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Whenever Mom’s friend Rachael would come over for a visit she would always sit so that I could see her panties. I certainly didn’t mind at all.
Fbailey story number 313

I Could See Her Panties

Whenever Mom’s friend Rachael would come over for a visit she would always sit so that I could see her panties. I certainly didn’t mind at all. I liked seeing her panties, I always got an erection, and I always jerked off afterwards to the most wonderful thoughts of her panty-covered pussy.

So one day Rachael came over for a visit. I was out in the driveway shooting hoops when she drove in. I rushed over to open her door for her and to watch her get out of course. Was she ever dressed to kill! Rachael had on a silky white blouse that had a deep scoop neck so that I could see half of one breast. Her black micro miniskirt allowed me to see her white panties stretched tightly across her pussy and she was still sitting behind the steering wheel. Rachael smiled up at me and then slowly brought one leg over to place it out onto the driveway. That opened her legs up quite wide, raised her skirt very high up her thighs, and it gave me an unobstructed view of her panties with her puffy pussy pressed inside them. Rachael just held that position until she thought that I had had seen enough. Then she pulled her other leg out, stood up, and lowered her miniskirt a little to get it back in place.

I turned around to see my mother standing there watching us. Mom said, “Rachael I though I asked you to stop showing my son your pussy.”

Rachael replied, “I didn’t show him my pussy. I showed him my panties or rather he looked at them. For quite a while I might add.”

Mom looked down at my crotch then said, “Well, if you’re so proud of yourself then maybe you should fix his problem. The poor boy jerks off after every one of your visits.”

Rachael said, “I’d be happy to take care of his problem. Should I give him a hand job, a blowjob, or just let him fuck me?”

Mom scowled at her and replied, “Well, I know how much he likes your pussy so why don’t you let him fuck you and loose his virginity.”

I could not believe that my mother was talking to Rachael about my sex life, masturbating, and now loosing my virginity. Then I felt Rachael take my hand, mom open the door, and I being led to my bedroom.

I was sort of pushed into my room and over to my bed. As it hit the back of my legs I sat down on it. Rachael wasted no time in removing her clothes. The silky white blouse came right off and there was nothing underneath it. Her black micro miniskirt was unzipped and down in no time followed by her white panties. She placed her white panties in my hand and told me to sniff them while she got things started. All I did was put them to my nose, close my eyes for a moment, and felt her unzipping my jeans and pulling my hard cock out of my pants. In an instant I was on my back, Rachael was straddling my hips, and my cock was inside her nice wet warm pussy.

I pulled her panties from my face, opened my eyes, and looked right at her tits. They were very nice; they were really very nice tits. I watched her magnificent tits as Rachael took my virginity. They were my first tits to see for real and they were just a foot or two away from my eyes. Rachael had nice firm breasts with hard nipples pointing right at me with a pink crinkled ring around them. As Rachael fucked herself on my cock I reached up and placed a palm over each breast feeling those hard nipples in the palm of my hand. I gently pinched my fingers into her flesh and enjoyed the feel of her meat in my hands. I continued to mould her breasts as we fucked. After a while I got into the swing of things and started fucking up into her as the feeling came over me. I had felt that feeling before but never so intense. Then I started cumming and thrusting up into her as hard as I could. Rachael was smiling and thrusting down onto me just as hard. She screamed out that she was having her orgasm and begged me not to stop. Stopping was not in my thoughts at all. Once I had shot all of my cum up into her wonderful pussy I kept thrusting into her all the more. In no time at all I was hard again and fucking her with a renewed interest. Rachael noticed that I was hard again and just smiled at me.

Rachael said, “I’ll do all the work again but then I need a rest. That or you do all the work next time. Between the two of us we should be able to get you soft sometime.”

From directly behind Rachael I heard Mom say, “Rachael I can help if you want me too. Why should you have all the fun? After all he is my son.”

I had no idea that Mom had even been in the room. I leaned to one side to get a look at her. Her blouse was unbuttoned and her hand was cupping one of her breasts. Her other hand was up against her crotch inside her panties with her skirt up above her waist. Mom was masturbating. Seeing my mother masturbate was all that it took for me to cum in Rachael again…and cum I did. I filled her and it came right out again flooding my crotch and soaking into my blue jeans. As Rachael lifted herself up I could feel where my zipper had cut into my cock.

Rachael backed up and bent to suck my cock. Mom joined her and they took turns as I watched my cum drip from Rachael’s pussy onto my pant leg. Mom was closest to me so I reached out and held onto one of her breasts like she had and massaged her nipple. I really enjoyed it. Then while Mom had my cock in her mouth I took the opportunity to reach for her pussy. She looked at me and moaned her approval so I fingered her pussy for a minute. Rachael traded off with Mom and had my cock in her mouth when Mom turned around, straddled my head, and placed her pussy on my mouth. I took the hint and started licking her pussy as she once again took my cock in her mouth. It was my first sixty-nine and I knew it wouldn’t be my last either.

Suddenly Mom climbed off from me, had Rachael get in the doggy position, and then had me fuck her from behind. Mom had sucked me hard and wanted me to fuck Rachael again. Thanks Mom. I liked it…especially with Mom’s hand between my legs gently cupping my balls in her hand. Bumping up against Rachael’s ass was quite interesting. I realized right then that I liked the doggy position and that I would have to check out some other positions too.

I laid my full weight on Rachael’s back and grabbed onto both of her breasts as I pumped my third load of cum into her wonderful pussy. Mom encouraged me to fill her up good. When I was finished I pulled out and sat against the headboard then I watched as Mom flipped Rachael over and got into a sixty-nine with her. By the time the two women were done licking the other’s pussy I was hard again so I took over licking Rachael’s pussy before I swung around and fucked her in the missionary position. My cock was sore from the zipper and I was about spent but I wasn’t going to waste an erection. Fortunately it didn’t take me very long at all to cum.

For the next couple of hours Mom, Rachael, and I lay on my bed naked and talked about sex. We talked about what we liked and the women talked about things that they had tried and places that they had done it. Both women had tried things that they didn’t like because of the man in their lives at the time. Neither one seemed to enjoy anal sex however when I told them that I would like to try it sometime, they both said that they could be persuaded to give it another try. Cool! They both said that they would like to have sex with me where there was a possibility of getting caught too, but that they really didn’t want to get caught.

I never got to fuck my mother that first day but it was abundantly clear that I could after that first day. Apparently Mom had promised Rachael that I was all hers but only for the first day, after that she would have to share me. However, Mom did everything in her power to get me hard for Rachael. She was very good at getting me hard.

I could hardly wait to stick my cock in my mother’s pussy.

The End
I Could See Her Panties
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