Need a Lift?

"Oh God!" Brian wailed, frantically pulling at the blankets, trying to cover himself up. "Mom! What are you . . . why are . . . ohhh, noooo . . ." He buried his face, which had turned beet red, in the blankets.

Laughing, Pam gave his ass a playful slap and jumped off the bed, walking over to us in the doorway. We had stopped, frozen, when Pam had given us away and hadn't moved yet. She stopped in front of Cynthia, who had a look of anger mixed with lust on her face, one hand still squeezing my cock, the other still under her skirt.

"I'm sorry, Cyn," Pam said, reaching up to stroke her friend's cheek and giving her a soft kiss on the lips. She giggled. "Guess I shoulda locked the door, huh?"

Pam leaned over and took Cynthia's head in her hands, bringing her face close for a deep kiss. Cynthia moaned, her tongue snaking from Pam's mouth to lick at a drop of Brian's cum on her friend's chin. Pam broke the kiss and took Cynthia's hand then smiled up at me.

"Well, come on in, you two," she said. "Join the party."

We walked to the bed. Brian was sitting up, covering his crotch with the sheet, a shocked look on his face as he watched Pam undress first his mother and then me. "Mom . . ."

"Hush, sweetheart," Pam said, settling Cynthia on her back on the bed and lowering her face toward her dark, glistening bush. "I told you your mother and I have been very good friends for a long time. We share everything."

Cynthia moaned and arched her back as Pam's mouth clamped down on her pussy. I climbed up onto the bed, giving Brian a shrug as I knelt next to Cynthia's head. She reached up and guided my cock to her mouth, swallowing me almost to the root in one warm, wet movement.

By now, Brian had recovered from his shock and as the room filled with moans, he was stroking his hard cock, his eyes moving from his mother's lips and tongue working on my cock to where her pussy was being mauled by Pam.

Cynthia wrapped her hands around my ass and pulled me closer to her. I lost my balance and fell forward on the bed across Brian's out-stretched legs.

"Sorry, man," I said, starting to get up. His cock was just inches from my face, his hand still moving up and down. He was a bit longer than me, about eight inches, but not as thick.

"That's OK," he said, licking his lips as I got up onto my hands and knees, his cock still in front of my face as I thrust my hips, fucking my cock in and out of Cynthia's mouth.

At the foot of the bed, Pam lifted her head from Cynthia's pussy. "Suck his cock, James," she said softly. "Go ahead, he won't mind. In fact, he'd like you to. He told me himself." She grinned at me and winked before returning to Cynthia.

I looked up at Brian, who was starting to breath hard now as he stroked himself faster. He nodded and closed his eyes. I shrugged and moved closer to his crotch. I'd never been with another man before, but considering the turn the night had suddenly taken, I figured, what the hell. I opened my mouth and stuck out my tongue, licking hesitantly around his purple head as his hand continued its pumping. I wrapped my lips around the head and ran my tongue all over it. Brian moaned, took his hand from his cock and moved it to my head, running his fingers through my hair as I slowly took a bit more of him into me.

Cynthia released my cock from her mouth and I felt her moving out from underneath me. I settled between Brian's legs and started bobbing my head up and down on him, jerking the base of his cock with my hand.

I looked over at Pam and Cynthia, who were watching us as they fingered one another's pussy.

"That's so sexy," Pam moaned. She reached to Brian's face and slipped two fingers into his mouth. "Is James making you feel good, honey? Would you like him to lick your balls?"

Brian moaned around her fingers and nodded. With a slurping noise I released his cock and licked down his shaft to his balls, sucking first one then the other into my mouth before moving back up to the head, cupping his sack with my hand.

After a few more minutes, Brian started bucking his hips and his balls tightened. His fingers tightened their grip in my hair as I felt the first hot spurt come out of the tip of his cock into my mouth. I tried to swallow, but as he spurted over and over his come dribbled from my lips, coating his shaft as I sucked back and forth and smearing my cheeks and chin.

When he was done, I sat back. Pam slithered across the bed and took Brian's slick cock in her mouth. "I want some too," she said.

"Me too," Cynthia said, leaning forward and kissing me deeply, tasting her son's come before lowering her head to my still-hard cock.

Pam looked up and smiled at her young lover. "Brian baby, you're still hard," she said.

Cynthia took her mouth off my cock and replaced it with her hand, stroking me slowly as she admired her son. "He certainly is," she said. She got up onto her hands and knees and wiggled her ass. "Come on, baby," she purred, looking back over her shoulder. "Come fuck mommy, just like you used to do."

"Oh ho!" Pam said with a wicked grin. "The things we learn! I was wondering why you weren't more upset when you walked in on us, Cyn."

Cynthia's answer was lost in a loud moan as Brian knelt behind his mother and pushed his cock into her hot pussy. He started ramming into her hard from behind as Pam took my cock into her mouth and opened her legs. I lowered my face and pushed my tongue into her pussy, lapping at her juices. Sucking her clit, I pushed two fingers into her hole, fucking them in and out before moving them to her pink asshole and pushing in first one then the other.

"Mmmmm!" Pam moaned around my cock. "Ohhh! Fuck my ass, James! Fuck my ass hard! I want your cock in me!"

She rolled onto her back and pulled her legs back. I knelt in front of her and pressed the slick head of my cock to her hole, pushing slowly until I broke past the tight ring of muscle. With a low groan, Pam grabbed my asscheeks in both hands and pulled me into her until my balls were resting against her bum.

I fucked her slowly at first, pushing in as deep as I could and moving my hips in circles, her legs supported on my arms. Next to us, Cynthia was now on her back as Brian fucked her hard. Cynthia brought her mouth to his ear and whispered something. Brian nodded and after a few more thrusts he pulled out of her and they both moved around behind me.

I looked back over my shoulder. Cynthia nudged my legs apart and knelt between them. I felt her warm breath on my asscheeks then her hot, wet tongue as it snaked up and down my crack before pressing against my asshole. Softly she snaked her tongue in my hole, fucking it in and out as I pumped in and out of Pam's anus. She then replaced her tongue with a finger, gently but firmly pushing it into me.

"Argh!" I groaned, wiggling my hips against her hand. Cynthia fucked me for a couple of minutes as she licked and sucked my balls as I fucked Pam. Then she pulled out her finger and moved aside.

I looked back again. Brian was kneeling behind me, rubbing lubricant from a tube onto his hard cock. Our eyes met and I nodded at him. I stopped pumping in and out of Pam as Brian pressed his cock against my ass and pushed. I tensed at the first flash of pain but Brian kept pushing, slowly, holding me by the hips, until he was in me to the hilt.

We lay there for a moment as I got used to having a cock in my asshole for the first time, then we slowly started a rhythm, me fucking in and out of Pam's hot ass and Brian matching my thrusts to fuck in and out of mine. I leaned forward and kissed Pam deeply as she vigorously rubbed her clit, moaning loudly as she approached her orgasm.

Pam was the first to come, crying out loudly, her pussy juices soaking hot on my cock and balls as I sawed in and out of her. Her asshole clamped tight around my cock, pushing me over the brink at the same instant I felt the first spurt of come from Brian's cock into my ass. Brian and I kept up our thrusting as we came, then we collapsed, exhausted, on top of Pam.

Brian straightened up and slowly pulled his softening cock from my ass. I pulled out of Pam and rolled to the bed next to her.

Cynthia lay down next to her son and softly took his cock in her hand, rubbing and squeezing it tenderly. "So baby," she said, "were you still planning to go back to your hotel for the night?"