning her over-stuffed blouse.

 "OOHH," said Katie with a devilish smile, "someone's getting eager."

 "I don't see you putting up any resistance," he grinned.

 "Mister, the only resistance you're going to get is when I hump back while you fuck me," she responded, pressing her body more tightly against his.

 Tony raised his head in mock indignation, "What makes you so sure that I'm going to fuck you?"

 "This!" she exclaimed, giving his cock a squeeze.

 Tony was surprised at how relaxed he was. Yes, he and Katie had always gotten along well. Banter was, for them, the normal flow of conversation. That was nothing new. But, this was a whole new dimension. They were trading quips about sex, the one subject of which they had always steered clear. Of course, anything sexual, beyond watching porn while he stroked himself off, was new to him. 

 Katie was having similar thoughts. Given that she had just claimed his virginity, she had half expected him to become needy and clingy. 

 "I'm the one who's getting clingy," she thought as she snuggled up against her lover, remembering how she had begged him to mark and claim her, "What was I thinking?"

 It had felt absolutely right in the moment, though. It still did. She wasn't sure whether or not that should worry her. The fact that they were back to swapping one-liners again was doing much to calm whatever fears she had. The only thing that seemed to have changed was the subject matter, that and the fact the she desperately wanted him to throw her down on the floor and bang as hard as he had upstairs.

 "Was that you're only clue?" Tony asked snidely.

 "That's a pretty good measure," said Katie defensively, "Which reminds me, have you ever measured it? How big is this thing?"

 "How big do you think it is?" he said.

 "My guess would be about ten inches," she said as she fondled his prong through his pants.

 "Ten and three quarters, actually." He said with pride. It was the first time he could ever remember having been proud of his size. A lot had changed in an hour and a half.

 "No wonder it filled me so well," the blonde woman said softly.

 Tony finished unbuttoning her blouse. He pulled it open to reveal the pink, lacey bra which was fighting heroically to contain her enormous, fleshy orbs. He grasped the sides of her skin mountains in his hands and buried his face in the deep cleavage. 

 His woman moaned.

 "Yes," she hissed with passion.

 As Tony pulled his head out of the soft canyon he noticed that the clasp on her bra was in front, right between those beautiful mounds. The teenager was overjoyed. He'd heard stories from his friends at school about the nightmare of trying to get a bra undone. With this he wouldn't have to make a fool of himself fumbling with the clasps. 

 He quickly figured how the tiny fastener worked, undid it and parted the cups from his lover's bountiful mams. 

 While lifting them up toward his hungry lips he got an idea. There was something he'd seen in one of the porn videos that he wanted to try. He squeezed Katie's bulky tits together until the nipples were almost touching each other. He dove in to suck and nibble both of them at the same time.

 Oddly enough, nobody had ever done that to her before. It was a new, wonderful feeling to have a mouth working on both of her nipples simultaneously. She groaned with sexual excitement as she clutched her man's head in her hands. She fought to remain standing because her knees were starting to buckle as her hips humped empty air. The juices of her arousal dribbled down her thick, firm thighs. The only sounds in the room were his slurping and her ragged breathing.

 Tony spent several more minute stimulating her amazing tits. She was getting hotter and weaker by the second.

 "Please," she whimpered, "let me sit down. I can't take much more of this. I can't stand up anymore. Please."

 Her lover's response was to double down. He nibbled her nips more roughly and began to outright maul her copious breast flesh.

 "So good. So good," she whined, "I can't take anymore. Too good. Oh, god."

 She squirmed, writhed, moaned, and pleaded to no avail. Tony maintained his assault on her meaty tits. At long last, when he was certain that she could take no more, he delivered the coup de grace. He bit down on her nipples, not hard enough to hurt her, just hard enough for her to know that she'd been bitten. At the same time he repeated the stunt that had made her cum so hard when he was fucking her. He squeezed her tits so hard that the flesh seemed to ooze out between his fingers.

 The stacked step-mother screeched as her climax possessed her. She clutched Tony's head in a death grip as her hips bucked against nothing from the violent convulsions of her soaking wet pussy.

 When her man finally let go of her breasts her hands went limp on his head and she collapsed on the floor, her entire body convulsing from orgasmic after-shocks.

 For one horrifying moment Tony thought that she was having some sort of seizure. Then her heard her muttering in a tiny, squeaky voice, "Oh, god. Too good. Please. So good."

 When she wound down, beginning to regain some presence of mind, she looked up at her man and asked, "Where the fuck did you learn to do that?"

 Tony shrugged, grinned sheepishly and said, "It was just something I wanted to try."

 He held out his hand to help her up off of the floor.

 As she struggled to her feet she said, with a tentative smile, "Listen, buster. Next time you want to 'try' something, give a girl a little warning. Will you?"

 "I take it that you liked that?" he asked with a smirk.

 She threw her arms around him, resting her head on his shoulder.

 "Are you kidding?" she said, "You had me cumming almost as hard as when you were fucking me!" She took a deep breath. "I didn't know that I could get off just from having my tits played with." She raised her head and looked into his eyes. "Keep that up and I might be the one who needs crutches on Monday."

 "I'll risk it," he said.

 She slapped him playfully on the shoulder and said, "Asshole."

 With an exaggerated leer Tony said, "Are you calling me a name, or was that a request?"

 She reached down to rub his fabric hidden hardness and said, "If you stuck this thing in my ass I really would need crutches."

 Then she let go of her man and walked toward the couch on the other side of the room, giving her hips an extra wiggle as she went. 

 She stopped halfway there, looked back the young man and said with a mischievous grin and said, "But, I'll risk it."

 With that she shrugged off her blouse and bra. Looking over her shoulder with her back still to the man of the house, she slowly, teasingly unzipped her skirt. She made an extra show out of shimmying out of it. Then she bent all the way down to remove her panties. 

 Still looking over her shoulder, she waggled her luscious, heart-shaped rear at her lover and said coquettishly, "See anything you like?"

 He didn't answer. He just smiled, licked his lips, and started taking off his shirt as he stared in horny fascination at her enticing behind.

 When he started to undo his belt she shouted, "No!"

 "What?" he asked with confusion.

 "Over here," she said pointing to the couch.

 He walked over to stand in front of the couch. His father's gorgeous wife, the object of so many of his fantasies, immediately dropped to her knees before him.

 As she unbuckled his belt she said, "Let me. It's my job."

 She looked as giddy as a child opening a package on Christmas morning. Even though she had already seen his cock, sucked it, and been banged by it, this was different. That afternoon they had been ripping the edge off of long restrained sexual frustration. Both of them had been in a hurry just to get off. They had fucked.

 Now, with all the time in the world available, she wanted to make love to this man. She wanted to make love to his cock. She wanted to worship it. She wanted to possess it and be possessed by it. She wanted to give this man and his magnificent member the chance to properly take her.

 Slowly lowering his zipper she realized that he wasn't wearing any underwear. Like her, he had dressed in a hurry in because, at the time, the man who was her husband and his father had been due home any minute. 

 She parted the flaps of his fly to rest her cheek against his abdomen. Reaching into his trousers she carefully fished out the object of her desire. His trousers dropped to the floor.

 She rubbed his hot pole all over her face as she thought, "Mine."

 Sticking out her tongue, she licked the bottom of Tony's manhood from his balls to the head. Her man moaned. When she reached the top she took him in her mouth and pushed it in as far as she could get it to go. She used her hands to caress the portion that her mouth couldn't cover. When the mighty prong reached the back of her throat she swallowed.

 Tony shuddered and gasped at the sudden, exquisite pressure on the head of his dick. 

 Slowly, teasingly she worked her soft lips back up his shaft, her tongue in constant motion as she went. When she reached the top she started back down again in the same manner.

 It was an excruciatingly sensuous torture. It was making the man crazy with lust. The dainty touch of her lips and tongue was an entirely different experience from the oral attention he had gotten that afternoon. That had been a blowjob. That had been a face fuck. This was fellatio. This was a woman who was treating his penis with almost prayerful care. She wasn't sucking. She was embracing him with her throat.

 When he looked down at her she was looking straight back up at him with adoration. When she began to fondle his balls and tickle his scrotum he lost control of the rest of his body. His knees buckled and he flopped down on the couch like a rag doll.

 "No fair," Katie pouted playfully, "You wouldn't let me sit down."

 He shrugged and grinned sheepishly as she crawled up between his thighs. She tenderly grasped his powerful manhood in her delicate hand and bent her head down to apply wet sloppy kisses to the side of it. She was practically bathing it in her saliva as she worked her way up one side and down the other. He writhed in his seat at her ministrations. After drowning his dong in her spit for several minute she suddenly dropped his soaking member and sat up.

 "Don't stop," her lover whined, "please."

 "No, Anthony," she said firmly.

 He looked at her quizzically.

 "Tony is a boy's name. Anthony is a man's name," she said, "You're not a boy anymore, at least, not to me."

 He nodded, his eyes still expressing desperation. Her oral attention had pushed the pressure in his balls to an excruciatingly mind numbing level. He needed to cum hard, fast, and soon.

 "I have something better for you," she said with a loving smile, "for us."

 She held up her ponderous tits as though in offering.

 "I know for a fact that there's something you've wanted to do since the first time you saw me," she said with a devilish twinkle in her eye.

 Anthony nodded, hoping against hope that she meant what he thought she meant.

 "You've wanted to do this!" as she said it she buried his boner in breast flesh.

 The young man instinctively started humping his woman's deep, warm cleavage. 

 "That's it, honey. Fuck my tits. Fuck them until you cum on my slutty face," she said as she pressed her mammalian bounty more tightly around Anthony's raging stiffness, "You've wanted this for over two years. Now you've got it. Fuck my big tits!"

 He didn't really need the encouragement. He was already pounding her meaty pillows mercilessly. He had slapped his hands over hers to force her gargantuan gifts more snugly around his mighty weapon.

 "I've waited so long for this," he moaned passionately.

 "I know, lover," Katie responded, "Keep fucking them. Fuck them hard. I want to see you cum!"

 She bent her head down to lick the tip of his cock each time it emerged from the plush crevasse between breasts. He groaned and fucked harder each time she did it.

 He wanted to make it last. He didn't ever want this intense pleasure to stop. But, he knew that he wasn't going to last much longer. The jizz was boiling in his bloated balls. Any second he was going to spurt harder than he ever had in his life. Her tits were so soft and warm around his bone. It was the most heavenly erotic thing he had ever felt.

 Knowing that her man was near the edge Katie opened her mouth so that every time his meat emerged from her meat it would slide between her thick, slick lips. That was just enough to put Anthony over the top.

 "Oh, god," he bellowed, "I'm cumming!"

 "Yes!" his woman shouted, "Cum! Drown me!"

 He very nearly did just that. When his balls boiled over it wasn't an ejaculation. It was a geyser. It shot so high that it went over the back of Katie's head and landed on the carpet, on the backs of her legs, and on her shapely ass. She was having trouble keeping her lover's cock between her tits because he seemed to have completely lost motor control and was flopping around on the couch like a freshly landed halibut. 

 She opened her mouth widely over the head of her man's firehose to try to catch and swallow as much as she could. She was fighting a losing battle. There was more than any one woman could handle. Soon it covered her tits, her face, and her hair. She hadn't thought that there was that much cum in the world, let alone her lover's balls. 

 When the deluge finally abated she released cock from her fleshy vise and licked it clean. Anthony collapsed in a deflated heap on the sofa. 

 "That was fucking amazing," he said gasping for breath.

 His buxom slut was gamely trying to scoop up his manly juice from her body with her finger and licking them clean. But, there was just too much of it.

 "I need a shower," she said.

 "Mind if I join you?" he asked lasciviously.

 "You damned well better," she replied playfully.

 Their first shower together was less a sexual experience and more a bonding ritual. They spent nearly an hour exploring and getting to know each other's bodies. Each fondled, licked, kissed, and soaped every inch of the other's anatomy.

 Suddenly Anthony turned off the water and said, "It just dawned on me that we never did get around to dinner."

 "You're right," said Katie, "We should eat."

 She pulled her lover close for one more searing kiss.

