When we were between our junior and senior years in high school, a new kid arrived in town named Brian. His dad had left him and his mom for a younger woman, so Brian and his Mom moved out to the country as the rent there was a hell of a lot cheaper than in the city.

Over the next couple of weeks, we got to know Brian and Ms. M pretty well and felt very welcome at their place. Ms. M was mid-forties with nice boobs, legs, and butt although she was a bit chunky around the middle. We rarely saw anything to look at though so she was just another Mom to us until that night.

A few of Ms. M’s friends had arranged to come from the city and “paint the town red” so Ms. M could meet “her dream man” at one of the local bars. Despite her objections, she soon gave in to her friends' demands and was looking forward to going out with the girls.

Five of us had come to Brian’s on Saturday to play video games and chill. But we wound up watching with interest as the four ladies tried on clothes, makeup and hairdos throughout the afternoon while they had a few drinks. We managed to cop a few peeks during the day, especially of the blonde one, Darlene, who loved showing off and one by one had squashed each of us against her ample boobs for complimenting her.

Ms. M ordered pizzas for us if we promised to stay at home and be good, so we all just kept Brian company for the evening.

Around 11:30, the ladies trooped back in, disappointed as the bars were all boring and there were very few people there. Instead, they decided to come back and have a few more drinks. The music was soon loud and Darlene kept dragging us up to dance, teasing us with her body … except for poor old Chuck who was left out. Chuck was quiet, shy, and not very good-looking. And for quite a while Darlene couldn’t coax him to dance with her. All the ladies were a little drunk and danced with each other or us, except for Chuck.

Chuck was nicknamed Horse, not because of his equipment, but because of his looks. Ms. M took pity on him and convinced him to dance with her. I don’t think any female had ever paid him any attention before so when Ms. M finally wore him down he was beaming.

Danny, with his surfer's good looks and body (although he had never surfed), was the main recipient of Darlene's attention. She had him hard for most of the evening as she rubbed and gyrated against him. Around 1 AM, Ms. M’s friends decided it was time to head back to the city to see if anything was happening at the bars there. Ms. M opted to stay home despite their pleading and the others headed out.

Danny was soon his obnoxious self, bragging about the blonde throwing herself at him and said, “Darlene would probably be having sex with me if she didn’t have to go.”

Ms. M, having had had quite a lot to drink, put him in his place and said, “I would rather fuck Chuck than you.”

Danny countered, “Y’all are just talk… you would never take Chuck to bed, he’s gonna stay a virgin forever.”

After quite a bit of arguing back and forth even, Brian joined in saying, “You would never take Chuck to bed, Mom. You would take Danny before any of the other guys here due to his looks and body.”

Ms. M declared that she would pick personality over looks any day.

Brian yelled, “Well, go on, prove it!”

Ms. M stumbled over to Chuck and kissed his mouth deeply for a bit then led him by the hand to her bedroom. As soon as the door closed, we, of course, all rushed off down the hallway to listen.

We could hear lots of banging and stumbling around and were all whispering excitedly when the door opened only to see Ms. M peek around the door with her underwear on. She told us all to go back to the kitchen and turned off the hall light, but not before we glimpsed Chuck sitting on the side of the bed in his underwear.

Holy shit… she was going to go through with it.

After a few minutes, we crept up the hall again and listened to moans and groans and bedsprings. We heard quite clearly, “Don’t worry about it… just keep going and do it again.”

About ten minutes later, the squeaking stopped and we heard Chuck say he just needed a drink. The door opened, and although it was too dark to see anything, we could smell the sex surrounding him as Chuck walked out. We hounded Chuck for details and crowded around him whispering questions. Suddenly, we heard the bed squeaking again.

Brian looked around and said, “Danny’s missing.”

We all looked at each other wondering what we should do.

The moans and grunts were getting pretty loud. Brian opened the door and switched on the light yelling angrily, “Danny, you sneaky bastard!”

Danny was just finishing his last few squirts and Ms. M had her legs and arms wrapped around him, humping at him as she said, “Oh god, that’s good, keep going. Don’t stop, don’t stop.”

Brian dragged Danny off his Mom but she just lay there spread-eagled with her pussy gaping and dripping cum as we crowded around for a good look.

Ms. M reached out and grabbed my cock, which was making a tent of my shorts, and said, “I want you, Steve. I want you all. I need it bad. It's been so long.”

