Chapter 3

"Wonder what Penny's doing now?" Stevie asked his brother.

Danny grinned. "Whatever, she's not havin' the fun we are," he said.

Both boys were jerking off, their fists flying up and down on their hard cocks. It was late morning, and their mother was baking in the kitchen. The sight of her full ass stretching her skirt as she put a rack of cookies in the oven had sent both her sons back to the bedroom.

Karen turned off the oven and wondered why her sons were being so quiet. Naturally suspicious of anything out of the ordinary, she tiptoed down the short hallway and listened at the door.

"Whatcha thinkin' about, Danny?" Stevie asked. "Mom's pussy?"

"Yeah! It makes my cock harder. How about yours?"

"What else? Thinkin' about the way it smells and how her hairs tickled my nose when I kissed it is the biggest turn-on ever!"

"Yeah, but you almost shit when you thought she was waking up!"

Karen slumped against the wall, her face burning and a sick, churning feeling spreading through her stomach. Her sons were as bad as their father! Worse! They were perverted, kissing her private parts while she was asleep! Their own mother!

Karen's heart pounded so hard in her chest that her whole body shook. She bent and looked through the keyhole, knowing in advance what she would see.

That knowledge didn't prevent her from gasping at the sight of her sons' fully erect, thick cocks. Danny and Stevie were sitting on the edge of the bed, pumping their fists vigorously over the shafts of their inflamed pricks. Despite the emotional shock of what they were saying and the sight of them masturbating, Karen noticed that her boys' cocks were almost as big as their father's.

Unaware of what she was doing, Karen clutched one mammoth tit. She groaned as they continued to talk about her, discussing how fat the lips of her cunt were, and what great tits she had, and how they'd like to get on top of her like their father used to.

Karen remembered some erotic dreams she'd had, even before she'd left Dan. Her sons had been her lovers, gentle and considerate as no grown man could be, loving her gently and awkwardly because fucking was so new to them. She'd been their guide in the dream, teaching them all the things she couldn't bring herself even to talk about in her waking state.

Karen shook her head and broke her trance. "Oh!" she gasped with stunned disbelief. Her skirt was around her waist, and her hand was stuffed inside her thin panties. Her fingers were stirring the fat, plump lips of her creaming cunt. She wanted to stop, but as her middle finger slid through the wet crease of her steaming cunt and hit her clit, she moaned and gave in to the wonderful sensations.

She'd gone so long without love. She closed her eyes and let her fingers race up and down the hungry, aching, hair-lined lips of her throbbing pussy. Soon, her hips were churning frenziedly. She inserted first one, then two fingers into the hot, muscular mouth of her cunt, pushing her hips down to meet their upward thrust.

"Ohhhh, God!" she groaned excitedly. "I'm commingggg!" She felt the slick, rippling walls of her cunt squeeze against her scissoring fingers and bucked and squirmed. "Uhhhhhhh! Huhhhhh!" she grunted. "Coming!" Then the spasms hit and she sank to the floor, her body drained and quivering.

Through the door, she heard her sons grunting and knew that they had climaxed at almost the same time as she had. For some strange reason, this thrilled her. She heard the bed springs squeak as they stood and began cleaning themselves.

Dropping her skirt and wringing her wet fingers into her dry hand, Karen walked quickly into the bathroom and washed her hands and bathed her hot, perspiring face. Since she'd come, the full impact of Dan's absence hit her. She hadn't masturbated in years, even when she felt in need of loving. Now, her still-quivering, loose loins were a constant reminder of her physical loneliness. She wondered if things would ever be the same again.

She understood her sons' needs a little better, now, also. The pang of sexual frustration and physical loneliness was probably as hard for them as for her, and she had neither the heart nor the courage to scold them for what she'd seen. After all, they were merely young boys, and they didn't comprehend the consequences of their actions. They'd straighten up as they matured, she assured herself.

Karen stayed up a bit later than usual that night, and she did something else that wasn't part of her regular routine. She had a few drinks before going to the bedroom she shared with her two sons. She wasn't drunk by any means, but neither was she quite as steady as usual. The room was dark when she entered, and she could hear her sons' deep breathing.

Karen usually undressed in the bathroom, putting on her gown before coming to bed. As she staggered against the dresser, she just didn't have the strength or the will to make what now seemed a long trip for nothing. Stevie and Danny were asleep, so what the hell? She giggled a bit and turned on the little lamp on the dresser.

Quietly, she began taking her clothes off. Stevie and Danny opened their eyes. Now with the lamp turned on beside her, she wouldn't be able to see them watching. Her whole body was given a golden glow by the dim bulb.

