My mom and my “friend”

My mom meets my friend Brett for the first time

I just got out of school for the weekend, I was deciding to invite my friend Brett over for a sleepover. This is the first time he would be sleeping over so I was hoping it would go fine.

Me and Brett have been friends for a couple years. For a brief description, Brett was around my height, 5’8 compared to me being 5’7. He was a pretty muscular guy, being on the wrestling team. I didnt have his figure or his charisma, I always envied the way he could talk to people, especially women.

Brett had in the past bullied me, but he got better over time and wasn’t as bad as the other guys at school. So I saw him as a close friend

One thing I was worrying about was how Brett and my step mom would feel about each other. My mom had never met Brett.

For reference, my step moms name is Erica, she is a single mother with an unreal body. She’s 5’2, has a slim waist with a huge round pale ass that barely fits in her jeans, along with a 40G bra size that makes it almost impossible to look away from. To say the least, she had a body that any guy would dream about.

I would be lying if I said I never masturbated to the thought of her. But I just didn’t want my friend fawning over her.

While I walked home from school I thought how crazy I was being. Yes, my mom is a milf in other peoples books, but Brett would never try anything with her. “There’s nothing to worry about” I thought to myself.

“Hey sweetie, how was school?” my mom said as I walk through the door.

“It was good, finals are kinda stressing me out but the studying will be worth it for college” I replied

“your friend Brett is coming over tonight right? I’m sure that will get your mind off of things” my mom said, trying to boost me up.

“yep! I’m excited for you to meet him”

A few hours passed and I heard a knock on the door. “what’s up bro!” Brett said, after I let him in. Not long after, my mom came walking down stairs, dressed in leggings and a tank top which flaunted all of her curves.

“It’s so nice to meet you after all this time. I didn’t realize my son would have such a handsome yound man as a friend” my mom said, as she puts her hand on his toned shoulder and cracks a smile.

“Coming from a beautiful woman like yourself, that means alot.”

I could catch Brett glancing at my mom’s tits in between words

“you’re such a gentleman, maybe my son should take some lessons from you” my mom replied, as I saw her blushing.

“Alright mom, me and Brett are going to play video games in my room now”

“Have fun! I’ll call you both down when I have dinner ready” my mom said

We walked upstairs, but not before Brett took another glimpse of my mom again.

We got to my room and started to play mortal kombat, which was our favorite game at the time. “Is your mom really single? I find that hard to believe.” Brett questioned, in between games.

“She just doesnt have much luck with guys I guess” I said, as I was trying to get away from the topic.

“that’s impossible dude, if I had the chance I’d fuck the shit out of her, those tits are huge!” Brett said with a grin.

“What the fuck Brett, thats not funny” I said, even though I had the same thought.

“I’m just kidding man, calm down.” he said. I could tell he wasn’t kidding, but I just brushed it off

Some time passed and my mom called us both down for dinner. She made my favorite lasagna which I had been dying for. We were all hungry so we started to dig in.

“This food is delicious Miss Erica, any man would be lucky to have a woman like you.” -Brett

“Oh you’re just saying that to be nice” my mom replied

“No, I mean that. A beautiful woman like you, who can cook great food. what more could anyone ask for?” Brett said, trying to reassure my mom.

I look over at my mom, as all she can do is blush at Brett’s response.

“Well dinner was great mom, I think im going to take a shower before bed. Brett you want to take one before me?” I asked

“I’ll take one after you bro, I’ll probably just get some seconds if that’s fine with Miss Erica”-Brett

“Of course thats fine! I’ll just keep Brett company while you take a shower honey.” my mom said

While I was in the shower, I could hear my mom laughing at what was probably one of Brett’s dumb jokes he uses to get girls. I figured she was laughing out of pity. those jokes wouldn’t work on someone like my mom I thought.

I ended up shrugging off all the semi flirty talk Brett was trying to do with my mom. I supposed that he was just messing around. It was around 11:30 and we were getting pretty tired so we decided to go to bed. It didnt take me long to fall asleep after my head hit the pillow.

I woke up for some reason, I looked around the room and couldn’t see Brett, which I thought was strange. “he must be in the bathroom” I thought to myself. I waited a couple minutes and then checked my phone, It said the time was 12:30. My gut told me to get up and check where he was.

I walked out of my room and could hear whispering in my moms room. At this point I was angry at Brett for bothering my mom at this hour of the night, I wanted to find out what they were doing without barging in the room. Then I remembered there was a hole in the closet of the guest room, that looks directly into my mom’s room.

Of course I tiptoed over there as fast as I could, not trying to make a sound. I got into the closet and peeked through the hole.

what I saw made my face go pale. My mom was in a thong and bra while brett was in just his underwear. I was so shocked in this moment, as I saw him practically sticking his tounge down her throat while he fondled her tits through her bra. I wanted to stop this but I felt like I was frozen in this spot.

Things only got worse when Brett unclipped my moms bra, which led to her massive tits bouncing out. He then put one of her nipples in his mouth and starting licking and sucking on it, this made my mom let out soft moans, that made me start to get hard.

After a minute of Brett sucking on her tits she got down on her knees and pulled down his underwear. “oh my god! what a big boy you are” she said in a sexy voice.

I’ve always been self conscious about my size, being only 3.5 inches hard, but this sight made my confidence plummet. Brett’s dick had to be around triple the size of mine and thick.

my mom looked up at Brett with her doe eyes that almost made me jizz my pants right then. I could tell this, combined with her complimenting the size of his enourmous cock made him even more aroused. He satrted to get even harder which I didnt even think was possible.

