When they entered the room it was obvious Brian would have to be the first to get into bed. He pulled his wheelchair beside the bed and removed his armrest. Just before he scooted into bed he took a quick look at the others. His mother stood directly in front of him. She was topless and the light pink panties were so sheer. Therefore, he was able to clearly see the two things he had remembered so vividly from when they were together six years ago.

Her very small and petite breasts were beautiful; but it was her huge nipples pointing at him that he had loved so much. They’re like little fingertips on the end of her average size breasts. He could not wait to get them back in his mouth again. Although he guessed that it may be a fight with Mike to see who does it first. Then again, he realized there were two.

He quickly looked a little lower and saw through the sheer pink material the massive amount of hair covering her crotch. Again, something he loved dearly and remembered so well from the last time.

After about 10 seconds of fantasizing he realized how close he was to the real thing. He put his hands down on the bed and the wheelchair and immediately scooted himself into bed. He was going to start lifting his own legs when his mother grabbed him by the ankles and lifted both up onto the bed.

Brian was about to lie back on the bed and he noticed Mike to his left. It was obviously the first time he had seen a naked man in this context. Locker rooms, sure. But even then he did everything he could to keep his eyes away from every other guy. He was completely heterosexual and the idea of the male body had pretty much given him the willies in any context. Nevertheless, as he saw his friend standing there admiring his mother, he was able to appreciate what a good looking guy he was. He noticed that he was muscular enough and that there really was no pudge or fat on his midriff. Brian was slightly jealous because obviously he had a belly now since there was no way to exercise.

He did not spend much time looking at Mike but during his glance he saw he was holding his hard cock in his hand and stroking slowly. From what Brian could tell, it was pretty much about the same size as his own. Depending on how you measure, Brian’s cock was perhaps 8 inches long. It also had enough thickness to help pleasure his partner even further. Mike’s dick appeared to be about the same. The one thing that was obvious was Mike was anxious to get started.

“Let’s get you naked.” His mom said firmly, but jokingly. as she pushed Brian's chest. With very little balance outside of his wheelchair he immediately fell back and laid flat on the bed. She then seductively moved up his body and looked him in the eyes as she undid his pants and his zipper. For a long time she was fine with removing his pants simply from caring for him after his injury. Even after their last sexual encounter they had gone back to normal and she simply helped him with his care and helped him dress and undress quite often when they were together.

It felt good for both of them as she pulled off his pants seductively knowing once again that her motives were sexual. Several slight tugs and now Brian was naked. Because of the injury, his cock was still flaccid. Thoughts alone could not bring an erection. He needed direct stimulation. That was not a problem for much longer.

Pam took his flaccid dick and put the entire thing in her mouth. In less than 10 seconds the magic of her tongue and lips had his penis erect once again. And now she started her deliberate and wonderful process of bobbing her head up and down the shaft. She used her left hand to continue stroking whenever her mouth left his cock. But it was not long before she would once again bring it down. Meanwhile, her right hand now started to find its way under her underwear and on top of her pussy. Just as she had done earlier, she was now pleasing herself with her fingers and yet still focusing on her cock sucking.

This lasted for about for several minutes longer when she realized that Mike was standing there stroking his cock watching. She instantly knew it was very easy to get him involved. Pam stopped sucking Brian’s cock and moved her knees onto the bed. She turned herself around and now straddled his face. Brian looked up and saw the dampness through her pink sheer material. It was here when Pam began to give commands.

“Take my panties off honey,” she sweetly asked her son.

“And you… Bring that cock back over here,” she told Mike.

Both young men immediately obeyed. Brian used his hands to bring his fingers to the waistband on her hips. Although he had very little dexterity, he was able to grab them enough and start to pull. The process was moving along, but she decided to help him and quickly stood up, pulled them down, and kicked them to the floor in no time. As she knelt back down she then made sure her other lover was following orders.

He started to move around the bed in front of her; but was obviously not quick enough. She grabbed his hard cock with her left hand and literally pulled him in front of her. In one smooth motion she guided his cock into her mouth as she leaned down placing her sopping wet pussy on her son’s face. Now was the start of her first threesome with two men.