Ms. M had pulled my cock out over the top of my shorts as Brian herded the rest of the guys out and turned off the light. I wasted no time in jumping between her legs shoving my cock as hard and deep as I could, setting a rapid pace. Ms. M was close to cumming. She soon squealed and grunted as her pussy convulsed around my cock. I slowed up but kept pumping for a few minutes until Ms. M started humping back. I couldn’t hold out and shoved my cock in as far as it would go in short, hard thrusts as I dumped my load inside her.

Ms. M groaned as I pulled out. I asked if I should send in one of the other guys.

“Yeah, keep 'em coming,” she giggled at her joke.

Then she said, “I may as well do you all. My reputation is shot all to hell anyway so I may as well have a great time.” She kissed me and smacked me on the butt.

When I opened the door, the guys just about fell through. I said, “Don’t worry, she wants us all to have a turn so no one is missing out.”

Brian herded the rest of us back to the kitchen while Russell went in and Ray waited outside.

“Are you okay, Brian?” I asked.

“Mom needs some pleasure in her life after the last year or so. But if any one of you says a single word about this, I will personally find you and destroy you!”

We believed him too.

After Ray had had his turn we sat around the living room chilling out and watching TV. Ms. M had decided to go to take a nap. I needed to take a leak and as I walked up the hallway I could hear the bed squeaking but everyone was in the family room… except Brian.

I listened, getting turned on as I thought about Ms. M fucking her son, and wondering if she knew. It was very dark and he could have snuck in as Danny did. I listened carefully at the door then I heard, “Hang on, I know that scar!”

The squeaking suddenly stopped and I heard, “Brian, what do you think you’re doing?”

I then heard Brian pleading to his Mom to let him finish.

“Go on then, but hurry up because I don’t want anyone to find out.”

The squeaking started again. There were some pretty loud moans coming from the bedroom and finally a loud squeal from Ms. M.

I heard the boys talking and realized they were heading for the bedroom. I quickly stepped inside the bedroom and whispered urgently to Brian, “They’re coming. Quick, hide.”

Brian jumped up, still sporting a bobbing erection, and headed for the bathroom while I whipped my pants down and jumped into Brian's place just as the door burst open.

Ms. M was still humping me with a glazed look as one of the guys said, “Oh, where’s Brian?”

I started to pretend to fuck her with my soft cock sitting along her slit.

“I think he’s getting a bit pissed off and went for a walk,” I said, as my cock hardened up and slid into the crevice near her hole. I adjusted my knob and slid smoothly into her pussy on a tide of boy cum. This felt even better than last time although a bit looser. I knew I would last longer this time.

Ms. M had calmed down and didn’t seem to mind the audience as they crowded around for a better look. Ms. M reached out and grabbed Ray’s hard-on. She told Russell to come round to the other side and started jerking off the two of them. Chuck moved up above her head and was feeling her boobs. She pulled his cock down the leg of his shorts and kept pulling until she had his cock in her mouth.

Danny was scouting around the edges trying to find a spot and got me to move up squashing Ms. M’s legs back onto her chest. As Danny moved up behind me, Ms. M popped Chuck's cock out of her mouth and exclaimed, “NOT my ass, Danny!”

She then went back to sucking Chuck's knob while jerking off Ray and Russel.

Danny was a bit flustered for a bit. But after a bit of wriggling, I felt his long thin cock slide into her pussy just below mine. The extra tightness caused some pretty loud muffled ohs and ahs from Ms. M and I was getting pretty close myself.

Danny was just starting to cum as I sped up into my orgasm which unfortunately pushed his cock out. He tried desperately to put it back in but gave up and pushed his knob up against Ms. M’s asshole and pumped his load inside her ring. Ms. M came loudly around Chuck’s cock and he dumped his load in her mouth much to his delight.

Danny moved away and I got off. Russell quickly jumped between her legs and let go of his load inside her pussy as he was pushing it in. As he finished cumming, Ray almost dragged him off and shoved his cock into Ms. M hard and deep. In a short time, he had an orgasm just as Ms. M had another one.

I couldn’t believe it, we had all cum in less than a minute or two.

We were all sitting round, relaxing when Brian walked in from the kitchen telling us, “That’s enough, guys. Time to go home.”

We all dressed and headed out the door when someone wondered out loud if we would get a repeat. “Wait out here and I’ll see if I can find out,” I said and ducked back inside

As I walked up the hallway, Brian was talking to his Mom, and his hardon was showing through his shorts so I closed the door behind me.

Ms. M had turned on her side with one leg out straight and the top leg bent up.

I could see her pussy and the cum dribbling out of it as I said, “Don’t worry, no one else knows and I’ll keep the secret.”

To Brian, I said, “Brian, you look like you're ready to burst. Why don’t you finish off while I talk to your Mom.”