 "Or," Anthony said, "We could forget dinner for a while."

 She pushed him away and said, "No. You're right. We need to eat, rest, and recharge."

 "Right," he said.

 "We'll get dressed..." she started to say.

 "Do we really have to?" he asked.

 With an indulgent sigh she continued firmly, "We'll get dressed." She leaned against him with her plush lips right next to his ear and whispered, "We'll eat dinner. Then you'll eat me."

 He squeezed her firm ass and said, "Sounds like a plan."

 After dinner Katie set about teaching Anthony about cunnilingus. She showed him where all of her most sensitive spot were and what she liked to have done to them. Anthony turned out to be a quick study and soon advance from pupil to imaginative innovator. He licked and sucked her to several pussy shattering orgasms before she finally had to push him away to catch her breath. 

 They spent the rest of that night, all day Saturday, and most of Sunday in a nearly constant sexual frenzy. They made love in every room in the house. They fucked and sucked in every position they could think of. When they ran out of ideas they would boot up Anthony's laptop to get some fresh input from Anthony's favorite porn website, "Massive MILFs". They only paused to eat and sleep.

 They became so preoccupied with their amorous activities that they completely forgot about an important event that happened every Sunday afternoon.

 Each Sunday, at three o'clock sharp, Anthony's mother would arrive for her weekly visit with her son. In that sense, that particular Sunday was no different. In another sense, this Sunday would be like no other. She had big plans for her son that day, life changing plans.

 Gloria Carter (she had reverted to her maiden name after divorcing Anthony's father) rang the doorbell of the DeWitt home precisely at three as she did every Sunday. Unlike every other Sunday, nobody answered. She rang it again and waited. When she still didn't get an answer she became concerned. 

 She had already seen her son's beat-up ratty, old Subaru in the driveway. She had parked her shiny, new BMW behind it.

 She had done so well for herself selling and investing in real estate that, at the age of fifty-one she had been semi-retired for two years. Despite that she still kept a very strict schedule which she detested to have interrupted by unexpected events.

 She remembered that there was a small window on the far side of the garage. She walked over to it and peered inside. Both her ex-husband's and his wife's cars were there. That meant that somebody should be home. She began to genuinely worry. 

 She ran back to the front door of the house, tried the doorbell again then knocked on the door. Still no answer. Her worry kicked into overdrive.

 With a trembling hand she reached out to try the doorknob. It turned. The door wasn't locked. Her stomach tightened and her palms began to sweat. That just fueled her fear. She didn't sweat. She was a lady. Ladies do not sweat. They perspire, and lightly at that. But, she was sweating like a pig. 

 For a moment she could not move. The thousand horrible pictures that were rushing through her mind of what she might find on the other side of the door had rendered her momentarily immobile.

 But, she had to know. She soldiered on.

 Slowly she opened the door half expecting someone, or maybe something, to jump out at her. With her eyes wide she stuck her head through the doorway. Everything looked surprisingly normal. There were no signs of blood or mayhem. She was certain that it only meant that whatever was going on was happening in another part of the house.

 Then she heard moaning, whimpering sounds coming from upstairs. It sounded as though some one was experiencing some sort of horrible pain.

 She closed the door behind her as quietly as she could and crept toward the stairs. When she reached the bottom of the stairway she stopped to listen again. She was certain, then, that she was hearing two voices. Her stomach tightened again.




Caught with his Pants Down Ch. 02



The longer she stood listening, however, the more she came to realize that those were not moans and whimpers of pain, but of passion. Someone was making love upstairs. She knew the sounds well. It was why she had worked so hard to retire early.

 Gloria had always been a woman of high passions. When she reached the age of forty she began to realize that men her age couldn't keep up with her or satisfy her deep needs. She began looking for younger men. She had retired when she finally felt that she had enough money to just relax and enjoy herself while she was still young enough to do so. She certainly had no trouble attracting men to her bed.

 At fifty-one she was still a remarkably attractive woman. Her raven black hair contrasted sharply with her almost porcelain complexion. She had a somewhat patrician nose, full wide lips, and deep, blue eyes which could melt you with sensuality or freeze you with anger. Her five foot eight inch frame sported broad shoulders, a surprisingly narrow waist for her age, wide, womanly hips, and thigh just thick enough to add to the total allure. But, the first things that anyone noticed about her were her huge breasts. On any other woman they might have looked matronly. On Gloria Carter they were serious head turners. Even on those rare occasions when she did not wear a bra, they rode high and proud on her chest. 

 In short, Gloria was a stacked, rich cougar. 

 She listened for a little bit more and heard a distinctly male voice call out. The other was distinctly female. She couldn't make out any exact words, but she immediately recognized the male voice as that of her son. 

 "That can't be right," she thought, "it's just not possible!"

 She had long worried about her son's shyness and tendency to be reclusive. He was eighteen and, to her knowledge, had never even been out on a date with a girl. The only females that she had ever seen him completely comfortable with had been his long time, best friend at school, Mara Stein, and his step-mother, Katie DeWitt. She was beginning to fear that he might be gay. The foundation of her itinerary for that afternoon was to force him out of that shyness and drive him permanently away from any homosexual tendencies he might have.

 "How dare he forget my visit?" she thought angrily, "He won't hear the end of this anytime soon. Neither will the whore he's with up there!"

 Gloria, however, had long ago learned when and how to hedge her bets. Given the roller-coaster ride upon which her anxiety and imagination had just taken her, she decided that she had better make sure that she was hearing what she thought she was hearing.

 She crept slowly up the stair to follow the sounds. They were definitely coming from Tony's room. The door was slightly ajar. That further fueled her anger.

 "Hasn't Roger fixed that damned thing yet?" she thought, "I'm going to have to have some strong words with that worthless, little shit."

 What she saw through the crack in the door lit the flames of wrath in her. Her son was on his back while an impressively built woman rode him in reverse-cowgirl position. The woman had her head down so that her long, blonde hair obscured her face. 

 Gloria scowled and ground her teeth.

 Then the woman threw her head back and shouted, "Fuck me harder, lover! Fuck me harder!"

 Gloria was flabbergasted! The woman riding her son was Katie DeWitt! Her son was in bed with her ex-husband's wife!

 In a blind rage she threw open the door and, for the second time in three days, Anthony heard a female voice shout, "Anthony Bernard DeWitt, what the hell do you think you're doing?"



Caught with his Pants Down Ch. 03



Chapter 3: Taming The Rage

When Gloria Carter rang the doorbell at her son and ex-husband's house and received no answer it annoyed her. She did not like being ignored and she had very special plans for her and her son that day. She was going to do something which would change both of their lives forever.

When she tried to determine if anyone was home by checking the garage and found both cars present it caused her concern.

When she tried the doorbell again, still received no answer then found the door unlocked she began to seriously worry.

When she heard what she took for moans and whimpers of pain coming from the second floor it frightened her.

When she realized that the moans and whimpers were those of passion rather than pain she was relived but annoyed.

When she figured out that one of the voices from upstairs was some woman and the other was her son, Tony DeWitt, Gloria became angry.

When she found out that the woman with whom her son was in bed was her ex-husband's wife and Tony's step-mother, Katie DeWitt, Gloria went into a blind rage.

"Anthony Bernard DeWitt," she shouted, "What the hell do you think you're doing?"

It was the second time in three days that Tony had heard a woman shout those words. The last time it had been Katie who had used the sentence as a ruse to get her hands on his big dick. This time he knew it was no ruse. He knew that voice all too well.

"Mom?" he squeaked from beneath his buxom step-mother.

"Gloria!" Katie said with genuine shock as she slid off of her lover.

Upon seeing his mother in a blind rage Tony's ten and three quarter inch dick shrank down to almost nothing. After Katie slid off of him he hugged his knees to his chest rolling himself into a fetal ball.

"This is absolutely unbelievable!" Gloria shouted, "What's wrong with you?" she demanded to know, seemingly from nobody in particular.

Katie started walking toward the older woman.

"Gloria, listen," she started to say.

The livid mother cut her off at the knees saying, "I'll be waiting downstairs. You have five minutes to make yourselves decent, at which point you had damned well better have a good explanation for this!"

Then she turned on her heel and stalked out of the room.

"Bitch!" Katie muttered.

It wasn't until she turned back toward the bed that she saw the shape her lover was in. She rushed to him. She tried to put her arms around him, but that turned out to be nearly impossible while he was wrapped up in that tight, little ball.

She settled for stroking his dark brown hair and saying, "It's going to be all right, honey."

"No it won't," he said in a small voice.

Katie suddenly realized that he was actually crying.

She put her hand on his shoulder comfortingly and said softly, "We'll be all right. But, you have to let go of your knees first."

He shook his head.

"Anthony," she said soothingly, but firmly, "We can't solve anything if you're going to try to hide inside yourself like that. Uncoil."

He looked up at her. She saw unbridled terror in his eyes. She had never liked Gloria or the way she treated Anthony. But, until that moment, it had never occurred to her how deeply the older woman was cutting her son. She wondered what kind of monster one would have to be to inspire this kind of extreme response to one angry outburst.

"Uncoil yourself," she said again, "Please? For me?" 

Slowly Anthony released his knees and extended his legs. He turned to Katie and threw his arms around her hugging her tightly like a drowning man hugging a life preserver.

The more he cried the angrier she became. There was no damned reason that one person should be able to do this to another. Katie was determined to do something about it. 

She tried to remember all of the things that she knew for certain about Gloria, added in the things that she had managed to guess, and came up with a plan. It was crazy almost to the point of stupidity. It would either work brilliantly or blow up in their faces. But, at this point there didn't seem to be much left to lose. 

"Anthony," she asked, looking into his eyes, "do you trust me?"

He nodded.

"Good," she said, "I want you to get up and put some pants."

He nodded.

"Nothing else," she continued, "No socks, no shoes, no underwear," then she thought for a moment and added, "and no belt."

Anthony knew Katie well enough to know that she was very good at thinking on her feet. She had a knack finding creative ways to solve problems.

"What's that supposed to achieve?" he asked, slowly regaining some level of normality.

"Trust me on this one," she said, "It just might be a game changer."

Anthony nodded dubiously.

"Good" Katie said, "I'm going to go downstairs first and have a little talk with her. In a little while I'll call you down. When I do I want you to do exactly what I tell you without question. Understand?"

"What are you going to ask me to do?" He asked carefully.

Katie dodged the question by asking, "Do you understand?"

"Yes," he said.

She cupped his face in her hands and said earnestly, "Promise me you'll do it?" 

"Katie, I..." he began to say. She silenced him with a kiss.

"Promise me," she repeated.

Anthony looked in his lover's eyes and saw a fire and anger there that he had never seen before. He didn't know what she was up to, but what he saw in her eyes made him think that, whatever it was, she just might pull it off. He'd regained enough presence of mind to realize that, for the first time in his life, someone was offering him a chance to fight back against his mother. Whatever she was planning it beat the hell out of rolling up in that ball and crying.

"Okay," he said, "I promise."

"Good," Katie said with a smile. 

She kissed him again.

Anthony hugged her tightly and said, "I don't know what you're planning, but be careful." He pulled back enough to look her in the eye and add, "Mom doesn't surrender and she takes no prisoners."

Katie pulled him back and gave him a deep, tongue dancing kiss.

"I will," she said. Then she ran off to grab a robe before going down to confront Gloria.

Meanwhile, downstairs, Gloria was becoming more annoyed and anxious by the minute. She knew that she had already handled this badly. She had let her anger get the better of her. She knew how Tony would react. It was a given that he had wrapped himself into a little ball and was crying. He was a spineless, dickless little shit like his father. She had plans that would change that as of that day.

Katie was another matter. Gloria had never expressed any particular level of anger in the younger woman's presence. She had no idea how Katie would react. She would have to play this carefully.

She removed her suit jacket and placed it carefully on the arm of the sofa. Then she unbuttoned the top three buttons of her blouse to reveal a generous amount of her deep cleavage.

She was always very careful of her clothing. She had her suits tailored to her precise specifications. They were designed to appear, at first glance, like severe business suits. However, they were cut to hug and accentuate every curve of her body. It kept male, and many female, colleagues and adversaries just off balance enough for her to grab the high ground in most negotiations.

