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As those thoughts whirled through her mind, she became aware that Tom was sitting up now, and he was caressing the smooth inner surface of his mother's thigh, his cock powerfully hard again. She looked at his hand as it went between Karen's thighs to stroke lightly at her hairy twat. Karen grabbed her son's hand and placed it directly on her cunt, pressing it there.

"Ooohhh, nice," Karen murmured, writhing her ass on the couch.

Susan was not surprised to find herself responding to what she was seeing. She watched as Karen shoved one of her son's fingers into her moist cunt, then began to stroke it in and out, holding his wrist.

When Tom's other hand began to slide up Susan's thigh, she shivered. Although she had so recently fucked him, she still felt shy. With downcast eyes, she watched his hand fondle the sensitive inside surface of her creamy thigh, and felt her pussy responding with quivering desire. When Tom shoved her sunsuit from her lap, she sat still, hardly breathing, waiting.

"Play with Susan's cunt, too," she heard Karen say in a thickening voice. "Play with Susan's cunt, Tom. Play with mine, too. Play with both of us… feel both of us up, darling."

Tom's fingers brushed through the golden curls of Susan's snatch, and she could not resist opening her thighs wide.

"That's it, Susan!" Karen gurgled with pleasure as she wiggled her hips against her son's fingers. "Open your legs nice and wide so he can feel your pussy. Ohhh, this is good, darling! Fuck me with your finger, baby! Fingerfuck me, fingerfuck me!"

Tom was young enough, and curious enough, to feel all over both of them. He looked fascinated, his eyes darting from Susan's exposed cunt to the hairy one of his mother. He ran his hands all over them, rubbing the glistening clit of each, then stabbing a finger into both cunts. Susan and Karen whimpered and writhed as the teenage boy plunged his fingers in and out of their juicy cunts.

"Ooooooo," Susan gurgled softly, her eyes moving from her crotch to Karen's. "Ohhhh! Ahhhhh, that's good, Tom! That's so good!"

"Fuck her, darling!" Karen urged, leaning back and humping her cunt up and down to her son's stabbing finger. "Fuck her pretty pussy… fuck my pretty pussy! Ohhhh, baby, baby, baby!"

Tom's eyes glittered as he swiveled his head to and fro, looking at his mother's dark-haired twat, then at Susan's blonde-haired one. His cock was straining again, dripping juice from the swollen head.

Susan's ass twisted until she was hanging her asscheeks over the edge of the cushions, her blonde head on the back of the couch. She kept her knees wide apart, and was humping her crotch up and down with erotic desire. Karen, too, was rolling her ass about as her son fingerfucked her, whimpering as pleasure flowed through her almost naked body.

Then Karen pulled her son's finger out of her cunt. She leaned over and kissed her son on the mouth, then pulled away with a wicked laugh. "Kiss it for me, baby," she said in a husky voice. "Kiss Mother's cunt, darling."

Susan looked at Karen, watched as she scooted her ass to the edge of the cushions, legs wide. Karen tossed her right leg over Susan's left, and the contact of smooth flesh sent sparks of erotic feeling through Susan.

"Come on, Tom," Karen urged. "Kiss Mother's pussy! I love having my cunt kissed! Come on, darling, kiss it for me!"

Tom was eager to experiment, and he slipped his head between his mother's warm, inviting thighs. Karen mewled with pleasure as she grabbed the back of her son's head, bringing his face into her crotch. Susan watched Karen wiggle her hairy, moist cunt against Tom's face, and it sent a wild tremor of desire racing through her own naked body. As Tom began kissing his mother's pussy, Karen reached over and stroked Susan's naked tits, twisted the rubbery nipples gently, making Susan moan softly. Then Karen was caressing her fingers through Susan's pussy hair, and finally she began to fingerfuck Susan as her son kissed her twat.

