Mom, Mom's Friend and the Fair

As I approach my 30th birthday I think back on fond memories. This story comes from one of those fond memories when I was 18.

My mom was an average woman who spoke her mind and had some unusual friends. She did have one friend, Cindy, who was great, a truly nice lady who I found gorgeous. She had long dirty blonde hair, soft milky white skin, large breasts and always wore low-key sexy clothes, tank-tops and short shorts.

The three of us would hang out a lot. We would go out for dinner, go to the movies, watch sports, any and everything. One day we decided to go to the fair a few towns over.

It was a very hot summer day. My mom was wearing regular unassuming shorts and a t-shirt. I was wearing basketball shorts and a sleeveless shirt. Cindy was wearing a very revealing tank-top and very short shorts.

We were having fun, playing games, getting ice cream and going on rides. Towards the end of the day we were going to ride the ferris wheel. I expected that my mom and Cindy would ride in one car and I would be by myself in another. To my surprise Cindy asked to ride with me, I was more than happy to sit with her and my mom was fine with us sitting together. We got in our car and the operator shut the door and we began moving. We were sitting there in silence when Cindy reached over and hugged me and thanked me for a fun day at the fair. I told her I was happy the three of us had gone and had fun. She kept her arm around me, kind of like we were snuggling innocently as we ascended to the top. We looked over the entire fair grounds and saw a ride that we didn't notice before, It was a water log ride. We decided when we got off the ferris wheel that we would head over there to cool off and have fun.

We hopped off and waited for my mom. When she got out of the car we told her about the water log ride and she was reluctant at first but we convinced her it would be fun. We got to the ride and saw that it could seat all three of us. Me being the biggest out of the three, I sat in the back, Cindy sat in front of me and my mom in front of her. The log was similar to a bench that you had to straddle to sit on with one leg on each side. As the ride began there was a steep incline and almost immediately my mom slid back into Cindy which caused Cindy to slide back into me. We stayed that way as we ascended to the top and me being the young hormonal man that I was I got an instant erection and with the way we were seated and me being in my flimsy basketball short my erection was right in line with Cindy's ass crack. There was no way she didn't notice my hard dick poking her and I was right. She looked over her shoulder at me and grinned. I took it as a sign that it wasn't a big deal.

After reaching the top of the ride we went straight down and as that happened we got soaked with water which was so refreshing. Throughout the remaining time on the ride Cindy stayed pinned against my lap and I couldn't have been happier. There were a few more twists and turns followed by a sharp decent. As the log went down I went to reach for something to hold onto but there were no railings and nothing to hold onto and for some reason I reached around Cindy and grabbed her breasts. I realized what I did and immediately removed my hands from her chest. I was so panicked about what I did, I couldn't help but think that Cindy was both surprised and pissed. I didn't know what to do so I didn't say anything, I was so afraid of Cindy telling my mom what I did. When the ride ended we got off and even though we were doused with ice cold water I began to sweat. Neither of us spoke, my mom broke the silence suggesting that we leave to beat the traffic. Both Cindy and I nodded in approval and the three of us began to head for the exit.

As we were walking to the car my mom and Cindy began to talk about what they wanted to do for dinner. I was still nervous of Cindy telling my mom about what happened but she didn't mention it at all which relieved me. They decided to get a pizza and have a nice relaxing night in with just the three of us. We got the pizza on the way back home. Cindy asked if it was okay if she took a shower after we finished eating, which my mom had no problem with.

We got home with the pizza, turned on the game and ate in silence. When we were done eating my mom got some clothes and a bathrobe for Cindy for after her shower. We had two bathrooms, one upstairs and one down stairs. I stayed in the living room watching the game while my mom went to use the upstairs bathroom and Cindy went to the downstairs one. After a few minutes I heard both showers turn on.

Me being the hormonal young man that I was I decided to walk towards the bathroom that Cindy was using. To my surprise she left the door slightly ajar. I was shaking with nervousness as I approached the door. I slowly opened the door wider and peered into the bathroom. That's where I saw Cindy's figure through the frosted glass door. I immediately got a hard on. I then slid my hand down into my basketball shorts and grabbed my hard cock. I began to stroke my dick as I watched her shower. I thought I was jerking off quietly when Cindy suddenly looked in my direction. I was frozen with fear of being caught. I stood there with my hand holding my dick for a few moments until Cindy looked away and finished her shower. I pulled my shorts up and shut the door as quickly and as quietly as I could. I then ran to my room to finish jerking off.

When my mom and Cindy finished their showers and got dressed they met back in the living room. My mom suggested that Cindy stay over for the night seeing that it was getting late and Cindy agreed. My mom then suggested that she take my bed for the night and for me to crash on the couch. Cindy didn't want to inconvenience me so she declined her offer and wanted to take the couch and that was that. My mom decided to hit the sack and left the two of us in the living room by ourselves.

With my mom upstairs Cindy looked at me and said, "We need to talk about the log ride."

With wide eyes I began begging and pleading with her, "Cindy, I'm so sorry! I swear it was an accident. I didn't mean to grab you like that. I'm so so sorry! Please believe me, it was an accident."

"It's okay, I figured it was an accident. I just wanted to make sure you knew I wasn't angry or upset."

"Thank you for not being mad at me."

"No worries sweetie, I'm glad we cleared the air. Just one more thing..."

"Uh, sure, what is it Cindy?"

"Please don't spy on me when I'm taking a shower again."

I was dumbfounded and speechless.

She got up and said "If you wanted to have a look all you had to do is ask."

She then undid the tie on her robe and slid the bathrobe onto the floor.