She didn't know if Katie swung that way, but it never hurt to have all available weapons at the ready. 

She glance at her watch and scowled. She had clearly said "five minutes". Fifteen had passed since she said it. She was going to have to take her son and his step-mother to task for keeping her waiting.

As Katie walked into the room she smiled and said, "I guess we owe you an apology," she said sweetly. 

Before coming downstairs she had run quickly to her room and grabbed the first robe she saw in the closet. It turned out to be an annoying choice from Gloria's point of view. Its general function was to look revealing without actually looking slutty. To Gloria's eyes it was way past that.

"We sort of forgot that it was Sunday and that you would be coming to visit," Katie finished.

"That is painfully obvious," Gloria said sternly.

"I guess," Katie continued, "but, as you saw, we were a bit," she paused as though she was trying to think of exactly the right word to use, "preoccupied."

"At the very least," said the older woman indignantly, "You were having sex with my son and it is going stop immediately!"

"What makes you think that you have anything to say about it?" the younger woman asked. 

"He's my son!" Gloria exclaimed.

"So," Katie asked offhandedly.

"He's only eighteen years old!" Gloria nearly shouted.

"Said the cougar," Katie shot back, "How many eighteen year olds did you fuck last week?"

For one rare moment Gloria was at a loss for a quick answer. The impertinence and suddenness of the question came as a conversational sucker punch.

After a long silence Gloria growled through clenched teeth, "My love life is none of you damned business!"

"And mine is none of yours," Katie answered calmly.

Gloria stood up and shouted, "It is when it concerns my son!"

"Your son," Katie said evenly, "as you have pointed out, is eighteen. That makes him a consenting adult. He's free to have sex with any other consenting adult he likes," Then she smiled with exaggerated sweetness adding, "and I consent to him a lot!"

Anthony had thrown on a pair of jeans as soon as Katie had left his room. He had since been standing at the top of the stairs listening to Katie and his mother. He was grinning ear to ear.

Katie's last crack had the desired effect. It brought Gloria's self-righteous indignation up to full boil.

"I demand that you stop having sex with my son, effective immediately!" Gloria shouted.

"I demand," Katie said evenly, "that you sit down, and shutup!"

"How dare you speak to me in that tone?" Gloria yelled lividly. 

"I said shutup!" the younger woman shouted.

Gloria stared slack-jawed at Katie. The inferno of rage in the younger woman's eyes frightened her. The sheer force and enormity of it made a tsunami look like splashing in the bathtub. She sat, remained silent, and broke out in a cold sweat.

"I've had it with you!" Katie said, her own anger finally boiling over, "You stomp in here, every Sunday afternoon, acting like visiting your son was some sort of unpleasant, dirty task you were forced to perform. You bombard him with sarcasm and intimidation, treat his father like shit, and treat me like a servant.

Well it's going to stop! It stops here. It stops now."

She leaned over the Gloria until they were nearly nose to nose. She made her next statement in a clipped and precise manner. 

Biting off every syllable she said, "You will not hurt Anthony anymore!" She stood up abruptly and said, "Have I made myself quite clear?"

Gloria nodded mutely. She was visibly trembling. It had been a long time since she had seen such unbridled fury. She decided that the woman was clearly insane. She was probably dangerous. She tried desperately to think of a way to escape the clutches of this madwoman. She had to get out of there to tell the police, tell someone!

Katie turned sharply on her heel to walk away. Gloria flinched at the sudden motion. The move didn't escape Katie's notice.

"Maybe I've gone too far," she thought. 

Taking a closer look at Gloria confirmed the thought. Though the older woman was gamely trying to maintain her haughty demeanor, she was clearly rattled. Her eyes reflected fear similar to what she had just seen in Anthony's eyes. 

It startled Katie. She hadn't realized the depth of her own anger. She certainly hadn't thought herself capable of evoking this sort of reaction from someone as formidable as Gloria Carter. Yet, while she regretted the fear she had driven into the woman, it was giving her what she had come downstairs intending to achieve. Katie had complete control of the situation. She knew that she was rationalizing, but she couldn't help thinking that there was a certain justice at work here.

As Katie struggled with herself and her ethics, Gloria made her decision for her.

"There was no intent to hurt the boy," Gloria said.

That set Katie's anger off again. She had always despised the use of the passive voice. People who used it usually did so to absolve themselves of responsibility for their actions. She couldn't let that pass.

She answered Gloria with one word, "Bullshit!"

The flames of anger returned to her eyes. They weren't burning as fiercely as they had earlier, but they were enough to keep Gloria at bay. 

"Get a hold of yourself, Gloria," the ex-wife thought, "You've underestimated this woman. It's not the first time you've made that kind of mistake. It probably won't be the last. That's no excuse for sitting here trembling like a child.

There's always a way to win. You just need to calm yourself down enough to find it."

She decided that it was time to change the subject and tone of the conversation. She racked her brain for another tangential subject. Then she realized that something was missing from her usual Sunday visits.

"Where is Roger?" she asked.

The question caught Katie unawares. It seemed to come out of the blue. After her initial surprise she recognized the question for what it was, the old "change the subject" gambit. Still, she saw no harm in answering it.

"He's out of town on business," she said.

That struck Gloria as very odd. Roger almost never took business trips. He wasn't high enough up in the company he worked for to be worth sending anywhere. This might be something she could use.

"Where?" Gloria asked.

"He's attending a marketing conference in Cincinnati," Katie replied.

The mention of that city was setting off several alarm bells in the back of Gloria's mind. She couldn't quite place what they meant. This annoyed her given that she usually had an extraordinary memory for details that others had long forgotten. She considered it one of her great strengths. She wrote her lapse off to the stress of the moment. She could always make a few phone calls to find out what it was when she got home. She was, however, quite certain that there was something about Cincinnati that she could use to reestablish long-term, absolute control with her son and his step-mother.

"Katie," she said after a long silence, "I can readily understand why you would cheat on Roger. He's not exactly a sexual dynamo."

"Gloria," Katie said feigning shock, "how can you say such a thing? I would never have taken you as someone with a gift for understatement." 

Gloria looked incredulously at Katie for what seemed like an eternity. Then she did something she had rarely ever done in her entire life. She burst into gales of laughter. Perhaps it was just the tension of the last half-hour. Perhaps it was finally being with someone who knew exactly what she was talking about when she referred to Roger's sexual inadequacy. Whatever the reason it broke the tension. She could calm down and be herself again.

"You have a very sharp and quick wit, young lady," she said when her mirth finally wound down.

"Thank you," Katie said, with an exaggerated, theatrical bow.

"The point is, why cheat on your husband with my son?" Gloria said, finishing her original thought.

"Would you rather that I go out to single's bars picking up strange men?" Katie answered, "That's a great way to bring home trouble and diseases."

"Valid point," Gloria said with a nod.

Gloria sat seeming to be lost in thought for a moment and said, "I hope that you won't take this personally, but I had rather hoped for a different sort of sexual education for him."

"What do you mean?" Katie asked.

"Well," Gloria said, "my plan was for him to learn from someone with," she paused while searched for exactly the right phrase, "more experience with young men his age."

Katie was about to nod in assent when her eye went wide with shock. It suddenly dawned on her what Gloria was desperately trying not to say.

The two women locked eyes. Gloria suddenly knew that she had revealed too much. Katie knew.

The older woman tried to recover control by saying, "Don't be absurd! That would be incest! It would be absolutely wrong!"

"I didn't actually say anything, Gloria," Katie responded.

"Stupid! Stupid! Stupid!" Gloria thought, "How could I have stepped into such an obvious trap? She's kept me off balance since I arrived. How could she do that?"

Katie could feel her ire rising. She knew that she should rein it in, redirect it into something positive. For the first time in her life she didn't want to. There was a nagging thought in the back of her head that, in this case, it might even be counter-productive. 

She turned to Gloria and said in an emotionless tone which belied the inferno inside her, "You are the most appalling parody of a human being that I have ever seen. It's all about control for you. Isn't it?"

"What else is there?" The older woman said self-protectively.

"The fact that you asked that question shows how truly fucking pathetic you are," Katie answered.

"Now, just one minute, young lady..." Gloria started to say.

"Shut up!" Katie pronounced it very distinctly as two words, biting off each syllable. 

As before, that clipped delivery had its Pavlovian effect on the older woman. Her eyes widened in fear.

"You steamroll over everyone and everything," Katie yelled, no longer able or willing to contain her rage, "my husband, me, your business, your parade of cougar cubs..."

Gloria was hugging herself tightly.

"...right down to something as intimate and personal as your son's sexuality!"

Katie leaned down until her face was scant inches away from her lover's tormentor.

"Are you insane?" Katie screamed at the top of her lungs.

Gloria's body stiffened as she yelped in terror. Her breathing was coming in short gasps and her eyes were moistening. She fought back the tears, fearful of what might happen if she began weeping. She began to draw her knees up toward her torso.

Katie pushed the older woman's knees back down. She was no longer rational. She was completely possessed by her own wrath. 

"Don't hurt me," Gloria whimpered, "Please, don't hurt me."

"Why shouldn't I?" Katie said in a voice suddenly cold as an arctic wind.

"You don't understand," Gloria whined the through the tears she could no longer restrain. 

"Make me understand," Katie said with blood freezing glare, "Explain it to me."

"I didn't *gasp* want him to be like *sniffle* other men," said Gloria in a frightened whisper.

"You mean like his father?" Katie shot back.

Gloria nodded weakly.

"Whatever sexual difficulties Roger may have," Katie said, "Roger DeWitt is one of the kindest, smartest, most compassionate men I know. He's second only to his son, Anthony. You'd know that if you weren't so busy trying seize control of them.

Anthony doesn't need your teaching. He doesn't need your tutelage. He's better off not learning your insanity. 

And there's one way in which Anthony is very different from his father. Do you want to know what that is? Do you care?"

Gloria nodded.

Katie walked to the bottom of the stairs and called out, "Anthony, would you come down here, please?"

As Anthony strode into the room, Gloria realized that there was something very different about him. It took her a moment to figure it out. He wasn't slouching. He was standing as straight and tall as his five foot five stature would allow. She suddenly recognized his proud, confident stance. It was certainly not his father's stance. It was the bearing of her father. Anthony stood next to his step-mother with the same self-certainty and boldness that had made Gloria, through her adolescence, love her father almost to the point of worship, and fear him like no other.




Caught with his Pants Down Ch. 03



Katie unbuttoned her man's jeans and pulled down the zipper.

"This," she said to Gloria, "is the major difference between father and son."

Then she yanked his trousers down to his knees.

Gloria's jaw dropped. She had always assumed that, since the Anthony's general bodily proportions were nearly identical to her ex-husband's, that his penis would be similarly sized. What she saw was a hunk of impossibly thick man meat that hung down between his legs nearly six inches even though it was still soft. 

She wanted to shout, "Oh my fucking god!" but she was so shocked that she couldn't get her voice to work. She ended up just mouthing the words.

When the initial shock wore off and she finally found her voice she croaked out, "How big...?" the sentence trailed of as she stared at the huge appendage and the startlingly massive balls that hung below it, with an equal measures of fascination, lust, and apprehension.

"Ten and three quarter inches when it's hard," Katie said smugly.

Gloria's mouth began to water, her vagina began to moisten, and her nipples began to harden. It was the same size as the beloved pleasure pole her father had used on her. He used to fuck her so wonderfully with it. Sometimes he would put it between her big tits and hump them until he spurted all over her chin and cleavage. Frequently she would be able to catch some of his loving liquid in her mouth as he did it. What she liked best of all was when he would let her suck it. Her proudest moment, as a teen, had been the first time that she had successfully deep throated the entire shaft. She still remembered how he had bellowed with joy as he shot his paternal essence directly into her stomach. When he finished he stroked her cheek, looking down at her with the love that only a father can give his daughter, and told what a good girl she was.

But, while her father's cock could be an instrument of pleasure it could also be an instrument of punishment. His anger terrified her because when he was angry he would shove it into her ass. He never used any sort of lubrication. He would just ram it home. She would scream and cry from the pain, but that just made him fuck her harder.