"Lick it, baby," Karen urged. "Use your tongue on my hot cunt! I want you to lick my pussy, Tom! Ohhhh, lick it for me, baby! Oooooo, yes, that's it! Lick all over my hot, hairy snatch!"

Susan's eyes were wide and misty with erotic desire as she watched Tom sucking on his mother's cunt. Karen's finger stabbing into her pussy helped, too. She wiggled her ass about with wild abandon, mewling along with Karen.

"Lick Susan!" Karen suddenly said. "Lick all over Susan's pussy, too, Tom!"

With a grin and a cunt-juice-smeared face, Tom moved his head to Susan. The women were side by side and he didn't have to move far. Susan felt his beardless face press against her boiling pussy, and she shot her hips up, grinding her cunt against his face.

"Ohhhhhh!" she yelped softly. "Oh, God lick me, Tom! Lick my cunt! Kiss it lick it… suck it!"

She heard Karen laugh. "You're a real hot ass once you get going, Susan!"

"Ooooooo!" Susan gurgled, clawing at the cushions as she twisted her cunt into the boy's face. "He's got his tongue in me! Oh, God… he's fucking me with his tongue!"

"Eat her, Tom!" Karen urged. "Eat her hot little twat! Suck the piss out of her hairy cunt, baby! Tonguefuck the shit out of her pussy!"

Karen was squeezing Susan's tits as she urged her son on. She began to kiss Susan's tits, her tongue licking about the sensitive nipples, and with Tom licking at her steaming cunt, Susan's mind reeled with erotic sensation. She was going through a series of tiny orgasms. She wailed softly as she banged her hairy crotch into Tom's face, murmuring almost incoherently. She held the back of his head, holding his face tightly to her burning, wet pussy.

She was on the edge of a tremendous orgasm, but Tom suddenly pulled his face away. She wailed at the loss, and tried to pull his face back. But Tom shoved his mouth hard into his mother's cunt and began to stab his tongue in and out. As he tonguefucked his mother, he fingerfucked Susan.

Then he switched again, returning to Susan's burning pussy. This time as he shot his tongue deeply into the gripping tightness of Susan's cunt, she came.

"Oh… oh… oh!" Susan yelped loudly, grinding her cunt hard into his face. "Ohhhh, I'm coming! Don't move… don't stop! Ohhh, I'm coming! Lick me… suck me… eat me! Ohhh, my cunt… my pussy… I'm coming!"

Tom thrust his tongue swiftly into her convulsing twat, fucking her with it until Susan started down from the shuddering orgasm. As soon as she was finished, he darted his face quickly to his mother's cunt, and began to lick and suck it furiously.

"My turn!" Karen yelled, rubbing the insides of her thighs against his cheeks as she humped her pussy into his face. "My turn to come! Tonguefuck me, baby! Fuck the piss out of me! Eat my twat, Tom! Eat my hot, wet, fucking cunt!"

Then Karen's half-naked body shuddered as violently as Susan had. She let out a long wail of delight as her body stiffened. Then she slumped, exhausted, her tits heaving up and down in her effort to suck in air.

Tom sat back, his cock throbbing. He gripped his prick in his right fist and began to slowly jack off, watching the two women.

Karen watched her son with half-closed eyes, then she slipped to her knees on the floor.

Susan watched as Karen leaned on the couch, lifted her skirt past her ass to her waist, and wiggled her naked ass at her son.

"Fuck me, Tom," she urged. "Stick that sweet cock up my cunt and fuck me. You don't have to jack it off… you have hot pussy to fuck, baby."

Susan saw Tom grin as he got to his knees behind his mother. Karen waggled her naked, curvy ass in pleasure as Tom began to move his prick into her hairy twat. He held his mother's hips as he shoved his cock into her, then began to fuck.

"Qhhh, I love that cock!" Karen mewled. "I love it so much! Fuck Mother's hot cunt, Tom! Fuck it good with your sweet, hard prick!"

"You're hot, Mom," Tom said. "Your cunt is hot as hell!"