My mom then put his dick in her mouth and started sucking his tip while stroking his shaft with both hands. my deepest sexual dream was coming to life, but yet it was happening to my so called “friend”.

I could tell Brett was having a good time. his eyes were practically in the back of his head, while my mom was going back and forth from sucking his dick and balls.

After a few minutes of her slurping on his manhood, Brett stood my mom up and bent her over the bed. He took her thong off and she was dripping wet. “I could only ever dream of doing this to my step mom” I thought. Brett smiled as he slid into my moms pussy inch by inch. She started letting out heavenly moans that kept me rock hard.

Brett hearing her moans only made him thrust faster and deeper into her. My mom’s moans of pleasure got louder and louder, as she tried to hide the noise with her pillows. The sight of Brett pounding my mom as her fat ass jiggles on his dick made me so jealous of him.

As I sat in the closet, Brett didn’t look close to stopping anything he was doing. I could see my moms body tense up and her eyes roll back, she let out cries of pleasure as she creamed all over Brett’s dick. He thrusted a few more times and pulled out.

every inch of his shaft was covered in her cum. She then turned and put Brett’s dick back in her mouth, cleaning every part of his thick cock.

“Now it’s my turn to make you finish” my mom said, as she looked at him with puppy eyes. She grabbed him and pushed him onto his back into the bed. She then opened her bed side dresser and took out a bottle of body oil. Brett was super turned on by my mom’s way of controlling him. I had a clear view and his erection had to be like 9 and half to 10 inches. “some people have all the luck” I thought to myself.

As I sit there in a pit of jealousy, my mom started to pour the body oil on to her huge tits and lather it around. I was lost in thought looking at her body, “how is it possible for a woman to be this perfect proportionally. A fat ass, massive tits and a beautiful face.” was all I could think.

I snapped out of it when I saw my mom walking back over to Brett. “what more could he deserve” I felt like shouting.

She then got back on her knees and sat right between Brett’s legs. She lifted herself up a bit and dropped her heavy perfect tits onto his pelvis. My mom straddled his cock between both of her tits and started sliding them up and down his shaft. for any other person, their dick would have been consumed by my mom’s breasts. “Brett was lucky he was blessed with a yard stick as a a dick” I thought.

All I could hear were the wet sounds of my moms tits slapping against Brett’s shredded body, followed by his moans. “Fuck!, your tits feel so good wrapped around my dick.” he said, while thrusting his cock up and down to create more pleasure for him.

I couldn’t contain myself anymore, I pulled my pants down and began to rub my pitiful looking penis. After knowing what was just inside my mom, she would laugh if she ever saw mine.

My mom stuck her tounge out, she then licked and sucked on the head of Brett’s dick while still making sure to keep attention on his shaft, which was still lodged between her soft breasts. This sequence of sucking and titty fucking lasted for what felt like an eternity.

I thought it was finally over when I saw my mom stand back up. But it was only to crawl onto the bed and mount Brett “lets see if you can handle this fat ass when I’m the one in charge” my mom said.

Brett reached over and grabbed the bottle of body oil. Pouring some onto my moms ass and rubbing it around, enhancing something that I didn’t think could get any better.

Brett laid there, in what I could only describe as a state of extreme euphoria, while my mom grabs and guides his cock back into her. She began to ride Brett, only able to take half of his size inside of her. Brett took her ass cheeks into his hands and drove his dick deeper inside her pussy, most likely destroying what was left of her cervix. Her moans filled the room, blessing my ears as I heard them. Too bad they were because of Brett.

My moms tits were bouncing up and down in Brett’s face as she was riding him. He took opportunity to put one in his mouth and suck on it. As he was enjoying the taste of my moms breast and the feel of her pussy, he reached out and slapped her ass, causing it to jiggle in the process.

I may have hated the thought of Brett living out my fantasies, but the whole sight had me turned on.

I wanted nothing more than to be him at this moment, having my cock engulfed in the warm, sweet juices of my step moms pussy. But I had to take the second best option, which was watching that be done to him.

After more time goes by of my mom riding Brett’s 10 incher, she could tell he was getting close. My mom stood Brett up and went back to her knees, taking Brett back into her mouth and sucking all of her juices off of his cock.

Brett’s moans were getting louder and I could tell he couldn’t last for much longer.

My mom stopped sucking and then wrapped both hands around his cock, stroking up and down every inch of it. My mom was staring right into Brett’s eyes as I saw his dick start to twitch, and he let out a groan.

Rope after rope of Brett’s thick cum, shot out of his cock covering my mom’s face and tits. it looked like he hadn’t came in like a month. At that point I shot a load myself, hitting the closet wall and making a mess of the closet and myself.

My mom enjoyed herself as she started eating Brett’s cum off her face and tits.

“I hope we Didn’t wake my son” my mom said

“He’s a heavy sleeper, he wont know anything happened between us.” Brett said back

I checked the time then and saw that it was 1:40, I had been watching them fucking for over an hour.

As I could tell things were done, I quietly walked back to my room in shame and laid back down pretending to be asleep. Brett walked back in a couple minutes later and went back to bed.

I couldn’t even think about getting any sleep that night, having just seen Brett paint my mom’s face with his jizz. I didn’t know how I would be able to face them in the morning.

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