She could still remember him yelling, "You have been a bad girl!" He would shout each syllable in time with each thrust of his weapon of retribution through her helpless rosebud.

He would grip her butt cheeks in his ham hock-like hands so hard that the pain of his grip would sometimes eclipse the pain in her asshole. Then he would brutally spank her as he fucked. He would end the punishment by calling her filthy names until he filled her bowels with his scorching, liquid ire.

Within an hour he would always return with apologies and tender caresses. He would kiss and lick the place where he had hurt her. Then he would turn her over to lick her pussy.

He would stick one, maybe two of his thick fingers into her while he licked, nibbled, and sucked her clit. When he thought that she was almost ready to climax her would fuck her slowly and lovingly until she screamed with pleasure instead of pain as an orgasm took hold of her.

Two weeks after her twentieth birthday he was killed in an auto crash. She cried for weeks. Even though she had never admitted it to herself, she had been searching for another cock that could love her like Daddy's ever since.

The impressive tool dangling between her son's legs wasn't, as she had expected, her ex-husband's pathetic, little penis. It was her father's cock.

For a long time nobody said a word. The only sound was Gloria's increasingly labored breathing as she gazed at the slowly lengthening facsimile of her beloved father. Her massive breasts heaved with the effort. She licked her lips as she longingly stared at her son's manhood.

"Why don't you go stand in front of her," Katie said, "and give a closer look?"

Anthony didn't move.

"Yes," said Gloria huskily, "Please, let me see it closer." She managed to stop herself before she accidently added the word, "Daddy."

"No," said Anthony.

He pointed toward the kitchen and told Katie, "We need to talk."

His woman looked up at him questioningly.

"Now," Anthony said firmly.

Katie turned to Gloria as she got up to leave. "Don't you dare move!" she shouted.

She needn't have bothered. Gloria had no desire to go anywhere before she got her mouth on that magnificent fuckpole.

In the kitchen Katie said impatiently, "What are you doing? We can't stop now. We have that bitch right where we want her."

Anthony put his hand on her cheek and caressed it lovingly.

"Are you listening to yourself?" he said, "Do really understand what it is you're doing?"

"What's that supposed to mean?" Katie said angrily.

"I've been listening to the whole thing from the top of the stairs," Anthony said, "I don't quite know how it happened, but somewhere along the line you stopped being Katie."

"What?" Katie said incredulously, "That's ridiculous. I'm still me."

"No," said Anthony with deep concern, "You're not. I don't know if you just gave in to your anger or what. But, at some point in the last twenty minute you became calculating and controlling just like my mother."

"No," Katie protested, "I couldn't have!"

Anthony ignored her and continued, "I know that you did it trying to protect me, and I love you for that."

Katie stared at him with her eyes wide. Did he just say what she thought he said?

"But, this isn't you," he said, "This is someone else. This is someone who knows nothing but anger and revenge. It's scaring my mother. But, it's scaring me, too."

He wrapped his arms around her protectively and said, "I don't want that angry woman. I want my Katie back."

She threw her arms tightly around her man. She could feel his strength flowing into her through the embrace. She began to cry as the reality of the last twenty minutes came crashing down on her.

She knew that Anthony was wrong. She hadn't given in to her anger. She had let it possess her. She had let it drive all rational thought or compassion from her. She had actually begun to enjoy Gloria's terror. 

As she convulsed with sobs her man stroked her hair and told her that it would be allright. She buried her face in his shoulder as she cried. She had gone to save him from his mother and, in turn, he had saved her from herself. She hugged him more tightly. She never wanted to let him go.

"I love you," she mumbled into his collar bone.

He put a hand under her chin and gently raised her head until their eyes met.

"I love you, too." He said.

Their kiss was slow and tender. Each could feel their strength flowing into the other and back again until both strengths became one. They knew that they would never part.

When they finished Katie said, "We still have one outstanding problem."

"Mother," said Anthony.

Meanwhile, Gloria had begun wonder exactly how Anthony would fuck her. Would he be quick and utilitarian like Roger, or leisurely and loving like Daddy? When she sucked him would he go off in minutes like most of her cougar cubs, or last seemingly forever like Daddy? 

What was taking them so long? What we they talking about? What were they doing? Were they having sex in there? Was her son wasting his powerful tool on that slut. 

Gloria had come here to save her son from becoming his father. That slimy skank of a step-mother had actually become angry about that.

When she remembered the anger she froze. She had only ever seen that kind of rage in one other person.

What we they saying in there? Was that worthless tramp turning her son against her? Was she making him angry, too?

Her breathing almost stopped when she wondered, "If he's angry, will he want punish me like Daddy did?"

Without conscious thought she did something that she hadn't done in thirty-one years. She sat on her hands as though to protect herself from the feared retribution.

Katie and Anthony were still trying to decide what to do next.

"Look," Katie said earnestly, "I know that what I did was completely crazy and wrong. But, we can't change that. We have to take the situation as it is."

"You're right," Anthony said with frustrated sigh, "I'm just not sure about this, though. I mean, we're talking about incest here."

"That was inevitable anyway," said Katie, "Your mother came here today with the specific intent of taking your virginity. There's no way around that.

Gloria wasn't going to leave here until she fucked you. Even if we managed to get her to go away right now she still wouldn't give us any peace until she got what she wanted."

"Especially now that she's seen me naked," Anthony added.

"Exactly," said Katie, "So, it's not a matter of doing it or not doing it. It's a matter when and on whose terms." 

Anthony shook his head in resignation and said, "I guess now is as good a time as any."

Katie kissed him and said, "Will you stop acting like you've just volunteered to be executed?"

"Katie," he said with exasperation, "I'm about to go into the next room and fuck my mother. That's not something that people normally do. Normal people try to avoid doing things like that," then added, "if they even think about it at all."

"Since when has this been a normal family?" Katie asked, raising one eyebrow.

"You're sarcasm doesn't change anything," he said.

"Will you just stop?" she said impatiently, "Besides, it's not like she's ugly. As much as I dislike her I have to admit that she's a damned good looking woman. I'll bet that there are men who would saw off their left leg for an hour with her. Then there's her, shall we say, considerable experience. She's probably forgotten more about sex than either of us will ever know. You may actually have a good time."

With a somewhat tentative smile he asked, "So, how do I go about this?"

"Take command like you do with me," she said.

"She's going to follow my orders?" he inquired skeptically. 

"I saw the hunger in her eyes when I dropped your pants, Lover," she said with a wicked grin, as she reached down to stroke him lightly, "I think that she'll do just about anything to get her hands on this beautiful piece meat." 

She let go of his dick and pushed him toward the livingroom and his waiting mother saying, "We'll pick up where we left of and improvise from there."

The entered the room resuming previous positions, Katie sitting on the opposite end of the couch from Gloria and Anthony standing next to her.

"Now," said Katie, "Where were we?" She pretended to give it a moment's thought then said, "Ah, yes. Anthony, I think that you were about to give Gloria a closer look at that big, thick cock." She slowly drew out the last three words.

Gloria smiled in anticipation.

"Actually," the man said, "You had asked me to do that and I had said that I wouldn't."

Gloria's smile disappeared.

"Right," said Katie, "I stand corrected."

"You're sitting down," said Anthony.

"Allright," she responded, "I sit corrected." Then she gave one of his butt cheeks a playful squeeze and said, "Smartass!"

"Some part of me had to be," said her man with a smirk.

While the loving couple had been conferring in the kitchen Gloria had managed to regain some semblance of her equilibrium and decorum.

She said sternly, "Are you two going spend the rest of the day bantering?"

"Why not?" Katie said, "It's fun."

"Because I have other things to do and other people to see," Gloria said indignantly, "I've already spent a good deal more time here than I had planned."

"Well," said Anthony, "We're sorry to have imposed upon your valuable time. We won't keep you any longer. The door is that way." He pointed toward the front hallway.

"Don't be impertinent. You know very well what I mean. Now, come here immediately!" the mother demanded.

"No," said the son flatly.

"Don't you dare disobey me!" she shouted, "I'm your mother and you will do as you're told."

"I think that Anthony has made it pretty clear that he doesn't want to," said Katie.

"You stay out of this, you worthless, thieving trollop!" Gloria nearly roared, "Don't think for one minute that you can order me about just because you stole my son's virginity from me!"

"From you?" Katie asked, not believing what she had just heard.

"Yes, from me!" Gloria went on loudly, "I'm his mother! It was mine to take! It was my duty to take it. It is the pinnacle of depraved evil that I should have been prevented from fulfilling my responsibility to my only child by some rancid slut!"

"That tears it," said Anthony, "Katie, would you hand me my trousers, please?"

Katie complied.

"Wait!" the mother shouted, "What are you doing?"

"I won't tolerate having you say things like that about Katie," he said angrily, "or anyone else for that matter, not while I'm able to stop it. We're done here. Leave! Now!"

As Anthony began to put his pants on his mother stopped him with words she almost choked on, "I apologize, Katie. I shouldn't have said that."

Anthony handed his trousers back to Katie as his loving woman said, "Apology accepted."

"Thank you," Gloria muttered.

"Let's start again. Mother," Anthony said, "What's all this nonsense about duty?"

"Duty is not nonsense," Gloria said resolutely, "It is my responsibility, as your mother, to teach you the ways of the world, and specifically the ways of women."

"Really," Katie and Anthony said in unison.

"Well, of course!" Gloria said as though it was the most obvious thing in the world.

"So that's a justification for incest?" Anthony asked.

"The concept of incest is a ludicrous fiction," His mother declared adamantly.

"What?" he asked.

"It's a ludicrous fiction," she repeated, "It is an arbitrarily constructed, narrow, lower-class pseudo-ethic designed to give the poor and middle classes an excuse to avoid conducting themselves in a responsible and truly moral manner."

Katie rolled her eyes. Anthony squinted. 

"Even at that," said Anthony, "I live with a woman who is very beautiful, very loving, and, I have to say, very horny who is willing to fuck me into oblivion at the drop of a hat. Can you give me one good reason why I should also have sex with you?"

Gloria smiled coquettishly as she began to slowly unbutton her blouse and said, "I can give you two good reasons for a start."

The release of each button revealed a little more of her mouth-watering cleavage. She kept her eyes locked on her son's prodigious pole to gauge his response. She smiled and licked her lips as blood started to flow into the mighty cudgel. She imagined what it would feel like filling her hot pussy. She was practically drooling at the thought of having it in her mouth, shooting the contents of his huge balls down her throat.

In spite of himself Anthony felt himself hardening. As his mother pulled her blouse free of her skirt and her tremendous bosoms bounce free, he had to admit that she had gorgeous tits. They were perfectly spherical with barely a hint of sag. Each was capped with areola, much darker than one might have guessed from her generally light complexion, and tiny nipples that seem to beg to be sucked.

Never taking her eyes from his cock she said smugly, "In case you were wondering, Katie, the answer is no. I haven't had any work done. These are all natural. This is all me."

She held up her immense orbs in invitation as she watched her son's meat harden.

In highschool and college Katie had experienced brief dalliances with other women. They had been fun, but it was never really her thing. Watching the raw sensuality of this older woman, however, had set her mouth to watering. She decided that she could enjoy spending a very long time sucking and biting those stunning breasts.

Anthony was at half-mast watching his mother's display. She was definitely a very sexy woman. Their relationship as son and mother was slowly becoming irrelevant. He wanted to fuck her.

She released her breasts. They bounced back into place enticingly. 

She slowly lifted her skirt and spread her broad thighs as she said, "This is another good reason."

Her moist gash immediately came into view. Above that was a narrow, salt and pepper landing strip. Her thighs looked firm and strong. She hadn't worn any panties or a bra that day because she had wanted no barriers between her and her son.

"I can do things with this," she cooed as she fingered herself, "that most men can't imagine and most women can't believe to be possible."

While Katie stared in horny fascination at the older woman's vagina, Anthony looked at his woman and realized that it might be something of a battle to see whose tongue got in there first.

"There are other ways that I can please you," Gloria said as she gave her lips a sensuous, teasing lick.