The two boys spent an anxious moment waiting for the unveiling of her melon-sized tits. Slowly, she drew her blouse off and reached behind to unhook her bra. As if self-propelled, her white tits spilled out as her bra hung loose. Her great white tits swung and swayed with her clumsy movements, and her sons licked their dry lips.

"God," Danny whispered to his brother. "Look at them hang!"

Karen's heavy white tits jiggled and swung away from her body as she bent to tug her skirt from her ankles. Then she wriggled out of her panties. Her fleshy, heart-shaped ass faced the bed as she drew her panties down over her knees. Some pudgy pink folds and a mass of dark curls pooched out between the tops of her plump thighs.

Under the sheets, two adolescent cocks quivered tautly, fat and aching. Danny and Stevie slowly resumed their steady breathing as their mother walked a few steps to the closet, her ass dimpling and quivering with the firmness of a young woman. She took out her night gown and turned, facing the bed as she dropped it over her shoulders.

For an instant, her sons had seen the hairy mound of her naked cunt and, briefly the gaping folds of her pink pussylips.

As she approached the bed, Karen saw that her sons were each sleeping on one side, and only the middle was available for her tonight. Crawling onto the bed from the end, she made her way up and wriggled under the sheets as carefully as possible. She didn't want to wake her sons up.

The sheet was around her waist when Danny moaned in his sleep and rolled over. His hand settled on her big, pillowy tit, sinking into its softness. He mumbled and squeezed his mother's spongy tit. Karen went tense and dry-mouthed. Her big nipple tightened under the thin material of her gown as Danny patted and held her tit as he had as a hungry baby.

Thinking that Danny was dreaming, she started to remove his hand. He rolled toward her, his eyes still closed, and nuzzled her tit. Working his lips like a baby, Danny took his mother's big, throbbing nipple into his hot mouth right through her night gown.

Karen groaned and dropped her head to the pillow, her body growing hot with mingled desire and motherly love. She felt again the near-forgotten enjoyment of nursing her son and, as his fingers scrabbled at her low-cut nightie, she held herself still.

She'd fed her long, sensitive nipples to both her sons long ago, and somehow it didn't seem so bad that Danny was dreaming of nursing on her again. After all, he was asleep, looking so angelic. What harm would it do? And it felt so good ...

His fingers had worked her big tit free, and it rolled slightly toward him, quivering heavily, the momentarily lost nipple large and stiff and slightly up-tilted. It was strawberry-colored, except for the big, brownish aureole. Danny yawned and it disappeared into his mouth. He licked her rubbery nipple into greater hardness.

Karen groaned as her darling boy sucked so enthusiastically on her tingling nipple, and she could almost believe that milk was being drawn from the tiny indention at the end of her tit.

Danny groaned and she looked at the outline of her sleeping son. His body, except from his head and shoulders, was flat on the bed. She saw that the sheet was tented over the lower part of his belly, where his cock was. She should have remembered! He'd always gotten hard while nursing, his tiny, stiff prick nudging her belly as she cupped his sweet butt.

She'd often seen her husband's cock poking up from the sheets in the morning, and she'd never thought much about it. He called it a piss-hard-on. Somehow she knew Danny's wasn't a piss-hard-on. He was excited from his erotic memories of nursing, she supposed. Since seeing him jerk off through the keyhole, she was curious about what her son looked like up close.

Lifting the sheet from his body, she ducked her head and looked under. She moaned as she saw the fat, pink column sticking out of Danny's pajama fly. The tip was big and round, and every once in a while, the whole thing quivered and the knob bumped the sheet.

Quickly pulling her head back and dropping the sheet, Karen glanced at her still nursing son. How sad that his brother couldn't experience those happier days again, when there'd been no problems.

"Poor Stevie," she whispered. "You're asleep, too, aren't you? You don't know what you're missing, but Mommy'll help you."

She uncovered her other tit and cradled her son's head, gently pulling him to her. He turned sleepily as she pulled him, his hand settling on her bare tit. "Let Mommy help her tired boy," she whispered, and guided her swelling nipple into his eagerly pursing lips.

"Mmmmm," she sighed as her two boys nursed on her, and she felt the long-lost thrills shooting clear down to her pussy.

Danny turned his body some more, and his stiff, wet-tipped cock slid across her hip. He began slowly pressing it to her warm skin, hunching slightly. Karen realized that even in sleep there is need, and felt her heart go out to him.

What could she do to help her poor boy? she wondered groggily. Then she recalled what her husband Dan had done once while she was half-asleep. His orgasm had wakened her, and they'd had a big fight about it. Now it didn't seem so bad. After all, a good mother places her sons' well-being above her own.

"Ohh, baby," she whispered. "I know it must hurt. Mommy's going to help you. You'll never know, will you? Because you're sleeping, aren't you? Yes, that's right. Mommy's little boy is sound asleep."