It’d been so long since she felt the excitement of being with her son sexually. And now the feeling of his tongue was unique enough to remind her of the last time. Quivers went through her body. At the same time she felt the shaking and quivering of Mike’s body as he started to fuck her mouth. The room was getting noisy now. She knew that there was only one apartment next door and it was Mike’s. So there was going to be no reservation in the sounds she made.

There was heavy breathing from all three participants. Even louder was the sound of Pam’s very wet mouth as she moved up and down Mike’s cock while her dripping wet pussy made sloshing sounds as it moved back and forth over Brian’s face. In addition to the sounds, the smell of sex was throughout the room. She was intoxicated. She knew she would not last long.

Brian was in heaven. His mother had just now placed her soaking wet pussy directly on his mouth and face. He was able to work his tongue inside and flick it back and forth along the labia. The juices were flowing and they were all over his nose and mouth. He had wished she was facing the other direction because he would have more access to her clitoris and he could use his nose on her pubic bone. So now he was not sure the best way to please her orally.

It was then he realized he would try something new. He moved both hands up to her cheeks and pushed her slightly forward towards Mike. She accepted the prompting and moved slightly forward. Mike was able to benefit because his cock now went deeper into her throat. Brian figured she did not know what he was going to do. It was then that his tongue instantly found her ass hole. Her butt cheeks clenched and she twitched. At the same time she moaned. It was obvious she liked it.

He could not believe he was doing this. The idea of anything anal never excited him. But now he was taken in. Anything he could do to please his mother was fair game. The fact that she moved as she did once his tongue touched her sphincter meant that this was the right thing to do. So he continued to move his tongue up and down the entire crack and jamming the tip of his tongue into her ass hole as much is possible. Then he surprised her.

Despite his poor dexterity, his thumb was rather rigid. He managed to take the tip of his thumb and now shoved it inside her ass hole. This is the first time anything had ever been inside her ass and she loved it. It was obvious by more additional moans. Brian still continued to lick the inside of her pussy and she pushed down hard on his face to increase the pressure, and thus the pleasure.

Their motions continued together and he shoved his thumb deep inside her ass at the same rate that her mouth was enveloping Mike’s cock. All three were now fucking each other in synchronized bliss. It was not going to last much longer. Brian noticed Pam’s thighs starting to clinch. The muscles throughout her buttocks were now getting tighter and her sphincter was clamping down on his thumb. Within seconds all the muscles of her body stopped for a brief second and then she started to shake and convulse.

Meanwhile he could hear Mike with the obvious moan of an orgasm. While Brian licked Pam’s pussy and fucked her ass with his thumb, he tried to picture Mike’s come as it was shooting all over his mother’s face. He also was in heaven. Pam collapsed on Brian’s body and smothered his face with her wet hairy crotch. A whirlwind of new sensation had overtaken Pam’s body and she could take no more. He started to move his tongue once again all over her pussy. She instantly rose and moved her hips away from his mouth in a definite signal that she could not handle it right now. The effect of his thumb in her ass had triggered something she’d never felt before. This orgasm was different. She couldn’t specifically think how it was different except to know that she was enjoying every minute as she still lay motionless on top of her son and below his friend. It was then that she could feel her son pushing slightly on her cheeks and he realized she should move now. She rolled over and beckoned Mike to lay down next to them.

Brian could see Mike as he lay down next to his mom. Even though Brian did not directly feel anything he noticed that Mike was touching his lower body in several places as he did so. It felt rather strange being so close to a naked man. There was definitely no feeling of attraction or homosexuality. There was going to be none of that. But what he was amazed at was how comfortable he was with the nudity of his best friend. This was going to be a long night together and he enjoyed watching his friend and his mother as well as himself in all their naked glory.

The three of them lay together side-by-side touching each other ever so slightly. They were all recovering from what had just happened. Furthermore, they all knew they were preparing for what was about to come. Pam turned on her side facing her son and kissed him on the shoulder leading up to his cheeks. She ran her hands over his chest. Brian was in heaven to be this close to his mother once again.

Meanwhile, Mike scooted closer behind her and now did the same. She felt his fingers as they ran up and down her side and she could feel his body nuzzle up against her back. The sensation was wonderful. She now was in bed with two men and it was surprised at how uninhibited she felt.