Ms. M didn’t move and didn't seem to be objecting. Brian dropped his shorts and moved to straddle her lower leg while guiding his cock into her sloppy hole He slid it all the way in before humping her in long, deep strokes.

I moved around to face Ms. M and cautiously asked her if a repeat was likely as the guys were all wanted to know.

“I doubt it, Steve,” she said. “I think I went a bit overboard tonight and won’t be able to walk straight for a week. When I sober up I think I’m going to regret tonight.”

Just as she finished talking, Brian grunted and unloaded his balls far up inside her.

“Please, please don’t say anything about Brian. And please make sure the boys don’t blab,” pleaded Ms. M.

Brian pulled out of her and headed for the bathroom to clean up.

I left and told the boys it was just a one-time deal. But I thought if we could get her drunk again we might have a chance. Hopefully, that would stop the boys from blabbing.

The next weekend, I dropped in but Ms. M would hardly look me in the eye. I assured her that no one had said anything and I had not mentioned what I had seen with her and Brian. Ms. M walked over and hugged me as she opened up and thanked me, then told me how embarrassed she was, especially about Brian.

She told me she regretted the night but she had gotten so horny she just couldn’t say no. She babbled on and on but the problem was I could feel her braless boobs against the side of my face and my cock was now poking in between her legs through her summer nightie.

I dropped my hand slowly down her back and got even harder as I felt no panties beneath the thin fabric. I tried an exploratory hump and she stayed frozen in place except for the hardening of her nipples. I humped again and got a small moan as my cock rubbed over her pussy. I moved my head and sucked a nipple into my mouth while pushing my cock against her pussy. I pushed the front of my shorts down to free my cock then lifted her nightie enough to get my cock under it. Then I pushed in until I could touch my knob to her pussy lips. Ms. M half-heartedly pushed at my shoulders, but I held on and slid down until my knob was held in the pocket of her hole.

I kept the pressure on my cock as her pussy juices began to flow. My knob started to slide inside her until I was inside an inch or two. I pulled back then slid a bit further in, getting deeper with each stroke. As I moved the nightie aside from her nipple I sucked the nub deeper into my mouth.

Ms. M was finally starting to hump back and was getting me severely worked up. I was trying hard not to cum then we both jumped as a pair of arms surrounded us and I heard Brian say, “Mind if I join in?”

I could feel Brian’s dick against mine as he humped up against his mother's ass. “Brian, stop it,” said Ms. M.

Brian kept holding on and humping until Ms. M stopped trying to evade him and just let him have his way.

Brian managed to slip his cock in beside mine as I came hard and softened slightly, the feeling of his cock rubbing against mine kept me erect and I was soon fully hard again.

Brian kept slipping out and accidentally pushed up against her asshole a few times. Ms. M would jerk and say, “NO, not there.”

Brian would guide his cock back in beside mine. After a while, I noticed she started to hump back harder when he accidentally slipped out and hit her ass. The next time it happened, I pulled him towards me and she pushed back with a loud moan as his knob popped inside her ring.

Brian took the hint and kept the pressure up as his Mom slowly dropped down onto our cocks until her feet were hardly touching the floor and she was suspended on our two cocks. Brian would hump hard and fast into her ass and then I would hump her pussy hard for several strokes, Ms. M went into a rolling set of orgasms as we took our turns shoving our cocks deep inside her until first Brian, and then I filled her orifices with our cum.

We all cleaned up then Brian and I headed down to the river for the rest of the day.

We flirted with a few girls during the afternoon then headed back to Brian’s talking about what we had done that morning and getting all worked up. By the time we got back, we both had hardons.

Ms. M was leaning back in a recliner with a dress on when we walked in. Brian didn’t even say hi just walked up and reached under her dress pulling her hips to the front of the chair and sliding her panties off in one movement. Both Ms. M and I looked a bit shocked as Brian spat on his hand, wiped it on his knob, and shoved his cock halfway up her pussy.

Ms. M looked a bit sad then turned her head to one side as Brian used her pussy to dump his cum into. Ms. M was starting to hump back onto his cock as Brian pounded her pussy hard and she looked at me and smiled as Brian pulled his cock out with a loud pop.

By that time, I had pulled my shorts down and moved between her legs. I was hard and slid into her slippery pussy with ease letting her set the pace. We slowly built up a good rhythm and had a very nice orgasm at the same time.

As we relaxed, I started to move inside her again and hardened up within seconds. Ms. M moaned, and then grabbed my cock and pulled it out of her pussy and placed it against her asshole,...