I never even noticed that she wasn't wearing clothes under the robe. Her big, perky, milky white tits were amazing. Her bald pussy looked as perfect as her soft skin and beautiful full figure.

"Well, what do you think? Do you like the view now?" She asked.

My mouth was agape. I couldn't say anything.

"I'm going to take the silence as a no, should I put the robe back on?"

"No, no, please don't," I blurted "You look amazing!"

"I do? Awe, thanks sweetie. Not to impose but you get to see me in the buff, can I see you?"

"Ummmm, sure, if that's what you want?"

"Of course I do, I wouldn't have asked if I wasn't sincere"

With that I got up, took off my shirt and shorts and stood there, rock hard in front of my the woman who I've fantasized about for years.

"Wow, your dick looks as big as I thought it would. After all it was poking me in the rear earlier."

I blushed and said "Sorry about that, I wasn't expecting you to be right on my lap when we were on the ride."

"Don't worry sweetie, I enjoyed it then just like I enjoyed catching you stroke it while I was showering. Would you mind if I touched it?"

I lost my nervousness by that point and said "By all means, you can do whatever you'd like."

Cindy then knelt down and grabbed my shaft with both hands and began to stroke me. She then grabbed my balls and rubbed them while stroking my dick. Without missing a beat she engulfed my entire cock in her mouth. She started sucking me off slowly and then she stuffed my cock deep in her throat. She gagged a couple of times but kept sucking like a pro.

"Oh god, that feels so fucking good" I exclaimed.

There was a loud plop sound when she took my hard rock out of her mouth. Then she started working on my balls, caressing them and popping them in her mouth one at a time. She really knew what she was doing with my cock and balls.

"So, as much as I loved sucking your cock my pussy is very wet, would you mind returning the favor?"

She definitely didn't have to ask twice. She laid down on the couch and I went to work on her gorgeous hairless pussy. I stuck my tongue deep in her slit, licking up all of her fabulous juices. I then slid two fingers in her pussy while I sucked on her labia.

"Ooooh, ahhhhh...mmmm that feels so fucking good! Keep fingering my pussy sweetie"

Her moans must have been pretty loud because the next thing I knew my mom was in the doorway staring at us.

"What in the hell is going on in here?!" she demanded.

I stopped licking and fingering Cindy and just stared in embarrassment at my mom. I could only image how pissed she was to see her son going down on her best friend.

Cindy did her best to cover up with her hands, which didn't help much.

"I'm sorry Joy, I know I shouldn't have seduced your son but you know I havent gotten laid in quite some time. And I'm sorry but your son is one handsome young man, who I might add, has a beautiful hard dick"

After saying that, Cindy got up and walked towards my mom, grabbed her hand and brought her to the couch.

"So, with that in mind, would it be okay if I fucked the brains out of your son? I'm pretty sure he's up for it."

My mom hesitated, then said "Well, you both are consenting adults."

"You know, your son is a spry young man, I'm sure he could satisfy both of us, if your interested."

I was stunned, was Cindy implying that my mom join us?

My mom then smiled and planted a big wet kiss on Cindys lips, "you bitch, you know he's my son"

"Yeah, I know, but that doesnt mean you can't enjoy his hard cock with me."

My mom turned to me and asked "Well Jacob, it's up to you, would you mind if your mom joins in on the fun?"

I just nodded my head in agreement. My mom then did something she's never done before, she stuck her tongue in my mouth and kissed me so long and so hard we were both out of breath when we were done.

Cindy then pulled at my moms robe and slid it off and unlike Cindy, my mom was wearing a bra and panties underneath. Cindy undid my moms bra then knelt down and slid my moms panties off. And for the first time in our adult lives my mom and I stared at each others naked bodies. Her tits were slightly larger than Cindy's, 38 DD's and only sagged a bit. Her nipples hardened. Unlike Cindy, she had some pubic hair, thankfully it was nice and trimmed.

"Well, this is getting exciting" Cindy continued "Joy, why don't we get things going by sucking on his hard cock? Trust me its big and hard enough for both of us."

With that the two most important women in my life began stroking and sucking my cock. Cindy slurpped on my cock first then my mom took my cock in her hands and swallowed it whole. Having my cock slide all the way down my moms throat felt so good. I moaned as my mom gagged on my cock just like Cindy did earlier. My mom then began to bob her head up and down on my cock faster than any woman I've ever experienced before. As she did that, Cindy climbed on the couch and stuck her perfect pussy back into my face. I eagerly ate her out while my mom blew me like a champ.

After a few minutes Cindy came in my mouth. She composed herself and stepped off of the couch and knelt next to my mom. My mom then started to make out with Cindy, which was the hottest thing I've ever seen.

"Why don't you stick your pussy in your sons face? Trust me, that boy knows how to make a woman cum!"

With that, my mom got up on the couch, kissed me for a brief moment, then straddled my face like Cindy did and I did what I did to Cindys pussy, I went to town!

"Oooohhhh mmmmyyyyyyy gggoooooodddd" my mom screamed.

"Ohhhhh, son, just like that, eat your mommy's pussy!" "Mmmmmmmmm, yeah!"

As I was enjoying my moms delectable pussy, Cindy went back to sucking and stroking my cock and balls. Cindy felt my balls tighten and knew I was going to blow so she sped up, as she sped up on me, I sped up on my moms pussy. Just as I was about to cum, I tasted my moms cum all over my face. Tasting her cum go down my throat caused me to bust my nut into Cindy's eager mouth. It felt like I shot the biggest load in my life! And Cindy didn't miss a single drop of my cum. Instead of swallowing she grabbed my mom, and dumped half of my nut into her mouth. Both women swallowed then kissed each other again.

Holy fuck! And this was just the start of our night together!