By that time Anthony was hard as a rock and Katie was breathing heavily as she fondled one of her own massive breasts.

"Now," the alluring, incestuous cougar purred, "Come over here and let fulfill my duty to you as your mother."

"No," said Anthony.

Both women were stunned. 

Gloria was in a near panic. No man had ever turned her down. What had gone wrong? She tried desperately to think of something to say that would turn it around.

All that came out was a whiney, "Now what?"

"You come here," Anthony said curtly.

There was a long silence as mother and son stared at each other. Gloria was having trouble meeting her son's eyes. She couldn't stop staring at the magnificent stiffness bobbing between his legs.

Katie watched them both apprehensively, looking back and forth between the two as though watching a tennis match.

The tension in the room became thicker and heavier as time passed. Katie was becoming anxious. She had no idea which one of them would blink first.

Finally, Gloria forced herself to stop staring at her son's cock and they locked eyes for a serious battle of wills.

Anthony knew that no matter what happened he was going to fuck Gloria Carter good and hard. She was no longer his mother. She was a sexy, arrogant bitch who needed to be brought down a peg. He was sure he had just the peg to do it with. He'd fuck her pussy. He'd fuck her face. He'd fuck her tits. He wondered how she'd react to getting in the ass.

For her part, Gloria kept up the fight by internally chanting, "I don't lose. I don't lose."

Katie was becoming increasingly worried. There was no telling which one of them would come out on top. All she knew for certain was that if Gloria won she'd have an even tighter control over their lives than she already had. She would use it to make their lives miserable.

"Please, Anthony," she thought desperately, "Don't let this bitch win or were screwed."

At long last Anthony broke the silence.

He extended his hand toward Katie and said one word, "Trousers."

"Trousers," Katie said with mock solemnity as she handed him his pants.

"NO!" Gloria screamed. 

She jumped to her feet and ran to her son.

"Allright," she said bitterly, "you win."

Her bitterness was almost immediately forgotten as she finally wrapped her hand around her son's steel-hard shaft. It felt hot and strong just like her father's. It would fill the way she had longed to be filled for over thirty years. She stroked it for several minutes as she gazed at it adoringly. 

"Just that?" Anthony said suddenly.

"What?" his mother said. She was clearly startled.

"You put us through all that bullshit just to give me a handjob?" he asked.

"O-of course not," she sputtered.

"Well, you're in the wrong position to do me any good," he said sternly.

Gloria knew exactly what he meant. She dropped slowly to her knees.

She had only been on her knees before one other man, her beloved father. When she gave oral pleasure to her cougar cubs it was in the sixty-nine position with her one top so that she could maintain control of it. The closest she had ever gotten to being one her knees with her young men was when she would play one of her favorite tricks on them.




Caught with his Pants Down Ch. 03



She would sit in a kitchen chair using some of her best oral tricks to see how long it would take to make them blow off, for their knees to buckle so that they collapsed in heap on the hard, linoleum floor, or both. Few lasted a whole minute. Most lasted only about thirty seconds. She delighted in their humiliation.

As she lightly licked the head of her son's powerful prick she decided that she had one last chance to turn this situation around. Her lips, tongue, and throat would help her to regain control.

She plunged her mouth down his shaft until her nose was in his pubic hair and her chin was between his balls. With most of his cock lodged firmly in her throat, she began swallowing several times in rapid succession. She used her tongue to bathe and fondle every surface of the portion of his big dick that was in her mouth. Her lips sucked greedily at that last small portion giving it a gentle massage. The she reached under his huge swinging balls to tickle his scrotum with a delicate, feathery touch. 

She knew that this technique was absolutely guaranteed to make him blow his load almost as soon as she began. Nobody had ever lasted more than twenty seconds when she had done it to them.

Anthony gasped at the sudden onslaught of pleasure surrounding his cock. He almost shot his wad within seconds. It was the most amazing thing he'd ever felt. It was as though she was attacking him with everything she had. The rhythmic tightening of her throat alone was threatening to turn his brain to mush. Add in her dancing tongue, her sucking lips, and the bonus of that incredible, almost imperceptible tickling on his scrotum and he was fighting a major sexual battle. He gathered his strength trying to remember all of the things that Katie had taught him about holding back his ejaculation. After a minute or so he started to calm down. He wasn't fighting to win anything against his mother at that point. He just wanted to be able to enjoy her oral assault for as long as possible.

Gloria glanced at her watch. She was flabbergasted. She had been working on her son for a full two minutes and he was showing no signs of collapsing. Nobody had ever lasted anywhere near that long. She doubled down her efforts. She kept up the stimulation on his scrotum with one hand while gently kneading his nuts with the other. Her tongue started to draw rhythmic circles on the surface of his shaft. She stepped up the pace of her swallowing.

Anthony clutched her head. He wasn't trying to take charge of the action, or guide her in any way. He was hanging on for dear life. He'd once heard a joke about a woman who could suck a bowling ball through a soda straw. He was certain that his cock was in the mouth of a woman who might actually be able to do it. He was being licked, squeezed, sucked and tickled in every way there was. He wasn't going to last much longer.

Suddenly the onslaught stopped. Gloria pulled her mouth off of his dick with a loud slurp. She couldn't continue. Her throat muscles were getting tired and sore. When she looked at her watch she was astounded.

"Five minutes?" she thought with amazement, "He lasted five minutes and he didn't cum?"

She looked up at her son with absolute awe. He had just done the impossible. He was superhuman. 

She held his thick scepter in her hands like a supplicant who felt unworthy to receive the sacraments. She put the mighty staff back in her mouth, applying her considerable oral skills worshipfully. She closed her eyes, giving herself over to the feel of the member pushing through her soft lips. It filled her mouth and even tasted like her father's loving cock. After several minutes of prayerful sucking she somehow completely forgot that it wasn't. In her mind she was sucking Daddy again. 

She mewed and moaned around it. She slid her mouth up and down its length with careful, deliberate strokes of adoration.

Anthony was puzzled by the sudden change in his mother's technique, but he wasn't complaining. Feeling her slick, full lips sliding up and down his cock was a heavenly experience. She would languorously work her way down his pole until he bottomed out in her throat. Then she would swallow twice and start working her way back up. He knew that it wasn't going to take long for her to bring him back to the edge.

For Gloria life was perfect again. With Daddy's huge cock in her mouth all was right with the world. She had missed him so much. She was determined to make up for the long separation by giving him the best blowjob ever. He'd be so proud.

Gloria abruptly pulled her mouth off of her son's dick. She spoke, but it wasn't in her usual harsh and demanding tone. It was more like the giddy, sing-song cadence of a teenage girl in love.

With her eyes still closed she said, "Does Daddy like the way his baby girl sucks his big dick?"

Anthony and Katie looked at each other, both mouthing the words "Daddy" and "baby girl" with astonishment.

Katie shrugged. Anthony decided to run with it.

Her patted his mother's head and said soothingly, "Of course. You're doing a good job. You're a very good girl."

Gloria gleefully squealed, "Thank you, Daddy!" then returned to her task with considerably more enthusiasm.

After several minutes of Gloria's renewed effort Anthony could feel his legs starting give out. He wasn't going to be able to remain standing if she kept this up. He pulled his mother's head off his dick.

As soon as he did she whined, "Daddy, aren't you going to let me swallow? You said I was doing it good. That's not fair."

"Calm down, baby girl," Anthony said, "I'm not taking it away. It's just that you're doing such a good job that I can't stand up anymore. Let Daddy sit down then you can suck him off. Okay."

"Okay," she said with a grin, "Goody."

Anthony flopped down on the couch. Gloria opened her eyes just long enough to find out exactly where he was then scrambled over between his legs and began rubbing his saliva slick length all over her face. When she opened her eyes again she didn't see Anthony, Katie, or even where she was. All she saw was Daddy's cock. She grabbed it at the base aiming it toward her mouth expectantly as she looked up at the man Daddy's cock seemed to be attached to.

The man smiled and said, "You may finish, baby girl."

"Thank you, Daddy," she exclaimed just before she crammed the hot pole back into her mouth.

Again Anthony's mother's approach changed. Instead of the slow, seemingly worshipful head she had been giving him, the older woman stuffed her son's cock into her mouth bobbing on the thick prong like there was no tomorrow. She was sucking with purpose. She wanted his cum.

Glory was ecstatic. She was going get a mouthful of Daddy's tasty juice. She had waited so long for this. She was going to suck out all the cum she could. She wasn't going to miss a drop.

Her head bounced furiously up and down Anthony's shaft. He started bucking his hips to cram more of his cock into her throat.

Gloria nearly had her own orgasm right then and there. Daddy was fucking her face. She knew that meant she was doing a good job.

Finally, Anthony could take no more. His body stiffened as he held his mother's face to his groin, and he began to shoot rope after rope of his hot jizz down her throat.

As much as Gloria loved having Daddy shoot his hot load directly into her tummy, she hadn't tasted him in ages. She managed to pull her head far enough to catch his loving liquid in her hungry mouth. Daddy filled her mouth so full that it dribbled out of the corners of her mouth and down onto her big boobies. When she thought that he was finished she leaned back, opened her mouth wide, and stuck out her tongue so that Daddy could see how well he had filled his baby girl's mouth. Then she closed it and happily swallowed as Daddy's last two spurts hit her in the face.

She giggled as she scooped the excess cum from her face and tits.

As she licked the last drops from her fingers she asked, "Will you fuck me now? You promised."

She continued as she nuzzled his balls, "You said that if I sucked you real good, you would fuck me." Then she whined, "Please? You promised."

"Of course, baby girl," Anthony said, "a promise is a promise. Lie down."

Gloria began to pout, "Don't want me to bounce on your lap anymore? You said that was your favorite. You get to watch my big boobies bounce."

Suddenly, Anthony remembered something that he hadn't thought of in years. Every once in a while, when his mother was rifling through her purse to find something, a small, ragged, lace handkerchief would fall out. It looked like it had been bouncing around in her purse for decades. He had always wondered why she had kept it for so long. She could surely afford a new one, and she had never been given to sentimentality. The thing that stood out about it was one word embroidered in very tiny letters in the lower, left hand corner. It said "Sugar Plum."

Given what he had just heard and experienced, he was willing to bet that there was a connection. He decided to risk it.

"There, there," Anthony said soothingly, "I was only kidding. Of course I Daddy wants you to bounce on his lap, Sugar Plum."

Gloria squealed with glee. Daddy called her "Sugar Plum"! He only did that when she had been an especially good girl. He must have really liked her blowjob.

She scrambled up onto Anthony's lap and sat down on his still hard cock. Her massive tit swayed and danced as she bounced up and down on him. Anthony could readily see why this might be someone's favorite position. The constant movement of her tits was nearly hypnotic.

It was the pressure of her talented cunt, however, that had most of his attention. She flexed her vaginal walls rhythmically to create a slick, tight, massaging sheath for his sword. He grabbed her hips and rammed his hot prod into her. She squealed and bounced.

As the pace of their feverish coupling increased, she buried her head in Anthony's shoulder and murmured, "Thank you, Daddy. Thank you for fucking me. I love you Daddy. I missed you."

With that she began bounce on his pogo stick like a woman possessed. There was no moment when she wasn't moving, massaging, or bouncing as hard as she could. The flexing of her cunt made her exquisitely tight. Anthony fucked her harder.

"Keep going, Baby Girl," Anthony whispered in her ear, "Daddy's almost there. You're such a good girl and such a good fuck."

At that Gloria's body convulsed with her orgasm. 

She gripped her lover tightly as she screamed, "I love you, Daddy!"

Her orgasm triggered his. He dumped another huge load into his mother.

When their mutual climaxes subsided Gloria slumped sideways on the couch. Anthony's prick slid out of her with a loud slurp.

"Thank you, Daddy," the older woman said in a little girl's voice, "I can sleep now. I have a pussy full of cum. Good night, Daddy."

"Good night, Baby Girl," Anthony said and kissed her on the cheek.

Gloria almost immediately fell asleep.

As his cock deflated Anthony said to Katie, "Maybe it's just me, but isn't the guy who's supposed to roll over and go to sleep after sex?"

