Unexpected Fantasies

Note : This story is completely fictional!

My name is John, I am 18 years old and I live with my 36 year old mom. Her second marriage failed and with no money we are staying with her 26 year old friend Becky she knew from work. We must sleep in the full size bed in the guest room and share every inch of space we got. When it's time for bed I just wear my gym shorts, while she wears a big shirt with just panties. Not even a bra to hold her 36 DDs. But I never thought about it, until that night. 

We were getting ready for bed and brushing our teeth when she got toothpaste and water all over her shirt. She didnt give any thought to her teenage son standing right there when she took her shirt off revealing her busty chest. I paused with the toothbrush in my mouth. I never thought about my mom sexually till then. She bent down to grab a new shirt from the floor where we put our clothes, and I had a nice view of her perfectly sized tight ass. These thoughts are rushing to my head. When we were done I got into bed while she stood on top to reach the light pull. I could see under her shirt and through her black lacy panties I could make out her pussy. 

As we were falling asleep we were talking like we always do, and she got into the topic of sex. "Why do we gotta talk about this?" I had a huge hard on and if the lights were on she could see it through the covers.
"You're 16 already and this is gonna be an issue someday so you need to know about it." She replied. "You need to know how to have sex, and I am going to teach you."
I was shocked. "But-"
She stopped me, "I knew you were looking at me tonight. I think its time."

I was reluctant, this is my mom for crying out loud! But she got up and straddled me pulled off my gym shorts and could see my 7 incher erect with help of the night lights on either side of the bed. She grabs hold of it, and leans toward me, whispering, "we gotta be quiet or we'll wake up Becky." She takes off her oversized shirt again revealing her breasts. She quietly says, "Grab my tits!" I do so. She then shimmies out of her panties and throws them at my face. I take a whiff. She smells so good. She tells me to eat her out as we get into 69 position. She is stuffing my cock down her throat as I explore my mom's pussy with my tongue. I hold back ejaculation as best as I could. I ask her if I could titty fuck her. We get into position and I slide my cock in between her tits, as she leans back using her hands to hold herself up. After enjoying my mom's large tits, I surprise her in her mouth and pull her hair to make her take my cock. She goes up and down the shaft for half a minute then says, "No more, I want it in my ass." We do it doggy style for a while and as I pull out, I come on her ass. I smear it all over as I grab her cheeks with pleasure and ass I get my erection back. She says, "Once it's back, put on a condom so I can take you in my pussy."

She goes to her purse and gets a condom out and shows me how to put it on. I get it on and I insert it into her pussy. I thrust in and out, and she moans quietly, but then I hit her G spot and she screams. I stop as I am scared Becky next door heard us. My mom whispers that she probably thought it was a dog outside, and says we can continue, but as I thrust into her again, the door knob turns and standing at the door is Becky.

Becky has a very nice figure. Perfectly shaped tits, a very hot ass and is much shorter than my mom, at 5' 4". I have fantasized about having sex with her while my mom is asleep. But now she is in nothing but a bra and a thong, while I am on top of my mom with nothing on. What's going to happen?
Well needless to say she is shocked at what is happening. She tells my mom, "I thought you were joking when you said you were gonna fuck him." She goes up and whispers in my ear, "I know you masturbate about me, and everytime we are alone you wanna fuck me. Well you aren't alone but you can have your chance. I'll do whatever you want."

I look at my mom, and she nods her head to go ahead. I ask them to double team give me a blow job. They do so. It is so hot. They snowball my come in their mouths, then I tell her I would like to titty fuck. I take her bra off and cup her perfectly sized tits in my hands. Then I do what I did with my mom. Then we go at it cowgirl. I hold her at her love handles, and she goes up and down and I see her tits jiggle. I then tell my mom I want her to do what Becky did and I told Becky to sit on me so I can eat her out. We do that. We get into all these different positions and they both yell my name, "JOHN! OH JOHN!"

The next morning when we are all awake my mom is making eggs and sausage, and I go up to her and grab her ass. Becky comes out of her room with her bra and thong on and I greet her with a french kiss. Before I go to school that morning, they wink at me simultaneously and Becky tells me when I get back, we'll fuck again.