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Biff remembered that he had been scared as he stood watching Marge jerk off. She looked so strange moving like that, and her whispering was so much like a cry of pain.

"You should call Sandy," Marge was saying now. "I'm sure she'd like to hear from you. And you wouldn't believe how she looks. She has such a pretty figure. I've always wanted an ass like she has now."

Biff couldn't believe Marge was talking to him that way. Mentioning her daughter's ass to him gave Biff a rush that brought his jism surging.

"Uh-h-h-h," he gasped into the phone.

Huge, wet drops of jism began to fly from his prick as his fist moved rapidly up and down.

"What?" Marge asked. "Did you say something?"

Biff knew that she had heard him gasp. It would have been awfully embarrassing if she knew what he was doing as they talked.

And as Biff's embarrassment began to replace his lust, he remembered one more thing about that scene from long ago.

Marge's moans had begun to get louder as he stood outside her bedroom door and watched. Then, suddenly, she stopped moving and her moans ended. Biff had begun to retreat from the doorway. But Marge suddenly looked toward him.

He could remember how shocked she had looked when she saw him there. Suddenly, he knew that not only had he seen something very strange, but he had seen something that he wasn't supposed to have seen. The look on Marge's face told him that.

"Well, it was nice talking to you again, Biff," Marge was saying. "And tell your mother I called."

"I-I will," Biff said. "Goodbye."

"Goodbye, sweetheart," Marge said.

Biff hung up. His head was swimming. So was his hand. Gooey jism covered the fist that was still wrapped around his shrinking cock.

It was certainly strange how he had forgotten all about that episode from his past. But, after all, he couldn't appreciate what he had seen at that age. But he did know it was something he shouldn't have done. It was almost like having been caught with his hand in the cookie jar.

But now that he was a horny teenager, he began to savor that memory. It had been the most exciting thing that had ever happened to him. Too bad something like that couldn't happen again.

But maybe it would.

Biff wiped his hand and prick. Then he got the phone book and looked up Marge's number. He memorized it easily.

He would call Sandy. And, who knows, he might even get another glimpse of Marge jerking off. But even if he didn't, Sandy might prove interesting. After all, she had an ass like Marge always wanted.

CHAPTER TWO

Biff spent the next few days in a horny fever. All he thought about was that long-forgotten episode when he saw Marge jerking off and about talking to her on the phone.

That chicks jerk off at all was a revelation to the boy. That he had forgotten all about seeing Marge jerk off was interesting, too. And Biff was amazed at how much fun it had been jerking off while talking on the phone to that lusty lady.

Most of all, though, Biff concentrated on the memory of standing outside Marge's room and watching her engaged in that mysterious practice.

Thinking as hard as he could about every detail pf that scene, Biff had to admit that he didn't remember exactly how her naked body had looked. It was hard to know what he had remembered and what his own mind was now supplying.

But he would never forget how her hand had moved so vigorously at her cunt while her other hand cradled one tit. The sounds, those strange moans, he would never forget either.

Over and over Biff recreated the scene in his head as he jerked off. But every time he replayed it, he seemed to get farther away from the actual memory. It was becoming more like all his other fantasies.

Then another interesting thing happened.

Biff remembered that he hadn't told his mother about Marge's call. They were having dinner a few days after the call when something occurred to Biff.

It was just he and his mother – his father had died when Biff was small. Biff and his mother got along very well. They didn't keep many secrets from each other. So Biff was surprised at how funny he felt about telling his mother about Marge's call.

Maybe it was because he had jerked off while talking to Marge, or because of his memory about seeing the woman jerk off. Biff didn't know. But he felt that he wanted to keep that conversation a secret.

He finally did tell his mother, though. And when he did, he found that his prick was hard and throbbing, just as it had been when he heard Marge's voice on the phone.

"Gee, I haven't seen her in so many years," Biff's mother, June, said. "How is she doing?"

"Good, I guess," Biff said.

"I think I'll call her back," June said. "It would be fun talking to her after all this time."

The idea of his mother and Marge getting together and reviving their friendship excited Biff. He would love to see Marge, too.

After Biff told his mother about Marge, he began to wonder again about chicks and jerking off. If Marge jerked off, maybe his mother did too!

But the thought of his own mother tickling her pussy until she writhed and moaned was too much for Biff. He couldn't imagine it. Still, his mother was a fairly young woman – she was thirty-six. She did go out with men and she stayed out very late, but she didn't go out that often. So she must get horny, Biff reasoned.

The more he thought about it, the more excited he became. It took all his imaginative powers, but he was finally able to picture his mother with her fingers in her cunt. He could imagine her face flushed with passion as she brought herself to a climax.

So June replaced Marge in Biff's sexual fantasies for a while.

It wasn't long before Biff was no longer satisfied with dreaming about his mother jerking off. He did something about it.

When his mother wasn't at home, he roamed around her room looking for ways he could spy on her. He raised her window shade an inch while she was in the shower one evening. If she didn't notice that it had been raised, he might be able to peek in at her, he thought.

Biff went into the living room while his mother finished her shower. He could hear the water running, and be couldn't help thinking about how that water was striking his mother's naked, tender flesh.

By the time the shower was turned off, Biff was vibrating with horny hope.

His mother would be drying herself, he thought. Then she would go into her room and get ready for bed. But would she notice that the shade wasn't quite all the way down?

Shaking with lust, Biff slipped out the front door. His brain reeled at the thought of what he might see. He also thought about the chances of his mother leaving the shade where it was and about what he would say to her if she caught him outside her window.

But the most important thing in Biff's mind was the possibility of seeing his mother jerk off.

He went to the back of the house where his mother's bedroom window was. He could see light pouring out from beneath her shade. His heart pounded.

Walking slowly, quietly, Biff moved toward the window. He could hear his own frantic breathing and soft footsteps in the grass.

By the time he got to the window, he was mesmerized with lust. He found that he could see clearly into the room. He had to look up slightly, but he calculated that he would have no trouble seeing anything that might happen in the room.

His mother was nowhere in sight. She must still be in the bathroom, Biff figured. But she would be there soon. Then she would either pull down the shade or leave it up and give Biff a good show. She might not jerk off. But just seeing her naked body would be quite a treat for Biff.

Suddenly, June walked into the room. Biff tensed his muscles. If his mother noticed the shade, he was ready to bolt. And if she didn't, he was ready to enjoy a fabulous experience.

June was wearing her blue robe. It was tied at the waist, but as she ran a towel through her long, blonde hair, Biff could see the tops of her tits moving inside the robe.