"That's been my experience," Katie smirked, "I'll be right back. I should get her a blanket."

"Good idea," said Anthony as he watched his mother sleeping with a beatific smile on her face.



Caught with his Pants Down Ch. 04



Chapter 4: Changes and Solutions

When Katie and Anthony went down to the kitchen to fix breakfast for themselves Monday morning they found Gloria sitting at the kitchen table, typing away at her laptop with cell phone at hand, already apparently working.

"Good morning, Mother," said Anthony blearily. He was barely awake. "You're up early."

"I've been up since five," she answered, "There's coffee."

"A fresh pot," said Katie brightly.

"I finished the first one," said Gloria, "What time did I fall asleep last night?"

"Around six-ish," said Katie as she poured herself and her man each a cup.

"I slept for nearly eleven hours?" asked rhetorically, not quite believing it, "I've never slept that long in my life."

"You had kind of a stressful day," said Katie as she sat down at the kitchen table, "Speaking of which, I let my anger get the better of me yesterday and..."

"Don't," Gloria interrupted, "Just don't. I am owed no apology. Your anger was completely justified."

As Anthony sat down at the table he and Katie looked at the older woman as if to say, "Who are you really, and what have you done with Gloria?"

The look was not lost on her.

"I had a lot of time to think this morning," Gloria said, "Yesterday you, both, gave me the most amazing gift despite the how I've treated you."

"What are you talking about, Mother?" Anthony asked.

She turned to Anthony and said, "You never met your grandfather. He died before you were born. But, I loved him more than I can tell you. I still do. 

A few months after I turned twenty he was killed in an auto accident. If I was being completely honest with myself, which, I haven't been for a long time, I never got over it."

Katie began to say something, but Gloria cut her off.

"Before you ask the answer is 'Yes, we did have a sexual relationship' and 'No, it didn't happen until I was eighteen'. I know that I sounded younger. That was just part of the game that Daddy and I played."

"His death must have hurt you deeply," Katie said, laying a hand on Gloria's arm.

Gloria put her hand over Katie's and said, "It was the abruptness of it. Suddenly, he just wasn't there anymore.

Had he died of some sort of illness it would have been hard, but I would have had a chance to say goodbye, to tell him that I loved him one more time."

Gloria began to cry. Katie scooted her chair closer to the grieving woman and put her arm around her shoulder. After a few moments Anthony did the same from the opposite side.

Gloria's entire body convulsed with her sorrow. Neither Anthony nor Katie said a word. They just held her until she cried it out.

As she slowly began to regain her composure Gloria mumbled gratitude. Katie and Anthony carefully withdrew.

She took a deep breath to pull herself together and said, "I don't know exactly what it was that happened to me yesterday. I may never know. I can make an educated guess as to what triggered it, but what it actually was I couldn't tell you. All I know for certain is that for just under an hour I had the chance to make love to my father one last time, and to tell him that I loved him.

Write it off as fantasy, temporary insanity, or anything else that suits you. But, to me, in that moment, it was as real as this table." She knocked on the table for emphasis.

"We didn't do that, though," said Anthony, "We didn't make it happen."

"You didn't try to stop or interrupt it either. That's the point.

Most people would have either walked away or tried to snap me back to reality, such as it is. You chose the third option. You let whatever it was that was happening to me play itself out. You let it flow. By doing so you let me experience something that I would never have imagined to be possible, a last night with Daddy.

I could never thank either of you enough for that."

They all sat silently for several minutes, each absorbed in their own thoughts.

When Anthony thought to glance up at the kitchen clock he jumped from his chair and said, "Oh, crap! I have to get my butt in gear or I'll be late for school."

"No need to hurry," said Gloria casually, "You're sick today.

"I am?" Anthony asked, "What doesn't somebody tell me these things?"

"Maybe it was meant as a surprise," said Katie.

"But, why am I always the last to know?" said Anthony.

"That's the nature of surprises," said Katie.

"True," said Anthony, "but, you'd think that I'd be somewhere near the top of the need-to-know list on something like this."

"You should check your messages more often," said Katie.

"Do you two always banter like this?" Gloria asked, raising one eyebrow.

"Only when we're talking," said Anthony.

"Yes," Katie said with a smirk, "It's so hard to banter when you're singing."

"And we never do it in bed," Said Anthony with mock solemnity.

"That's right," said Katie, "We were each raised not to talk with our mouths full." 

The force of his laughter forced Anthony to collapse back into his chair. His mother was in similar hysterics.

"I don't how much more I can take of you two," Gloria said, gasping for breath, "It's like living in sit-com."

"Why am I sick?" Anthony asked when they had all calmed down.

"There are two reasons," said Gloria, "the first of which is the fact that yesterday was highly stressful for us all. I thought that we could all use today to rest a bit and recover. So, I called the school and left a message on the voice-mail."

"As much as I hate to see Anthony miss a day of school," Katie said, "That's a pretty good thought."

"I'll buy that," said Anthony, "What was the other reason?"

Gloria reached over and grabbed his big dick through his trousers and said, "Before I leave today I want a chance at this while I'm in my right mind!"

"What?" Anthony asked, "Aren't you left-brain dominant?"

"Trust me, young man," Gloria said with a devilish grin, "By the time I'm done with this you won't know left from right."

"OOHH!" said Katie, "That sounds like a threat. Can I watch?"

"You can join in if you like," said Gloria, licking her lips, "I've wanted a chance to get my hands and lips on your lovely breasts for a long time."

Katie smiled and said, "I was just thinking the same about you."

Anthony got instantly hard at this little turn in the conversation. Within minutes all of them were in the master bedroom, stripped, and getting down to business.

Anthony had never seen anything like it for real. Of course he'd watched a few lesbian videos on his computer. But, he never imagined that he'd ever get to watch it actually happening, especially not with two women built like his mother and step-mother. 

He didn't know where to look first. His gaze darted from his mother's round, wide ass as she humped Katie's face, to the firm columns of Katie's thighs which held his mother's head in a vice-like grip. Then there was the wonderfully lascivious sight of two huge racks mashed each mashed against a flat belly.

The two sexy vixens had made a bet. Whoever climaxed first would lose. The other would get first crack at Anthony's huge dick.

Anthony was harder than he had ever been as he watched the sensuous contest. He desperately wanted to stroke himself, but knew that he didn't dare. This was just too hot for him to avoid blowing almost immediately if even touched himself.

Without warning Katie threw her head back and moaned deeply. With her thigh clamped around his mother's head, he couldn't see exactly what the older woman was doing. The effect on Katie, however, was unmistakable. She was very close to cumming.

She sloshed three fingers in and out of the older woman's dripping gash as she began to bite and nibble one of Gloria's broad thighs. Gloria gave out a muffled yelp of pleasure into Katie's cunt.

Katie pulled her fingers free, grabbed Gloria's magnificent ass cheeks in her hands, and mashed the older woman's pussy into her face. Even with her tongue lodged in the younger woman's wet slit, Gloria's moan filled the room.

Finally, their love-making caught up with them. Two pulchritudinous female forms began to tremble and vibrate in the throw of orgasm. Katie's scream was muffled by the Gloria's thighs which were clamped tightly around her ears. Gloria's low, guttural moan sent extra vibrations through the younger woman's body. Anthony's attention was riveted by the acres of breast flesh shimmying with the force of their mutual climax.

As the women untangled themselves from each other Gloria said, "Rats! I think it was a tie."

"It was," Katie replied. Then she turned to Anthony and asked, "What do you think, Lover? Was there a clear winner?"

Anthony shook his head.

"Then we'll just have to think of another way to decide then. Won't we?" said Katie.

"We could just take him together, you know," Gloria said with predatory gleam in her eye.

"I don't know," said Katie, also looking much like a huntress, "Do you think he'd survive two extremely horny women working on him at the same time?"

"Good point," said Gloria, "What do you think, Anthony? It's your call."

Anthony jumped from his chair with his back ramrod straight. As his massive erection bobbed in the air he said, "We who are about to die salute you."

Both women laughed. 

Then Gloria said, "I was going to go easy on him. But, after a joke like that..."

"...he deserves no mercy," Katie completed the sentence.

Anthony sat back down as his mother and step-mother crawled toward him like jungle cats stalking their prey. They crawled up on either side of him, Gloria on his left, Katie on his right, and set to work immediately. 

Like a well-rehearsed team each woman began to lick and kiss up their side of his long, hot stiffness while each gently fondled one cum-filled gonad. 

While Katie dropped down to suck his right ball into her mouth, Gloria plunged her mouth down the full length of his shaft and hummed around the portion that was firmly lodged in her tight, slick throat.

Anthony gasped. Any illusions that he might have had about lasting for any length of time with these stacked, hungry vixens went right out the window.

Suddenly, they traded places. His cock was being massages by Katie's throat and his mother was sucking on his left nut. They trade back and forth like that for several minute, one sucking his cock and the other sucking one of his balls. He was moaning and writhing at the exquisite torture of it.

When it was his mother's turn at his ponderous pole again she looked down at Katie and asked, "May I?"

"By all means," Katie said as she abandoned his balls and scooted up to shove one of her huge tits into his mouth.

"Bite it, Lover," she said passionately, "Squeeze them both hard. You know what I like."

He did, while his mother started getting serious and aggressive about fellating his defenseless dick. Her face slid up and down that hot pole several times in rapid succession, her tongue darting and dance over ever surface of his shaft as she went. 

She devoured his cock with a ferocity she had never experienced before. It surprised her. She had never sucked with this level of hunger or desperation. Not her ex-husband, not any of her young men, not even her beloved father had ever received the kind of animated, furious head that she was giving her son.

Part of the reason was his incredible size. Part of it was how turned on she was from her rug munching with Katie. But, deep down, she knew that it was because it was her only son that she was sucking. She craved the taste of cum produced by the body she had brought into the world. It was a driving relentless need like no other she had ever felt. It drove her to use every trick she knew to coax the luscious liquid from his bloated balls. 

Her gift to him was the pleasure that her clasping throat, wet lips, and aggressive tongue could dish out. His gift to her would be his viscous ambrosia.

She could feel the heat inside her rising. She knew that this would be a first time experience. She had never cum from giving head before, but she knew that the moment she tasted her son's precious discharge that she would go off like string of firecrackers. That knowledge made her all the more desperate for his load.

Katie was in heaven. Anthony had never been this hard on her huge, round tits before. He was squeezing and biting them as though he wanted to rip them off of her body. It was making her cunt gush and her clit throb. She knew that she wasn't going to last much longer under his brutality. She was seconds away from an earth shattering orgasm.

Anthony was completely lost in the exhilarating bliss of the moment. He didn't know why, but his mother was sucking his cock like she was possessed. It was as though her only purpose in the universe had become to drain his balls. He'd never been sucked like this. He didn't think anyone had. He knew that it was causing him to be rougher than usual on Katie's giant orbs. He hoped that he wasn't going overboard. He couldn't help himself, though. His mother's maniacal attack on his manhood was making hard for him to control anything else.

Gloria decided that it was time for the endgame, the final gambit. She used the technique that she had used the day before when she had first put this magnificent tool in her mouth for the first time. It had failed then. It would not fail this time. She plunged her mouth down his shaft until her nose was in his pubic hair and her chin was between his balls. With most of his cock lodged firmly in her throat, she began swallowing several times in rapid succession. She used her tongue to bathe and fondle every surface of the portion of his big dick that was in her mouth. Her lips sucked greedily at that last small portion giving it a gentle massage. Then she reached under his huge swinging balls to tickle his scrotum with a delicate, feathery touch.

That was all the Anthony could take. His hips lurched as his balls exploded, spewing a torrent of semen down his mother's throat. He bit down harder on Katie's massive breast which triggered her orgasm.

Gloria moved her head back just enough to start catching her son's much craved discharge in her mouth. She had already had a series of small climaxes with each pulse of his mighty organ in her throat. When the taste of Anthony's jizz hit her tongue her entire body went into a convulsive meltdown. She was no longer in control of her body or her mind as the orgasmic tsunami drowned her. 