She slipped her nipple from his sucking lips with a loud slurp, then rolled toward Stevie and pressed her back against Danny's stomach. She felt a lewd thrill when his hot, stiff prick slithered across her bare ass.

The tit Danny had been sucking now rested on top of Stevie's head, but the boy didn't seem to mind. His eyes were still closed, and he was still sucking on the other tit contentedly.

"Maybe you can hear me in your sleep, baby," she whispered, peering back over her shoulder. "Oh, I hope you can, honey, because Mommy wants to make you happy." She squirmed her ass until her son's stiff prick wedged in the hot crack.

Karen reached her hand back and pushed against her son's ass through the sheet, pressing him tighter against her. "Just push back and forth there, honey, and have a nice dream," she whispered.

The gown's folds cut into the skin of her hip where she'd rolled onto the rolled-up material, but the excited, drink-dazed mother didn't care. She imagined that fat prick she'd seen as it must now look, caught in the soft split of her ass, its plump, rosy head bumping against her tail-bone.

She felt Danny's belly press against the full, firm cheeks of her ass. Then he began hunching, sliding his prick through her ass crack. She clenched her asscheeks, and heard him groan. She moaned herself as his cockhead brushed back and forth over the extremely sensitive, raised lips of her hairless asshole.

"Ohhhh, Danny, that's so nasty," she moaned, hardly conscious she was speaking her thoughts out loud. "You're rubbing Mommy's asshole, honey, and it's so good it almost hurts."

Stevie, listening to his mother's slurred monologue while he nursed and chewed on her fat nipple, grew more and more excited. Mental images of what his mother was doing flashed through his young, inexperienced mind.

He'd never touched a girl before, and here he was sucking his mom's tit. And Danny was rubbing her asshole! Easing his hand from her big tit, he slid it under the sheet and across her warm, soft belly.

Karen felt Stevie's hand stroking her lower belly, and knew she shouldn't let him do it. It felt so nice, just like in her dreams. Her sons were so gentle, so considerate, so undemanding ... She couldn't help lifting her leg a bit as his fingertips touched her cunt.

"Oh, Stevie, the nasty things you do in your sleep ... " she groaned. Then she gasped as he touched her wet pussylips.

The boy wiggled his fingers around clumsily, feeling the heat and slickness of the plump, pink folds that Danny had so bravely kissed.

Karen wriggled her ass as Danny's cock slithered back and forth between her tingling asscheeks. Her ass crack was slippery with more than sweat, now. Danny was oozing a constant flow of pre-cum, and the mouth of her cunt was brimming with juice. Some of it was on her little boy's flopping balls where they'd rubbed between her thighs.

Karen jumped and gasped again as Stevie's fingers slipped awkwardly into her burning cunthole. She moved her body back and forth, alternately shoving her soft ass back at Danny's stiff cock and her steaming pussy at Stevie's working fingers.

She could feel him stretching the elastic mouth of her neglected cunt, and it felt incredible. She clasped his head and pulled his face into her tit, nearly choking him with her nipple. His thumb accidentally brushed her straining clit and she moaned and straightened her legs, squeezing both Danny's cock and Stevie's imbedded fingers.

"Ahhhhh!" she cried loudly, shaking violently as her orgasm flowed over her. She felt Danny's cock quiver and swell between her flexing asscheeks. He hunched faster and grunted a few times. She felt a stream of liquid shoot across her butt and lower back. Danny had come!

Stevie was hunching his cock at her belly now as he sucked her big tit. Karen realized she couldn't play favorites. Easing away from Danny, she let Stevie shove his cock between her warm, wet thighs, his cock shaft running through the trough of her raw pussylips and over her slit.

Karen threw the sheet back and held her son's lean ass as he slapped his belly against hers and nursed strongly on her aching nipple. It didn't take the boy long to come, he was so excited. In his enthusiastic fucking movements, his cock slipped out from between her slick thighs and ran through her wet cuntlips toward her belly button. He kept fucking, the wetness of his cock lubricating her skin. He groaned and held himself still. Karen felt one hot glob of cum after another gush over her stomach and hit the bottoms of her big tits.

"Ohhh, Danny, Stevie," she groaned. "You're such wonderful sons. You made Mommy come so good, and you don't even know it! You made her come without hurting her like Daddy did. Without even putting your cocks inside her."

She climbed out of the bed and cleaned up the mess on the sheets as best she could so her boys wouldn't suspect anything in the morning. Using a Kleenex, she wiped their jism from her back and stomach and tits, then dried her dripping Cunt. When at last she crawled back into bed with them, she fell asleep almost immediately. It was a better, deeper, more peaceful sleep than she'd experienced since before her divorce.