Brian interrupted her pleasure, “help me prop up on my side.” He asked.

It did not take much. His mother pulled away just briefly and grabbed his right arm to pull him over on his side. Brian now was propped up on his left elbow giving him his right hand free to do whatever he wanted. Pam lay down flat on her back to allow his now free right hand to begin its exploration.

Brian started to caress her right breast. Mike now was comfortable on the other side of her and followed his best friend’s lead. His left hand began to caress Pam’s left breast. She now was being fondled by two men at the same time. Her eyes closed tightly and she breathed a very deep and satisfying sigh.

Both men then began to tweak and play with her incredibly erect nipples. Brian was the first to bring his lips to his mother’s skin. She felt him as he kissed just above her right breast. His tongue was circling above the top of her breasts when she felt the lips of her other partner begin to kiss the outside of her left mammary. Within several seconds neither man could resist her very large and erect nipples. Each of them was now sucking intently. Consequently, there was much more than a sigh emanating from her mouth. Her breathing was heavy and deep. It was rapid and consistent. She was now in extreme heat and satisfaction.

She continued to enjoy this for what seemed like an eternity. Each man moved his mouth over every inch of her body from her forehead to her midriff. While she lay there simply absorbing all the attention, she was at least able to focus some attention on Mike. Her left hand had found his cock and had been stroking it consistently for some time. It was now fully erect and she realized it was time for more.

She rolled a little to the left signaling for Mike to exit the bed.

“Excuse me, honey,” she said to him as she slid past. And she moved down to the foot of the bed standing where Mike had stood earlier when she sucked his cock. It was obvious she was now taking control. She looked down at her son from the foot of the bed.

“It’s your turn, sweetie.” She told her son.

Brian looked up and saw her beautiful naked body. Again, it was the nipples and the hairy pussy that caused a flashback to all the times he watched her coming out of the shower as a child. He remembered how the water from the shower would drip from the hair on her crotch. Now the dampness on that pussy was her come and his saliva. She started to play with his flaccid penis in hopes that it would quickly become erect.

It did not take long. She managed a few good strokes along the foreskin and up and down the shaft coupled with her tongue along the head. Consequently, within no time Brian was again erect. Once he was, she immediately started her magic. Brian loved to see this. He looked into her eyes as she looked up with the first full downward motion. Their glance had to break though so that she could bring her lips all the way down to the hair at the base of his cock. She held it there for several seconds and he could feel a wave of excitement over take him. She then pulled it out once again and looked him in the eyes. In no time the process repeated.

Meanwhile, Mike decided to not wait for his next order. He moved from the side of the bed and started to walk back around behind Pam. Brian turned his head and saw that his friend was fully erect. He was certain of what was about to happen next. Pam was straddling at the foot of the bed as she sucked Brian’s cock with her ass up in the air and her pussy dripping below. This had doggy style written all over it.

Mike came around back and put his hands on her hip and cheeks. It was then that he broke the silence for a brief second.

“Do I need a condom?” He asked.

Pam found it to be a wonderful gesture that he did so. After three kids she had her tubes tied long ago. Yet she also realized she did not know Mike very well and she decided to take him up on the offer. She answered him in a reassuring and grateful tone.

“If you don’t mind baby,” She said without looking at him.

Mike looked at Brian, “top drawer?” He said as he moved his head in the direction of the dresser.

Brian nodded affirmatively as he grabbed the remote control of his electric bed and raised the head so that now he was propped up and could see everything. His mother continued to suck his cock but now he would be able to see Mike’s dick as it was just below her ass. His friend had the condom on in no time. He had his hard cock in his right hand and he was now guiding it in. It was obvious as it slid in because Pam froze briefly. She could not concentrate on anything about her mouth for that time that Mike’s shaft was sliding inside her vagina.

It felt so good. The idea of such a young stud fucking her made her so hot. Coupled with the fact that she was sucking her own boys cock once again, she knew that multiple orgasms were about to come. Then the pace quickened. Mike put both hands on her hips and started fucking her with reckless abandon.

For Mike, fucking a woman doggy style was not a unique situation.

Yet he wasn’t sure how long he would last. This was because of the...