With cum already dribbling out of the side of her mouth and onto her ponderous tits, she fell backwards onto the bedroom floor as Anthony's last few shots from his then exposed weapon hit her on the face, tits, and belly. As the last few waves of orgasm washed over her, she lay on the bedroom carpet quaking and gasping.

Anthony released his death grip on Katie's fleshy mountains as he slumped down in his chair semi-conscious. The maternal cougar had drained him of nearly every ounce of strength he had. 

Katie's breasts were sore, but the orgasm had been one of her best yet. She leaned over to kiss her lover only to find him drifting off to sleep in the chair.

"I guess we were too much for him," she said, smiling ruefully.

"In fairness," said Gloria as she picked herself up off of the floor, "we did, if you'll pardon the expression, prime the pump a bit heavily."

"That's true enough," Katie said with a chuckle as she scooped a dollop of Anthony's cum of the older woman's face and licked is from her finger.

Gloria pulled Katie close for a deep, searing kiss. Katie shivered at the taste of her man's essence in the other woman's mouth. She desperately tried to lick up every drop. Their massive breasts mashed together as the held each other. Gloria moaned into the younger female's mouth.

When they came up for air Gloria said, "I think we should let him be. He's earned the rest."

She rubbed her pussy against Katie's and added, "Besides, I hardly think that we'll be bored while he sleeps."

"Not even a little," said Katie as she squeezed one of Gloria's round ass cheeks to draw her closer.



Caught with his Pants Down Ch. 05



Chapter 5: One Loose End

The rest of the week passed pretty much uneventfully. On Tuesday morning Anthony went back to school. The school days were the usual mundane slate of activities and classes. However, many people noticed that there was something different about him, but nobody could figure out exactly what it was.

Each day when he got home he and Katie would fuck like rabbits, he'd do his homework, he and Katie would eat dinner, and then they would fuck like rabbits again until they both fell asleep.

The following Sunday, Gloria made her usual three o'clock visit. Only this time she let herself into the house and when she found Katie and Anthony in bed together, instead of screaming bloody murder, she stripped and joined them.

Around half-past six they all decided to take a break. They all sat in the kitchen, talking and laughing, still naked from their three hour sexual marathon. During all of this Gloria announced that she was going to take them out to dinner.

"Thank you, Gloria," said Katie.

"Thanks, Mom," Anthony chimed in.

Anthony, no longer being constantly angry at or fearful of his mother, had returned to calling her "Mom" except in their more intimate moments. Gloria had decided that during such moments it would be more reasonable for them to be on a first name basis.

"Any sort of formal title," she had said of the decision, "seems a bit absurd while you're fucking me bowlegged."

Even at that, Anthony's preferred nouns of address, in the heat of passion, tended to be words like "slut", "bitch", and "cunt."

"Before we dress and trot off to dinner, however," Gloria said, "there is one very important thing that we need to discuss."

"What's that?" Anthony asked apprehensively.

"While this past week or so has been wonderful, exhilarating, and even life changing for us all, there is one outstanding difficulty that we have yet to acknowledge," they all knew that her next word would be, "Roger."

What would happen when Anthony's father found out is something that he and Katie hadn't dared to think about much less discuss. Obviously, Gloria had no such qualms.

"Dad's going to go ballistic when he finds out," Anthony said grimly.

"Not necessarily," said Gloria, "Oddly enough, this whole situation might turn out to be the solution to a problem that you might not have known you had as well as the problems you know about."

"What are you talking about?" Katie asked.

The three sat at the table with Anthony in between the two women. Katie couldn't resist a bit of teasing. She leaned over to rub her massive tits against her lover's arm.

"There are a few things that you need to know," said Gloria as she watched the younger woman's actions.

She decided that two could play at that game and began rubbing her huge rack against her son's other arm.

"The first thing," Gloria continued, addressing Katie, "is that your husband has not been completely honest with you about his trip to Cincinnati."

"What do you mean?" Katie asked apprehensively.

"I mean that there is no business related reason for him to have been gone this long," Gloria said.

"Are you saying that there's no conference?" the younger woman asked.

"Not at all," Gloria responded as she began to trace delicate circles with her finger up and down Anthony's thigh, "There was a conference, but it ended on Thursday."

"So, what has he been doing with the rest of the time?" Anthony asked, basking in the attention being lavished on him by the beautiful vixens.

"Visiting some old friend of ours," said Gloria, fondling her son's balls, "Before you were born your father and I lived in Cincinnati.

Roger had a very good job with an accounting firm. Everything was perfect except for our sexual differences. Those we temporarily solved, quite by accident."

"How do you solve a sexual problem accidently?" Anthony asked as he felt himself start to harden.

"Roger had just gotten his first raise in pay," Gloria answered.

Katie started stroking Anthony's big dick to accelerate the stiffening.

"We went out to dinner that night to celebrate," Gloria continued, "The waiter confused our order with that of the couple at the next table, Arnie and Cindy Hansen. 

Once we figured out what had gone wrong we traded plates and began talking. By the end of the evening we had pulled our tables together and promised to all go out together the following weekend."

By that time the two women had traded tasks. Gloria was stroking her son's steel hard pole while Katie played with his balls.

"We became fast friends with the Hansens. We went everywhere together and talked about everything."

Anthony shuddered as Katie licked his ear.

"We shared everything with them, vacations, clothing, secrets, and, eventually ourselves."

"The four of you started having sex together?" Katie asked, as she tickled Anthony's scrotum.

"Yes," said Gloria, "and it was wonderful."

She released her son's dick then scooted up to shove one of her massive tits into his mouth. Anthony moaned as he sucked and squeezed the soft, fleshy sphere.

"Arnie and Cindy were amazing," Gloria said, "Arnie had a big dick and knew how to use it, and Cindy ate pussy like it was her last meal. We had great fun together."

"Gloria," Katie said she ran her fingertips teasingly up and down her man's ponderous erection, "maybe it's just me, but I'm having little trouble figuring out how Roger fit into all that."

Gloria almost didn't hear the younger woman. She was getting lost in the sensations of her son's aggressive fondling of her breasts.

She sat up and gently pushed Anthony away.

"I won't be able to finish my story if you keep doing that," she said.

Anthony nodded disappointedly as he began to caress his mother's thigh.

"Now where was I?" Gloria asked distractedly.

"You were going to tell me how Roger fit into that scene," Katie said just before enveloping the head of Anthony's dick in her warm, wet mouth.

Anthony groaned at the delightful contact.

Gloria removed his hand from her thigh and continued, "That was the part that surprised us all. Roger turned out to have a few kinks that no one knew about.

What usually happened was that Cindy and I would double-team her husband while Roger watched and masturbated. When we were done he would crawl over to eat the cum out of our pussies until we each had a shattering orgasms."

Katie gave Anthony's cock one last lick and said, "That explains a lot."

"I suspect," said Gloria, "that her has never eaten you to completion. Am I right?"

Katie nodded.

"It's just no fun for him to eat an empty pussy," said Gloria.

Katie resumed jacking her big man as she shook her head and asked, "Why didn't he just tell me?"

"He was afraid that he'd lose you the way he lost me," Gloria said, "Everything changed when we moved here."

"Why did you move?" Katie asked, "It sounds like you had it made in Cincinnati."

The teasing was finally getting to Anthony. He could feel the pressure rising in his balls as he humped Katie's hand.

"Don't let him cum just yet, Katie, dear," Gloria said.

"Why not?" Anthony croaked.

"Because," Gloria cooed into his ear, "my big-dicked, fucking machine of a son, if we don't let you cum now it will be so much more fun for your step-mother and I to tease you mercilessly through dinner."

Katie withdrew her hand from Antony's cock and said, with a crafty smile, "I like the way you think."

"Like great minds," Gloria said with mock imperiousness, "beautiful, horny women think alike."

She reached down to grasp her son's straining pole at its base. She gave it one quick, very hard squeeze. Anthony felt a sharp pain just before his testicular pressure began to recede.

"Now," Anthony's mother said, "Try to pay attention. What I'm telling is very important."

Anthony nodded weakly as Katie resumed jacking his long, thick rod.

"The reason that we moved," said Gloria, "is that Roger lost his job in a corporate takeover of the firm he was working for. The next place that he was able to find another position was here. So, we moved.

Unfortunately, it turned out to be a dead-end, middle management job with no chance for advancement.

The job was, and still is, absolutely wretched. We found that I was going to have to start working if we were going to make ends meet. I discovered that I had a knack for the real estate business. Within a year I was making twice as much money as he was, with great possibilities for more."

"Knowing Roger that probably didn't sit well," Katie said.

"No," said Gloria sadly, "It didn't. Add to that the fact that we could never find another couple like the Hansens, so we only had sex, such as it was, with each other. We both grew angry and frustrated and, not unexpectedly, we started taking out frustrations out on each other. We argued constantly."

Katie bent down to give the head of Anthony's cock a few quick licks.

"When I became pregnant with Anthony, Roger and I made the same mistake that a lot of couples make. We thought that having a child would bring us together," said Gloria, "It didn't.

After a while it became obvious to us both that there was no saving our marriage. We divorced."

Katie let go of Anthony's cock and began rubbing her huge breasts against the side of his head.

"Roger got custody of you, Anthony, because, whatever controversies I may have had with him, I knew that he had a genuine gift for parenting. It's a gift which I completely lack. He also got the house because we bought it specifically for you to grow up in."

Anthony wanted to thank his mother, but he couldn't. He had his mouth full of one of Katie's lovely orbs.

"I don't see how that solves our problem," Katie said, pulling her breast away from her man's mouth and sitting back down.

"I think I do, though," Anthony said, "sort of."

Katie looked at him quizzically. Gloria looked at him with an approving smile.

"Dad gets to beat off watching us make love, then he eats you," he said to his buxom step-mother.

"Exactly," Gloria said proudly, "I knew that I couldn't have given birth to an idiot. It's a win/win situation all the way around."

"That's assuming that dad doesn't flip out at the idea that his son is fucking his wife in the first place," Anthony added.

"I have a plan that should head that off," Gloria said, "here's what we should do when Roger comes home on Tuesday."

Then she outlined her plan.

The following Tuesday evening everything was in place for Roger's arrival home. Gloria had called a few people that she knew in management at the airport and had found out when her ex-husband's flight was due. At seven o'clock everyone was in their appointed positions and knew exactly what to do.

At just before eight o'clock Roger came in the door. The house was oddly silent. On a weekday night his son was usually up in his room doing his homework and playing his music way to loudly. Katie was usually in the livingroom watching television.

He called out, "Katie? Tony? I'm home!"

"They're upstairs, Roger," said a voice from the livingroom, "and, I suspect, a bit preoccupied at the moment."

His eyes widened with surprise. He knew that voice as well as he knew his own.

Apprehensively he walked into the livingroom to find his ex-wife, sitting on the couch dressed in a lavender, see-through robe, and said, "Gloria, what are you doing here? Where are Tony and Katie?"

"Your son, Anthony," his ex-wife said, emphasizing each syllable of their son's name, "and your wife are a bit busy at the moment. We need to talk."

Those last for words set off every alarm bell in his head. Every time she had ever said that, in all the time he had known her, it had meant big trouble.

"About what?" he asked.

"Your wife, your son, and you trip to Cincinnati," said Gloria, "How are Arnie and Cindy these days?"

All the color drained from Roger's face. He trembled as he said, "They're fine."

"Did you have a good time with them?" she asked.

He nodded weakly. Gloria patted the sofa cushion.

"Sit down, Roger," she said.

Stiff with fear he walked to the couch and sat.

"A good deal has changed while you were away," Gloria said, "Actually, from what I've been told, the change started just before you left."

"What changed?" Roger asked.

As she looked into her ex-husband's eyes she was reminded that, for all their troubles, she still loved him. 

She put her hand tenderly on his cheek and said, "In so many ways our son is the very image of you. You're nearly identical in every way but one."

"You know about that?" he asked with surprise.

"Roger, I'm his mother. There are few secrets that either of you can keep from me," she answered.

