Mike's mother Joan was a slim trim 39 year old who kept her body in shape by regular exercising and sometimes jogging with her current boy friend John. She wasn't as good looking as a movie star, but she certainly had the body of a model for her age. She stood 5 foot 5 inches tall with 36D breasts that still showed very little sag. Her nipples were long and thick perched on large brown aureoles the size of a silver dollar.

His mother was topless and John was sucking on her big nipples causing her to moan loudly. Mike's cock became instantly erect as he watched the scene before him. John was trying to slide his hand up his mother's skirt. She quickly grabbed it and stopped him.

"No baby, it's my period. Don't worry I'll take care of you." Her son watched as his mother slid off of the couch and knelt in front of John and unzipped his pants. Being young with raging hormones had caused his cock to instantly erect when he saw John sucking on his mother's tits. Now he watched as she took out John's hard cock and began to lick the head as John moaned and his hands went to her head. Mike's cock jerked as he watched his mother slide her mouth down over John's cock.

"Mmmmmmmmm...baby you suck so good...Ahhhhhhh." Mike had heard and talked about blow jobs with his friends. He had even seen dirty pictures of women sucking cocks. It had excited him, but nothing compared to watching his sexy mother actually doing it. His hand went to his jockey shorts and freed his hard cock as he continued to watch his mother's head bob up and down as she jerked shaft sliding in and out of her mouth. His hand wrapped around his own cock as he wondered what it would feel like to be sucked. Then he heard John gasp.

"Baby, suck it I'm going to....cum...Mmmmmmmmmm.......Ahhhhhhhhhhhhhhhh...Umpffffffffffffffffffff."

Mike also gasped and then let out a loud groan as he realized that his mother was letting the cum shoot into her mouth. He was also close enough that he could see her throat working to swallow the mixture as it went into her sucking mouth. Then he looked down and saw that his mother had slid her hand up her skirt, causing it to ride up to her hips. He could see her sexy dark thigh high stockings. He could also see that she had slid her panties aside and was rubbing her self as she sucked. Seeing everything before him was too much for him as he let out a loud groan and his cock erupted in his hand. Spurt after spurt of his young cream shot onto the carpeted stairs.

Joan was happily sucking and swallowing what her boy friend was offering her to swallow. She often sucked him during her period and had always had a passion for fellatio even as a teenager. As she swallowed the last spurt from the cock in her mouth she heard a groan which did not come from above her as she continued to make love to the flesh in her mouth. Keeping the cock in her mouth she twisted her head towards the noise she heard. Her finger was massaging her clit as she sucked. What she saw immediately caused an intense spasm through her body as she went into orgasm. There on the steps not 10 feet away was her young son watching her suck cock! He was also jerking off as he watched! Her orgasm was so intense that she did not see her son's strong spurts as he shot off onto the stairs. ......(cont)