Sleepwaling Son's Coc

"Come up Jane," Alice called. "Mark and I are waiting for you."

Mark heard his mom on the stairs and panicked. He didn't want his Mom to see him naked in bed with Alice.

"What is she going to..."

"Don't worry," Alice whispered, patting Mark's thigh. "Jane's a big girl."

The door opened and Mark's mom, Jane, stood with her hands on her hips, looking at Alice and Mark, their naked bodies half covered by a sheet. Mark was uncomfortable, while Alice grinned wickedly at her friend.

Jane was dressed in jean shorts and a cut-off tee shirt that exposed her tan belly and hung taught over her shapely breasts.

"Mark," she said, "Tell me the truth. Have you been faking it with the sleepwalking? Just be honest and I won't be mad."

"Uh..." Mark looked down. He had been dreading the day when this conversation might happen. But now that it was out in the open it felt like a relief. He looked up and met his mom's eyes, "Yes. I was faking. All along. I was so attracted to you! I couldn't help..."

"Ok," Jane said, breathing a sigh of relief, "Don't apologize, I liked it just as much as you, if not more. So now we can stop pretending, can't we?"

"Yes we can," Alice sighed, "Now take off your clothes. Show us what you got under there, Mom!"

Jane unbuttoned her shorts at the waist, unzipped the fly and slid the tiny cut off jeans down her thighs. Her swollen pussy bulged in a black thong. Mark could smell his Mom's special scent and he was instantly hard.

Alice was a MILF from Heaven, but Mom's body, her smell, her luscious skin, her huge breasts capped with mauve-pink nipples, she was sexy on a whole other level. She brought him to new heights of hardness.

Jane lifted her t shirt, exposing her jutting breasts, encased in a black bra. She pulled the t shirt over her head and ran her hands over her body.

"Do you like when Mom undresses for you Mark? Do you like seeing Mom naked? Did you want to come in my room that night and jerk off on Mom's tits?"

Mark nodded like a puppy dog as Jane half-chanted, half-purred this incestuous litany.

Jane caressed her nipples through the lacy cones.

"I can't wait to get out of this bra. My breasts are swollen tonight, It's my fertile time of the month. If you cum in me tonight, I could get pregnant. I can feel it. Do you want to give Mom a baby?"

Alice watched Mark's cock harden as his Mom teased him.

"He likes that idea! He's hard as iron for you, Jane!" Alice breathed, "He fucked me good and hard, but he's bigger and harder than ever for you."

"Let me see," Jane whispered.

Alice pulled back the sheet and revealed Mark's rigid cock at full erection.

"Is that how you feel about your Mom?" Jane teased as she undid her bra and slowly removed the black cups from her pale breasts. Her nipples stood out stiff and erect.

"Mom's nipples are so sensitive, Mark" Jane licked her lips as she eyed Mark's cock. "Would you like to fuck my tits or just fuck me?"

"Oh Jane, you're smoking hot," Alice moaned, " And Mark is so hard. Are you going to give him what he wants? I'm so horny right now. I've been fantasizing since I arrived about seeing you two!"

Mark's mom pushed her black panties down her thighs and stroked her smooth-shaved mound as her son stroked his rock hard cock.

"Is this what you want Mark?" Jane purred. "Mom's pussy? Do you want to watch me masturbate? I masturbated after I put you back to bed, those nights, smelling your hot cum all over me. I loved waking up with you standing over me, rubbing your cock on my nipples. I came so many times, thinking about you holding your hard cock over my face. Did you want me to give you a foot job in my black stockings? I saw your pictures, you know. I masturbated over them with my thighs spread wide on your bed. If you'd come in and caught me, you could have fucked me then. Mmmm. We can do so many things now that it's all out in the open. What do you want to do to me first, Mark?"

Jane knelt on the bed, naked, touching herself as Mark knelt in front of her his stiff cock pointing straight at her.

Alice gently gripped Mark's cock and rubbed his head on her friend's slit. Teasingly she caressed Jane's pussy as lubrication coated the tip of Mark's rigid cock.

Jane groaned with pleasure as Mark's velvety cock brushed her clitoris.

Alice held Mark's cock between Jane's pussy lips. She had been fantasizing about watching Mark fuck his Mom and now the consummation was close.

"I want to put him in you baby." Alice murmured in Jane's ear, "Are you ready to take your son's naked cock? Do you give Mark permission to ride you bareback and shoot his cum in your womb?"

"Yes, oh yes" Jane closed her eyes and moaned as Mark's cock slid through Alice's fingers up inside her.

Alice's fantasies about Mark breeding her had affected Jane. At 36, she was the perfect age to have a second baby. The thought of Mark impregnating her with his beautiful cock had been swirling in her mind all day. Her son's seed filling her womb and making a beautiful child. It was perverse and insane, but she was deep in this fantasy as Mark penetrated her to her depths.

"O God!" Jane moaned, "I love how your big cock feels."

Alice watched Jane and her son writhe in taboo ecstasy. She still held Mark's rigid shaft, feeling him twitch and pulse in his mother's dripping, fertile slit.

"Oh Yes!" Alice cried out, "Fuck her Mark! Give her your baby too!"

"Oh yes Mark," Jane cried out, "Cum in me! Give Mom your baby!"

Mark couldn't believe what he was hearing, but his Mom's words drove him to a massive climax. He groaned and ejaculated a huge load in his mother's womb.