Roger took a deep breath in an attempt to regain his equilibrium, grabbed his ex-wife's wrist, and removed her hand from his cheek. He had never stopped being deeply in love with her, but he was long past the point of being fooled by, what he was seeing as, her false attempts at affection.

"Gloria," he said, "what's going on?"

"Last week, when I came for my usual visit with Anthony..." Gloria began.

"Why are you suddenly calling him Anthony?" Roger interrupted.

"Because it's a man's name, and our son has proven, beyond any doubt, that he is very much a man," Gloria said stridently.

"What have you done, Gloria?" Roger asked with growing anxiety.

"What do you think I've done?" Gloria asked.

"You fucked him, didn't you?" he shouted, "Is that it? Did you fuck our son? Did you take his virginity? Did you commit incest?"

"Yes, no, and yes," Gloria said flatly.

"How could you?" he asked in a near panic, "What could possibly have possessed you to do that?"

"Someone had to teach him how to please a woman," Gloria answered, "Who else was he going to learn it from? You?"

"That's not the point and you know it!" Roger argued.

"That is precisely the point, Roger," Gloria shot back, "Someone had to teach him what's what with women so that he won't hurt some woman the way you've hurt me."

"That's not fair," Roger whined, looking down at his lap, "Brining that up just isn't fair."

Gloria gently lifted her ex-husband's head until their eyes met and said, "He had to learn enough so that some woman can't hurt him the way I've hurt you."

That stopped Roger's rage in its tracks. In all of the time they had been a part of each other's lives she had never said anything remotely like that. She had never admitted her end of things.

"Still..." he said, not finishing the sentence.

Suddenly, the sequence of her first answers clicked in, "yes, no, and yes".

"Wait a minute," he said, "You didn't take his virginity?"

"No," she said, taking a deep breath in order to continue, "Katie beat me to it."

"Oh my god!" he said, holding his head in his hands, "My wife and my son. What next?"

"Oh, come off it, Roger," Gloria said sternly, "After this trip to Cincinnati you're hardly in a position to be claiming the moral high ground, or any sort of victimhood."

"You want me to be happy about this?" he asked incredulously.

"As a matter of fact," said Gloria with a smile, "Yes."

"You're out of your mind!" he yelled.

"Even if I was," she said, "it wouldn't necessarily make me wrong."

"This is insane," he whimpered.

Gloria put her arm around him and said in a soothing voice, "Think about it for a moment, Roger. You have an ideal situation again. You have everything you wanted. You don't have to be frustrated anymore. You don't have to run off to Cincinnati. You have it all right here."

The thin, middle-aged cuckold shook his head in disbelief.

Gloria stood up, grabbed his wrist, and began pulling him toward the front hallway and the stairs.

"Maybe this would be easier if I showed you," she said with an enticing smile.

As they ascended the stairs she was just far enough ahead of him that her rounded backside was just at his eye level. It had been a long time since he had thought of his ex-wife in a sexual way, but he had to admit that, even after all these years, she still had a gorgeous ass.

The door to Anthony's room was cracked open just a tiny bit. Roger made a mental note that he was going to have to fix that one of these days.

Right near the door someone had put one of the comfortable chairs from the livingroom. In the center of the room stood his son, naked, hands on his hips, and his head thrown back in sheer, hedonistic rapture. In front of his son was his wife, also naked, on her knees, happily slurping away at Anthony's massive member. 

Roger's jaw dropped as lead filled his little pencil.

Katie didn't seem to be in a hurry. She was sucking Anthony's long, thick cock slowly and carefully, the bobbing of her head like the movement of a tree branch in a summer breeze. Her soft, full lips glided down his shaft until she had taken nearly two thirds of it into her mouth. She would suck greedily on what she had for a moment then glide back up to the head and give it a long, thorough lick. Her ponderous breasts swayed gently in time with her movements. It was obvious to Roger that she was fellating his son with great affection. She didn't just want make him cum. She wanted to maximize the pleasure in a leisurely journey to ultimate joy. 

He couldn't believe his eyes. He wanted to cry out his wife's name to try to stop it, but he didn't trust himself to speak. It was wrong. It was outrageous. It was insane. It was the hottest thing he had ever seen.

Suddenly he felt his ex-wife's soft, full breasts against his back as she caressed his chest through his shirt.

She whispered heatedly in his ear, "Do you like what you see, Roger? Is it turning you on?"

Roger didn't know how to respond. On the one hand he hated what he saw. His wife was cheating on him with his son. On the other hand he couldn't deny the impact that the raw eroticism of it was having on him.

Gloria reached down to feel the crotch of her ex-husband's trousers.

"Yes," she cooed, "it is turning you on. You've got a stiffy. You like watching your big-titted wife on her knees sucking your son's big dick."

Roger nodded weakly. He couldn't deny it any longer. His little tin soldier was stiffer than he could remember it ever having been.

"Why don't you take of your clothes and sit down, honey. We moved this chair in just for you," she breathed into his ear, "You can sit there and stroke your little boy while you watch your big boy fuck two horny women."

Roger started shedding his clothing immediately. As he sat down Gloria walked around in front of him slowly removing her robe. When it dropped to the floor she extended her arms and twirled around, displaying her buxom body to former spouse.

"Did you miss me, honey?" she asked, "Did you miss this body?"

Roger nodded.

She held up her heavy spheres and said, "Did you miss these? Did you miss Mama's huge boobies? Did you miss putting you head between them and squeezing them against your ears? You always used to like that."

Roger nodded hopefully.

She lean over him and placed a massive orb on either side of his head. Roger moaned and squeezed. 

"Mama's boobies missed you, too, honey," she said, "It's been a long time since you've had a chance to do that." 

Roger looked disappointed as she withdrew he tits from his head until she bent down to give him a deep, tongue dancing kiss.

She stood up and said, "Now you be a good boy and watch while you stud son fucks your wife and me. He's going fill us both up so that you can have a little snack later. Would you like that?"

Roger nodded eagerly as he began to vigorously beat his mini-meat.

Gloria sauntered across the room to kneel down behind Katie. She pressed her massive breasts against the younger woman's back as she reached around to fondle Katie's soft, firm spheres.




Caught with his Pants Down Ch. 05



Katie took Anthony's prodigious pole out her mouth and began knead it and caress his heavy, hanging balls.

Turning her head away from Roger she whispered fearfully to Gloria, "How is he taking it? I haven't dared to look at him."

"Like a duck to water," Gloria whispered back, "He loves it. It's been a very long time since I've seen him this happy."

Katie relaxed and let out a breath, "That's good to hear. He's been so miserable for so long."

"We all have," said Gloria, "Remember not to make our big man cum in your mouth."

"I won't," said Katie, "Thank you, Gloria. This was a great idea."

"It wouldn't work without the two of you," Gloria said with a smile. 

Anthony looked down at the two gorgeous, naked women and said, loudly enough for his father to hear, "Are you two going to talk or suck?"

Both women stood up.

As Gloria walked around Katie to stand beside her son she said, "Actually, we were thinking that it's well past time that you fucked one of us."

"Only one of you?" he asked.

"Only one at a time," Katie snarked, "unless you plan on growing another dick."

Gloria slid her hand up and down Anthony's flesh covered rod and said, "I don't know. He's thick enough for, at least, three dicks."

"Who wants to be first?" Anthony grinned.

"I think that you should do Katie first," said Gloria, "Fill her up to the brim. She hasn't experienced what her husband can do with his tongue when he's properly motivated."

"Okay," said Anthony, "Sounds good to me."

As they had planned, Katie got up on the bed on all fours so that her husband could see her from the side. They wanted him to get a good view of his son's mighty broadsword slamming in and out of his wife's wet sheath.

As his son got up behind his wife and slowly inserted his long, thick cock into her hungry, waiting cunt, he realized that this was something special. They weren't just letting him watch them fuck. They were putting on a show exclusively for him. They had found out what he needed and were doing their damnedest to fill that need. He was no longer upset, shocked, or angry. He loved his wife, his son, and even his ex-wife more deeply, in that moment, than he could ever have imagined possible. He dearly loved his family.

"Quit teasing me, you big-dicked asshole!" Katie shouted, "I need that thing inside me now!"

"A little impatient, are we?" Anthony asked.

"Of course I am!" she exclaimed, "You didn't fuck me when you got home from school like you usually do. So, I've been waiting all day for this. Fuck me!"

"Are you sure," Anthony asked with a sneaky grin, "You really don't sound very sincere."

"You want sincere, asshole?" she screamed, "I'll give you fucking sincere! Shove that big fucking dick up my twat! Fill me up with cock and then fill me up with sperm! Ram it in until I'm bowlegged and screaming! Fuck me, dammit! Fuck me!"

"Well, since you asked so nicely," Said Anthony with a big grin as he rammed himself home as hard as he could.

Gloria, meanwhile, had crossed the room to kneel next to Roger.

"Enjoying the show?" she asked.

"Well, they're laying it on a little thick," he said, smiling, "But, yes. It's great. Thank you."

"You're welcome," she said.

Roger put his arm around her shoulder and pulled her close. She rested her head on his shoulder and sighed. Roger looked down at his former wife and suddenly could make no sense of why they had parted ways. As she snuggled up to him he realized that he still loved her deeply. He had never stopped.

It had been a long time since anyone had held her as Roger was. It felt good. It felt right. As she rested her head on his shoulder the years, the animosity, and the trouble all started to melt away. She was remembering why she had fallen in love with and married him in the first place.

Their attention was yanked back to the business at hand when Katie yelled out, "Fill me! Fill me with that big cock!"

Her huge bosoms swayed and danced beneath her as her step-son moved like a piston in and out of her wet gash.

"You like that?" Anthony shouted, "You like having my big cock slamming your hot pussy?"

"Yes!" she responded loudly, "Fuck me! Fuck me harder!"

Katie's round firm ass cheeks jiggled each time Anthony's hips slammed into them. She put her head down and moaned with passion.

"Do you see how hard he's going at her? Do you see how much she loves it?" Gloria whispered in Roger's ear, "Stroke yourself, honey. Make yourself cum."

Roger's eyes were locked on the erotic scene before him. His hand was a virtual blur on his hard penis.

Gloria put her hand over his and called out to her son, "Don't worry about making her cum. Roger's tongue will take care of that. Just fill her up with you jizz!"

Anthony never got tired of hot and tight his woman was. Katie's vaginal walls griped him like a slick, moist glove. It grasped desperately at his pounding prick as it slid in and out of her scalding slot. He only half heard his mother's instructions. His whole attention was on the boiling caldron of Katie's cunt and the rising pressure in his balls. He was going to cum any second.

"That's it, Lover," Katie said, "fill me up! Fill me full of cum so your father can lick it out!"

Suddenly, Anthony bellowed, his body stiffened, and he gripped Katie's hips so hard he thought that it might leave a mark as he hosed her womb with his viscous, manly discharge. Katie had never felt so full. She could feel so much semen shooting into her body that she was sure she'd make sloshing sounds when she moved away from her lover. She could already feel the excess dripping down her thighs. Anthony's eyes rolled back into his head and his breathing became ragged as he emptied his huge balls into his step-mother.

With one final groan he shot his last and slumped back on the bed exhausted. Katie scrambled around until she was on her back with her thick, splayed thighs facing her husband.

She beckoned to Roger with a devilish smile and said, "Come and get it, Baby."

Roger almost knocked Gloria over as he leaped from his chair to dive, tongue first, into his wife's semen soaked slit. Gloria laughed lovingly at his eagerness.

She sauntered over to the bed and lay down next to her still recovering son to watch her husband's aggressive oral attack on his wife's messy pussy.

Katie's hips bucked against Roger's face as she chanted, "Eat me! Eat me! Suck out all the cum! Eat me!"

She clutched Roger's head trying to drive his tongue deeper into her. Her head was thrown back as she writhed and moaned. Her tremendous breasts bounced and shimmied wildly with her movements against her husband's face.

Gloria shifted her position on the bed until her head was next to her son's still semi-hard tool. As she began to lick it clean and heard Katie howl with orgasmic bliss, she was suddenly awash with a sense of peace and well-being that she had not felt since that last time she had been enfolded of the arms of her beloved father.

Everything was going to work out just fine. All was right with the world.